Twitter founder and former CEO Jack Dorsey wanted Elon Musk on the board of directors but thought the other directors were "risk averse" to the mercurial billionaire, a court filing Thursday reveals.
A week later, Musk said he would join the board, but he then announced his blockbuster plan to purchase the social media platform for $44 billion.
Dorsey wrote to Musk in a tweet on March 26: "The board is just super risk averse and saw adding you as more risk," CNBC reports.
Dorsey told Musk in the court filing, which was partially redacted, Twitter's board "was completely stupid and backwards." He apologized to Musk for only having "one vote, and 3% of the company, and no dual class shares. Hard set up."
Further newly disclosed text messages between Musk and Twitter CEO Parag Agrawal showed that the two men also briefly bonded in the spring over their love of engineering — at least until Musk publicly tweeted this message early on April 9: "Is Twitter dying?"
That soured a relationship that appeared to bloom around the time Twitter offered the billionaire Tesla CEO a board seat after learning that he had purchased a huge stake in the company. In the texts, Agrawal questioned Musk about his public criticism of Twitter, describing the comments as unhelpful and distracting within the company.
“What did you get done this week?” Musk tersely responded less than a minute later. “I’m not joining the board. This is a waste of time. Will make an offer to take Twitter private.”
The messages revealed in Delaware court filings ahead of a high-stakes trial offer a window into Twitter’s delicate negotiations with Musk. At the time, the billionaire had not only invested heavily in Twitter shares, he was publicly proposing ideas for improving it or starting an alternative.
Twitter and Musk are due in court Oct. 17 for a trial that will decide whether the world's richest man will be forced to complete his agreed-to $44 billion acquisition of Twitter. The documents were first revealed on @chancery_daily, a Twitter account that closely follows the Delaware Chancery Court, where the five-day trial will take place.
“I have a ton of ideas, but lmk if I’m pushing too hard,” Musk texted Agrawal on April 7, shortly after Twitter offered him the board seat. “I just want Twitter to be maximum amazing.”
Agrawal invited Musk to “treat me like an engineer” instead of a CEO as they worked through technical questions together. At one point, Musk wrote, “I love our conversations!”
Two days after the blowup about Musk's “Twitter dying” tweet, on April 11, Agrawal announced Musk would not be joining the board after all. On April 14, Twitter revealed in a securities filing that Musk had offered to buy the company outright for about $44 billion. After first trying to thwart the hostile takeover, Twitter ended up agreeing to the deal on April 25.
The text exchanges were included in redacted documents that Musk lawyers filed early Thursday after challenging a Twitter claim that they couldn't be made public because they contained sensitive information. Several of the “public versions” of those Twitter documents contain wholesale redactions and are almost entirely blacked out. The documents containing the Musk and Agrawal texts, by contrast, were not.
The texts also include Musk's opinions on Twitter with a host of people in his orbit, including podcaster Joe Rogan, Oracle co-founder Larry Ellison, venture capitalists and Musk's own brother.
While the lawyers tussle over which documents will be allowed as trial evidence, more witnesses are showing up for depositions.
Among those deposed Thursday was whistleblower Peiter “Mudge” Zatko, a former Twitter security chief who testified to Congress earlier this month about what he described as Twitter's weak cyber defenses. Musk's legal team hopes Zatko's knowledge about Twitter's problems with fake and spam accounts will bolster Musk's key argument for terminating the deal.
Musk could be deposed as early as next week.
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