Elon Has To Pay The Legal Fees Of Former Execs He Fired
Elon Musk really seems to hate paying legal bills (or, really, any bills), but now he's got a few more to cover. Bloomberg reported earlier this week that Kathaleen McCormick, Chancellor of the Delaware Court of Chancery (who is quite familiar with Elon Musk and Twitter) has ruled that exTwitter has to cover the legal fees of former CEO Parag Agrawal and former legal boss Vijaya Gadde.
At issue was that their contracts required that the company would cover their legal fees, and that should have covered legal work that was associated with the company even after they were fired (mainly Gadde testifying before Congress).
Despite timely written demand along with documentation from Plaintiffs through their counsel, the Company has not advanced to Plaintiffs their Expenses actually and reasonably incurred related to the various Proceedings. Over two months after Plaintiffs initial written demand, the Company offered only a cursory acknowledgement of receipt, but still refused to acknowledge its obligations and to remit payment of any invoices. Defendant has breached the Agreements and contravened its Bylaws.
In response, exTwitter's lawyers argued (and I'm paraphrasing) hey, look, we'll pay, but these fees are fucking crazy." Its filing noted that other former Twitter execs who testified in the same Congressional hearing had bills closer to $100,000, but Gadde's bills were around $1.1 million.
But... Chancellor McCormack basically said that the contract is the contract, and so Elon needs to pay:
After hearing arguments, McCormick noted Delaware courts lean in favor of granting executives' request to have legal fees covered when tied to their actions on behalf of companies. She said she didn't see any reason to deviate from the norm in the case.
I have reviewed the amount in question, and although it is high and probably higher than most humans would like to pay, it's not unreasonable," she said.
Once again, it's beginning to look like Elon's attempt at being clever (according to the Walter Isaacson biography of Musk, he tried to conclude the takeover and fire the top execs a few hours earlier than planned in order to screw them out of money):
The closing of the Twitter deal had been scheduled for that Friday. An orderly transition had been scripted for the opening of the stock market that morning. The money would transfer, the stock would be delisted, and Musk would be in control. That would permit Agrawal and his top Twitter deputies to collect severance and have their stock options vest.
But Musk decided that he did not want that. On the afternoon before the scheduled close he methodically planned a jiu-jitsu maneuver: He would force a fast close that night. If his lawyers and bankers timed everything right, he could fire Agrawal and other top Twitter executives for cause" before their stock options could vest.
Instead, he went ultra asshole and was gleeful about it:
The instant email cutoff was part of the plan. Agrawal had his letter of resignation, citing the change of control, ready to send. But when his Twitter email was cut off, it took him a few minutes to get the document into a Gmail message. By that point, he had already been fired by Musk.
He tried to resign," Musk said.
But we beat him," his gunslinging lawyer Alex Spiro replied.
Of course, sometimes being an asshole has a price.