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Twitter Stockholders Approve Acquisition by Elon Musk

Twitter, Inc. today reported that the previously disclosed merger deal for Twitter to be purchased by affiliates of Elon Musk for $54.20 per share in cash has been approved by the company’s owners.

Approximately 98.6% of the votes voted at the Special Meeting were cast in favour of the proposal to adopt the Merger Agreement, according to a preliminary tally of the stockholder vote.

The final prerequisite for the merger’s completion under the merger agreement has been met by the shareholder approval (other than those conditions that by their nature are to be satisfied at closing). In accordance with the schedule stipulated in the merger agreement, Twitter stands ready and eager to consummate the merger with affiliates of Mr. Musk as soon as possible, but in any case, no later than on September 15, 2022, the second business day after the fulfilment of all preconditions.

As was previously mentioned, Mr. Musk’s affiliates have delivered notices ostensibly terminating the merger agreement. Twitter maintains that Mr. Musk’s alleged termination of the merger agreement is invalid and without foundation, and that the Musk parties are still subject to the terms of the merger agreement and are required to carry out the merger in accordance with its terms. Twitter is still committed to completing the acquisition on the price and terms agreed upon with Mr. Musk and has launched a lawsuit in the Delaware Court of Chancery to compel him to do so.

Following certification by Twitter’s elections inspector, the final voting results will be disclosed in a Current Report on Form 8-K that will be submitted to the Securities and Exchange Commission.

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