House Republicans call on Twitter to preserve Elon Musk's takeover bid records

Republicans on the House Judiciary Committee have issued a preservation notice to Twitter asking the social media giant's board to hold on to all records related to Elon Musk's takeover offer. 

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"Decisions regarding Twitter’s future governance will undoubtedly be consequential for public discourse in the United States and could give rise to renewed efforts to legislate in furtherance of preserving free expression online," the letter states. "Among other things, the Board’s reactions to Elon Musk’s offer to purchase Twitter, and outsider opposition to Musk’s role in Twitter’s future are concerning. Twitter’s Board Members have fiduciary duties to the company’s shareholders. These duties apply despite how many corporations’ leaders increasingly pursue progressive policy goals divorced from shareholder interests."

ELON MUSK EXPLORING TWITTER TENDER OFFER, LINES UP $46.5 BILLION IN FINANCING COMMITMENTS FOR TAKEOVER BID

The request includes all electronic messages sent using official and personal accounts or devices, including through encryption software.

"You should construe this preservation notice as an instruction to take all reasonable steps to prevent the destruction or alteration, whether intentionally or negligently, of all documents, communications, and other information, including electronic information and metadata, that is or may be potentially responsive to this congressional inquiry," the letter adds. 

The letter is signed by 18 House Republicans, including House Judiciary Committee ranking member Jim Jordan. A representative for Twitter did not immediately return FOX Business' request for comment. 

TWITTER VS MUSK: WHAT IS A POISON PILL DEFENSE?

Musk, a self-described "free-speech absolutist," disclosed a 9.2% Twitter stake on April 4. He has been a harsh critic of the platform and its chief executive, Parag Agrawal, and recently questioned whether the company rigorously adheres to free speech principles. 

Though Musk was initially invited to join Twitter's board, he later declined the offer. As part of joining the board, Musk would've been unable to own more than 14.9% of Twitter's stock while serving on the board or for 90 days after. Musk's board term would have expired at Twitter’s 2024 annual meeting.   

Musk proceeded to make a $54.20 per share offer to buy Twitter and take it private, adding that it was his "best and final" one. Following the $43 billion bid, Twitter adopted a limited duration shareholder rights plan, commonly referred to as a poison pill, to prevent Musk or any other entity or group from acquiring beneficial ownership of 15% or more of Twitter's outstanding common stock in a transaction not approved by the board. The plan will expire on April 14, 2023.

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In response to the board's lack of response to his offer, Musk revealed in a Securities and Exchange Commission filing on Thursday that he is exploring whether to commence a tender offer to acquire all outstanding shares of Twitter's common stock. 

In addition, Musk stated that he has received commitments of approximately $46.5 billion to help finance a potential deal, including roughly $21 billion in equity financing and around $25.5 billion in debt financing through Morgan Stanley Senior funding and other firms, including Bank of America, Mizuho Bank, Barclays, MUFG, Société Générale and BNP Paribas.

The filing emphasizes that Musk has not decided on whether he will make a tender offer and that he may take other steps to further his proposal. 

Twitter told FOX Business on Thursday that it was in receipt of Musk's updated, nonbinding proposal, adding that it "is committed to conducting a careful, comprehensive and deliberate review to determine the course of action that it believes is in the best interest of the Company and all Twitter stockholders."