In connection with the pending acquisition of Twitter by an affiliate of Elon Musk, Bret Taylor
(@btaylor), chairman of Twitters board of directors, posted the following (the Taylor Post):
Twitter has filed a lawsuit in the
Delaware Court of Chancery to hold Elon Musk accountable to his contractual obligations.
Parag Agrawal (@paraga), Twitters Chief Executive Officer, and Ned Segal (@nedsegal), Twitters Chief
Financial Officer, each subsequently retweeted the Taylor Post.
Additional Information and Where to Find It
On May 17, 2022, Twitter Inc. (Twitter) filed a preliminary proxy statement in connection with its Special Meeting
of Stockholders (the Special Meeting) related to the pending acquisition of Twitter (the Transaction). Prior to the Special Meeting, Twitter will furnish a definitive proxy statement to its stockholders, together with a proxy
card. STOCKHOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Detailed information
regarding the names, affiliations and interests of individuals who are participants in the solicitation of proxies of Twitters stockholders is available in Twitters preliminary proxy statement.
Stockholders may obtain, free of charge, Twitters proxy statement (in both preliminary and definitive form), any amendments or
supplements thereto, and any other relevant documents filed by Twitter with the U.S. Securities and Exchange Commission (the SEC) in connection with the Special Meeting at the SECs website (http://www.sec.gov). Copies of
Twitters definitive proxy statement, any amendments or supplements thereto, and any other relevant documents filed by Twitter with the SEC in connection with the Special Meeting will also be available, free of charge, at Twitters
investor relations website (https://investor.twitterinc.com) or by writing to Twitter, Inc., Attention: Investor Relations, 1355 Market Street, Suite 900, San Francisco, California 94103.
Forward-Looking Statements
This
communication contains forward-looking statements that involve risks and uncertainties, including statements regarding: the Transaction, including the expected timing of the closing of the Transaction; considerations taken into account by
Twitters Board of Directors in approving the Transaction; and expectations for Twitter following the closing of the Transaction. If any of these risks or uncertainties materialize, or if any of Twitters assumptions prove incorrect,
Twitters actual results could differ materially from the results expressed or implied by these forward-looking statements. Additional risks and uncertainties include those associated with: the possibility that the conditions to the closing of
the Transaction are not satisfied, including the risk that required approvals from Twitters stockholders for the Transaction or required regulatory approvals to consummate the Transaction are not obtained; potential litigation relating to the
Transaction; uncertainties as to the timing of the consummation of the Transaction; the ability of each party to consummate the Transaction; possible disruption related to the Transaction to Twitters current plans and operations, including
through the loss of customers and employees; and other risks and uncertainties detailed in the periodic reports that Twitter files with the SEC, including Twitters Annual Report on Form 10-K filed with
the SEC on February 16, 2022, and Quarterly Report on Form 10-Q filed with the SEC on May 2, 2022, which may be obtained on the investor relations section of Twitters website
(https://investor.twitterinc.com). All forward-looking statements in this communication are based on information available to Twitter as of the date of this communication, and Twitter does not assume any obligation to update the forward-looking
statements provided to reflect events that occur or circumstances that exist after the date on which they were made, except as required by law.