[1]https://www.aljazeera.com/economy/2022/5/6/musk-twitter-sued-by-flor
   ida-pension-fund-over-44bn-takeover
   The Orlando Police Pension Fund argues the deal can’t close before 2025
   because Musk was an ‘interested shareholder’ in the social networking
   platform.

   Elon Musk’s $44 billion buyout of Twitter Inc. was challenged in a
   lawsuit by a Florida pension fund that argues the deal can’t close
   before 2025 because Musk was an “interested shareholder” in the social
   networking platform.

   The Orlando Police Pension Fund filed suit in Delaware Chancery Court
   on Thursday. According to the complaint, Musk had agreements with other
   major Twitter shareholders — including founder Jack Dorsey — to rely on
   their holdings when offering to take the company private last month.
   Those arrangements triggered a Delaware law that calls for a three-year
   delay in closing such deals, the fund claims.

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   Musk’s Twitter acquisition features one of the biggest leveraged buyout
   deals in history. He’s taking private a 16-year-old social networking
   platform that has become a hub of public discourse and a flashpoint in
   the debate over online free speech. Musk disclosed Thursday a group of
   investors were kicking in more than $7 billion of equity towards the
   deal. They include Oracle Corp. billionaire Larry Ellison,
   venture-capital firm Sequoia Capital and cryptocurrency exchange
   Binance Holdings Ltd.

   A representative for Musk didn’t immediately return an email seeking
   comment on the pension fund’s suit.

   Musk, 50, has outlined financing for the deal that includes $13 billion
   in bank loans secured by the social-media company and $12.5 billion
   backed by a pledge of some of his $170 billion Tesla Inc. stake. He’s
   currently the world’s richest individual, with a fortune valued at more
   than $249 billion.

   The pension fund’s lawyers note Musk owned about 10% of Twitter’s
   shares when he made his buyout offer. The also say in the complaint
   that he had an “agreement, arrangement or understanding” with other
   major Twitter investors, such as Dorsey and investment bank Morgan
   Stanley. Those pacts allowed Musk to rely on their shares and support
   for the deal, according to the suit.

   Under Delaware corporate law, those agreements make Musk an “interested
   shareholder” who has to wait three years to close the deal or win the
   support of investors who control “at least 66 2/3% of Twitter’s
   outstanding voting stock” and were independent from the billionaire,
   the suit said.

   The fund is asking a Delaware judge to find that Musk meets the test
   for an “interested shareholder” and is subject to the law, according to
   the complaint.

   The case is Orlando Police Pension Fund v. Twitter Inc, No. 2022-0396,
   Delaware Chancery Court.

   (Updates with details from suit starting in fifth paragraph)
   SOURCE: [6]BLOOMBERG

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