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Sep. 21, 2022

Michael S. Ringler

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Skadden, Arps, Slate, Meagher & Flom LLP and Affiliates

PALO ALTO - Michael S. Ringler joined the mergers and acquisitions group at Skadden, Arps, Slate, Meagher & Flom LLP and Affiliates in 2019 after more than two decades doing Silicon Valley deals at Wilson Sonsini Goodrich & Rosati with a resume that includes Hewlett- Packard's $25 billion acquisition of Compaq in 2001.

"Best move I ever made," Ringler said. "I loved Wilson Sonsini, but I'd evolved to where Skadden became a better platform for me."

The big deals kept coming. In 2020, Ringler represented Livongo Health in its $18.5 billion acquisition by Teladoc Health, Inc., then the largest-ever merger in the digital health sector.

Even those mega-M&A transactions were dwarfed in April 2022 when Elon Musk hired Ringler to help him with his $44 billion buy of Twitter, Inc. To advise Musk, Ringler now leads a deal team across Skadden's M&A, leveraged finance, equity finance, regulatory compliance, tax, employee compensation and intellectual property teams. "Transactions don't get much larger or more complex," Ringler said.

Shortly after announcing the Twitter transaction, Ringler penned a letter to Twitter on Musk's behalf suggesting the social media company was refusing to supply data about spam accounts on the platform, touching off a public dispute between Musk and Twitter.

As part of the clash, Musk tweeted that he wanted "hardcore streetfighters, not white-shoe lawyers," to help him resolve the matter. "I never asked him what he meant by that tweet, but I think he meant he wanted zealous advocates to push his interests with aggressiveness, though not in a hostile way," Ringler said. In further explaining Musk's remarks, Ringler added, "He's a results-oriented individual, and that's the focus he wants." Ringler said that Musk doesn't want his lawyers to lose sight of his objectives. "I have always taken a client-first approach in everything I do so I appreciate his perspective."

In July, Ringler sent a letter to Twitter on Musk's behalf terminating Musk's Twitter transaction. When Twitter sued to enforce the deal at Musk's original offer of $54.20 per share and urged the Delaware Court of Chancery to expedite the case, Ringler and colleagues pushed back immediately. "Twitter's sudden request for warp speed after two months of foot-dragging and obfuscation is its latest tactic to shroud the truth about spam accounts long enough to railroad defendants into closing," they argued in opposition. Twitter Inc. v. Musk et al., 2022-0612 (Del. Chancery Ct., filed July 12, 2022).

Twitter sought a September trial; the court set the showdown to begin on Oct. 17. Ringler's team in late July filed a countersuit detailing the alleged Twitter misrepresentations that soured the deal.

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