Twitter shareholders vote in favor of Elon Musk’s $44B takeover bid 

Twitter‘s shareholders have voted in favor of selling the company to Elon Musk for $44 billion, a deal that the billionaire is now furiously scrambling to terminate.

Twitter said that a preliminary tally of the shareholder vote on Tuesday found a majority in favor of accepting Musk’s April 25 offer to buy the company for $54.20 per share.

Shares of Twitter rose 2 percent following the vote, to $42.30 — but remained priced well below the deal terms, indicating high investor uncertainty that the buyout will go through.

Musk has fought tooth-and-nail to back out of the deal, claiming Twitter lied about the prevalence of fake accounts on the site. The dispute will go to trial in Delaware business court next month.

Hours before the shareholder vote, the former security chief at Twitter bolstered Musk’s criticisms by telling Congress that the company is plagued by weak cyber defenses that make it vulnerable to exploitation by ‘teenagers, thieves and spies’.

Peiter ‘Mudge’ Zatko, a respected cybersecurity expert, appeared before the Senate Judiciary Committee to lay out his allegations Tuesday.

‘I am here today because Twitter leadership is misleading the public, lawmakers, regulators and even its own board of directors,’ Zatko said as he began his sworn testimony.

‘They don’t know what data they have, where it lives and where it came from and so, unsurprisingly, they can’t protect it,’ Zatko said. ‘It doesn´t matter who has keys if there are no locks.’

Zatko said ‘Twitter leadership ignored its engineers,’ in part because ‘their executive incentives led them to prioritize profit over security.’

As Zatko began his testimony, Musk tweeted an emoji showing a box of popcorn. He later tweeted, without further explanation, ‘My tweets are being suppressed!’

Musk has nearly 106 million followers on Twitter, and his tweets on Tuesday did appear to be garnering fewer comments and ‘likes’ than normal.

A Twitter spokesperson did not immediately respond to an inquiry from DailyMail.com on Tuesday afternoon.

Musk has seized on Zatko’s claims, also citing a purported severance payment to Zatko in his latest letter to Twitter’s board demanding to terminate his buyout offer.

In the letter on Friday, lawyers for Musk said Twitter’s failure to seek his consent before paying $7.75 million severance to Zatko and his lawyers violated the merger agreement, which restricted when Twitter could make such payments.

The payment, which included $7 million for Zatko, ‘cannot be cured,’ and Musk is therefore ‘not required’ to complete the merger, the letter said. A copy was filed with the U.S. Securities and Exchange Commission.

Twitter slammed Musk’s latest attempt to back out of the deal as ‘invalid and wrongful’.

Musk has also subpoenaed Zatko, and a judge has ruled that his claims can be used in next month’s trial to adjudicate the buyout dispute.

Chancellor Kathaleen McCormick of Delaware’s Court of Chancery ruled that Musk can use Zatko’s allegations that Twitter hid weaknesses in its security and data privacy.

However, judge refused to delay the start of next month’s trial as requested by Musk’s attorneys.

A Twitter spokesperson said at the time: ‘We look forward to presenting our case in court beginning on October 17th and intend to close the transaction on the price and terms agreed upon with Mr. Musk.’

Twitter fired Zatko in January, citing ‘ineffective leadership and poor performance.’

Zatko’s lawyers have rejected Twitter’s claim, contending instead that he was terminated after a clash with top executives who refused to acknowledge his concerns about platform security.

Zatko’s allegations are now considered the wildcard in Musk’s court battle with Twitter, which legal experts say otherwise has a strong case.

‘Once both parties step into court it’s a high risk/high reward scenario for both parties with the major X variable now being the Zatko whistleblower claims,’ Wedbush analyst Dan Ives said in a note to investors.

‘We continue to view the Zatko situation as a Pandora’s Box scenario for Twitter.’

If the court focuses on the fact that the world’s richest man declined to do fact gathering typically associated with big-money mergers, Zatko’s allegations could wind up being moot.

If Twitter prevails at trial, the judge could order Musk to pay billions of dollars to the company to compensate for backing out, or even complete the purchase.