COURT OF CHANCERY

OF THE

STATE OF DELAWARE

KATHALEEN ST. JUDE MCCORMICK

CHANCELLOR

LEONARD L. WILLIAMS JUSTICE CENTER

500 N. KING STREET, SUITE 11400

WILMINGTON, DELAWARE 19801-3734

August 25, 2022 

Peter J. Walsh, Jr., Esquire

Kevin R. Shannon, Esquire 

Christopher N. Kelly, Esquire 

Mathew A. Golden, Esquire 

Callan R. Jackson, Esquire 

Potter Anderson & Corroon LLP 

1313 N. Market Street 

Hercules Plaza, 6th Floor 

Wilmington, DE 19801 

Brad D. Sorrels, Esquire 

Wilson Sonsini Goodrich & Rosati, P.C. 

222 Delaware Avenue, Suite 800 

Wilmington, DE 19801

Edward B. Micheletti, Esquire

Lauren N. Rosenello, Esquire 

Skadden, Arps, Slate, Meagher & Flom LLP

920 N. King Street, 7th Floor 

P.O. Box 636 

Wilmington, DE 19899-0636 

Re: Twitter, Inc. v. Elon R. Musk et al., 

C.A. No. 2022-0613-KSJM

Dear Counsel: 

This letter resolves issues raised in the August 15, 2022 letter from Defendants Elon 

R. Musk, X Holdings I, Inc., and X Holdings II, Inc. (“Defendants”), which this decision 

refers to as Defendants’ “Second Discovery Motion.” The motion seeks to compel Twitter, 

Inc. (“Plaintiff”) to produce various documents, including information to verify Plaintiff’s 

SEC disclosures regarding its estimates that less than 5% of mDAU are false or spam 

accounts (the “5% Disclosure”).1 

1

 C.A. No. 2022-0613-KSJM, Docket (“Dkt.”) 163 (“Defs.’ Second Disc. Mot.”); see also

Dkt. 169 (“Pl.’s Response to Defs.’ Second Disc. Mot.”); Dkt. 201 (“Defs.’ Reply to Defs.’ 

Second Disc. Mot.”); Dkt. 231 (“Pl.’s Sur-Reply to Defs.’ Second Disc. Mot.”). 
C.A. No. 2022-0613-KSJM

August 25, 2022 

Page 2 of 4

To deliver a prompt ruling, I will forego recapping each of the arguments raised by 

Defendants; I assume that readers of this letter are familiar with the parties’ dispute. My 

overall impression is that Plaintiff has agreed to produce a tremendous amount of 

information to Defendants, and that the information Plaintiff has agreed to produce is 

sufficiently broad to satisfy most of Plaintiff’s obligations. This letter orders the 

production of three additional categories of information. 

First, as the primary target of their Second Discovery Motion, Defendants seek large 

troves of Plaintiff’s data.2 In their Second Discovery Motion, Defendants argued that this 

data was necessary to test the 5% Disclosure.3 In their reply in further support of their 

Second Discovery Motion, Defendants argued that such documents were also relevant to 

their counterclaim for fraud—i.e., the theory that Plaintiff misleadingly touted mDAU 

without disclosing companion engagement data to present a complete picture.4 

Defendants’ data requests are absurdly broad. Read literally, Defendants’ 

documents request would require Plaintiff to produce trillions upon trillions of data points 

reflecting all of the data Twitter might possibly store for each of the approximately 200 

million accounts included in its mDAU count every day for nearly three years.5 Plaintiff 

has difficulty quantifying the burden of responding to that request because no one in their 

2 See Defs.’ Second Disc. Mot. Ex. 6 (“RFPs”) 2, 3, 4, 18, 19. 

3

 Defs.’ Second Disc. Mot. at 19–21. 

4

 Defs.’ Reply to Defs.’ Second Disc. Mot. at 7–8. 

5 See Pl.’s Response to Defs.’ Second Disc. Mot. Ex. 9 at 1–4; Defs.’ Second Disc. Mot. 

Ex. 3 at 1–3. 
C.A. No. 2022-0613-KSJM

August 25, 2022 

Page 3 of 4

right mind has ever tried to undertake such an effort. It suffices to say, Plaintiff has 

demonstrated that such a request is overly burdensome.6 

That said, some additional data from Plaintiff seems warranted. Plaintiff is ordered 

to produce a subset of what Defendants have requested: the 9,000 accounts reviewed in 

connection with Plaintiff’s Q4 2021 audit, which the parties refer to as the “historical 

snapshot.” I recognize that producing the historical snapshot is no small feat. Plaintiff 

represented that, with considerable effort, these documents could be produced in under two 

weeks, and Plaintiff shall strive to meet that timeline. In addition, Plaintiff must produce 

documents sufficient to show how those 9,000 accounts were selected for review. 

The historical-snapshot data that I have ordered produced is highly sensitive. To 

their credit, Defendants have agreed to treat this data as highly confidential. The parties 

should confer on a list of Defendants’ attorneys and data scientists who will be permitted 

to access this data. 

Second, as to Defendants’ mDAU fraud theory, Plaintiff has already agreed to 

produce ten broad categories of documents addressing mDAU, including documents 

reflecting Plaintiff’s reliance on mDAU relative to other metrics.7 Plaintiff is ordered 

produce a small additional set of data from its review database—documents reflecting 

discussion of any other key metric identified by Defendants, regardless of whether those 

6 See Dkt. 169 (Edgett Aff.) ¶ 5 (averring that a less extensive collection effort would be 

extraordinarily burdensome). 

7 See Pl.’s Response to Defs.’ Second Disc. Mot. at 10; see generally id. Ex. 6. 
C.A. No. 2022-0613-KSJM

August 25, 2022 

Page 4 of 4

documents expressly address mDAU. Although Plaintiff may not withhold documents in 

its existing review database concerning these other key metrics, Plaintiff need not engage 

in further collection to satisfy this obligation. 

Third and finally, Plaintiff is ordered to produce documents responsive to

Defendants’ RFP 49 at the board and management level from January 1, 2021 to the 

present. 

Defendants’ other requests in their Second Discovery Motion are denied. 

IT IS SO ORDERED. 

Sincerely, 

/s/ Kathaleen St. Jude McCormick 

Kathaleen St. Jude McCormick 

Chancellor 

cc: All counsel of record (by File & ServeXpress)