Public transcript

Elon Musk Deposition: Tesla CEO Questioned Under Oath on the Twitter Acquisition

By: John M. Phillips
Length: 36 min
Language: English
Text from: the video's captions
Transcribed: 13 October 2026

Read the full transcript Open on YouTube

Notes in English.

Summary

This is a deposition of Elon Musk regarding his attempted withdrawal from the Twitter acquisition, focused on his public claims about fake accounts. Musk testifies that his "deal on hold" tweet meant only a temporary delay, that he never instructed advisors to stop working on the deal, and that he agreed to buy Twitter because he believed he would not receive a fair hearing from Judge Kathleen McCormick. The transcript repeats the same question sequence three times.

Key points

Musk confirms his tweet about the deal being on hold referred to Twitter's fake account calculations in its SEC filings and meant a temporary delay until he received supporting details.
Musk says he never instructed advisors, attorneys, or bankers to suspend work on the purchase.
Musk states he had no basis for his claim that fake accounts might be over 90%, saying he had no rational number calculation at the time.
Musk does not recall being told that Quinn Emanuel received backup data on Twitter's sampling process on July 1st, 2022, or that Twitter invited his data scientists to meet.
Musk says he agreed to dismiss his claims and buy Twitter because he was told he would not receive a fair hearing from Judge Kathleen McCormick.
Musk obtained both debt and equity financing without the information he claimed Twitter had failed to provide.
Musk told Morgan Stanley Twitter could be worth 200 to 300 billion dollars under his ownership and believed Twitter was exaggerating its user numbers.
Musk admits that before signing on April 25th, 2022, he did not ask for underlying fake account data or request language in the merger agreement requiring Twitter to provide it.
The transcript repeats the same deposition sequence three times, ending around 36 minutes.

Questions it answers

00:00The deal-on-hold tweet

What did Musk mean when he tweeted the deal was on hold?

Musk confirms he was referring to Twitter's calculation of fake accounts in its SEC filings and that the deal would see a temporary delay until he received supporting details. He denies telling advisors, attorneys, or bankers to stop working on the deal.

The hold was only a temporary delay, not a suspension.
Musk says he was "literally just waiting for the documents."

01:00The 90% claim and missing answers

Why did Musk say fake accounts might be over 90%?

Musk says he had no basis for a rational number calculation at the time, so it was not impossible the figure was very high. He says Twitter never explained how it picked the 100 sampled accounts or determined which were real.

Musk admits no rational basis for the 90% figure.
He says he never got answers on Twitter's sampling method.

02:00Unconveyed invitations and data

Was Musk told about Twitter's data and meeting offers?

Musk does not recall being told that Quinn Emanuel received backup data on July 1st, 2022, or that Twitter invited his data scientists to meet, and says he probably would have wanted to know before terminating the deal.

Backup data reached Quinn Emanuel a week before termination.
Musk doesn't recall the meeting invitation being relayed by Spiro, Rossman, or Skadden Arps.

04:00Post-acquisition analysis

What analysis did Musk run after buying Twitter?

Musk says an internal team conducted a fake account analysis shortly after the acquisition, but he cannot identify who did it or whether it was documented, and he did not inform advertisers, investors, or PricewaterhouseCoopers beyond public statements.

The analysis was internal, not by outside data scientists.
No direct disclosures were made beyond public statements.

06:30Why he closed the deal

Why did Musk agree to buy Twitter after all?

Musk says he agreed to dismiss his claims because he was told he would not receive a fair hearing from Judge Kathleen McCormick, whom he believes was biased against him based on her rulings.

He cites her ruling on the Tesla shareholder vote.
He confirms no other reason for capitulating.

07:30Valuation and user numbers

What did Musk tell Morgan Stanley about Twitter's value?

Musk told Morgan Stanley Twitter could be worth 200 to 300 billion dollars under his ownership, and he believed Twitter was exaggerating its real user numbers before making his offer.

He saw "a lot of untapped potential."
He obtained debt and equity financing without the claimed missing information.

09:00Pre-signing diligence

What did Musk ask about fake accounts before signing?

Musk did not ask for underlying fake account data, did not ask to speak with Twitter employees involved in estimation, and raised the issue mainly in conversations with Jack Dorsey before signing on April 25th, 2022.

He first focused on MDAU numbers after the deal was signed.
Nothing prevented him from adding data and methodology language to the merger agreement.

11:00The May 6th meeting

How did Musk react to Twitter's methodology explanation?

Musk says he probably expressed displeasure at the meeting with Ned and Parag about how Twitter calculated a fundamental metric, but he does not recall specifics and never requested follow-up meetings with Twitter's engineers or sampling team.

He cannot recall what he specifically said.
He did not pursue further meetings after May 6th.

Notes

The "Deal on Hold" Tweet

Musk confirms his tweet referred to Twitter's calculation of fake accounts underlying its SEC filings, and that he was waiting on details supporting that calculation.
He characterizes the hold as "a temporary delay" in the deal closing until he received the information.
He denies instructing advisors, attorneys, or bankers to suspend work: "we're literally just waiting for the documents."
On his claim that fake accounts "might be over 90%", Musk says he had no basis for a rational number calculation and it was "not impossible" the number was very high.

Missing Information and Meeting Invitations

Musk says he never got answers on how Twitter picked the 100 accounts in its sampling or how it determined which were real or fake.
He does not recall being told that Quinn Emanuel received backup data on Twitter's sampling process on July 1st, 2022, and says he probably would have wanted to know that before terminating the deal a week later.
He does not recall advisors Alex Spiro, Andrew Rossman, or Skadden Arps attorneys relaying Twitter's invitation for his data scientists to meet, or a follow-up discussion offer involving Parag.

Post-Acquisition Analysis and Disclosures

Musk says an internal analysis of fake accounts was conducted shortly after the acquisition by a team he cannot identify, and he does not recall if it was documented.
He did not inform advertisers, equity or debt investors, or PricewaterhouseCoopers of any determination that fake accounts were a higher percentage, beyond his public statements.

Why He Closed the Deal

Musk agreed to dismiss his claims and buy Twitter because he was told he would not receive a fair hearing from Judge Kathleen McCormick, citing her subsequent ruling on the Tesla shareholder vote.
He obtained both debt and equity financing without the information he claimed Twitter withheld.
He told Morgan Stanley Twitter could be worth 200 to 300 billion dollars under his ownership and believed Twitter was exaggerating its user numbers.

Pre-Signing Diligence

Musk first focused on MDAU numbers around a meeting with Parag and Ned in San Francisco, after the deal was signed.
Before signing on April 25th, 2022, he did not ask for underlying fake account data, did not ask to speak with Twitter employees involved in estimation, and nothing prevented him from adding merger agreement language requiring Twitter's methodology and raw data.

Text from the video's own captions. Summary and notes written by AI from the transcript, so check anything important against the recording.