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Twitter Inc. Changes Its Name to X Corp. and Moves to Nevada

The platform is keeping the Twitter branding but is no longer incorporated in Delaware.


 
The social-media platform on users’ phones and computers still bears the name Twitter even though Twitter Inc. itself has a new name. PHOTO: JUSTIN SULLIVAN/GETTY IMAGES

The social-media platform on users’ phones and computers still bears the name Twitter even though Twitter Inc. itself has a new name. PHOTO: JUSTIN SULLIVAN/GETTY IMAGES

Twitter Inc. has told the courts that it has a new company name in a new state: X Corp., an entity incorporated in Nevada instead of Twitter’s previous domicile in Delaware.

While the social-media platform on users’ phones and computers still bears the name Twitter, “Twitter Inc. has been merged into X Corp. and no longer exists,” according to a legal filing last week informing a Florida federal court of the change in a case where Twitter is a party. X Corp. is a privately held company incorporated in Nevada, Twitter’s lawyers said.

The company’s principal place of business remains San Francisco, where Twitter is based, according to the filing. X Corp. has a parent company named X Holdings Corp.,URAL 0.00%increase; green up pointing triangle the filing shows. The company also recorded the merger in Delaware filings. 

The changes drew attention in recent days as the documents circulated online and media outlets including Slate wrote about them. The information in the filings prompted online speculation that it was part of a grand vision about which owner Elon Musk has tweeted, which is using his acquisition of Twitter to help create “X, the everything app.”

Twitter responded with an auto-reply poop emoji to an email inquiry from The Wall Street Journal about the reason for the change.

On Tuesday, amid retweets from Mr. Musk about SpaceX, his rocket company, and Twitter’s legacy blue check marks, the billionaire tweeted an “X” without any other context or details. Mr. Musk’s history with the letter goes way back: His former online banking startup, X.com, later became PayPal after a merger with another firm. Mr. Musk often refers to one of his children as X.

The billionaire also has other business ventures in Nevada. Tesla Inc., the electric-vehicle maker where he is also chief executive, operates a plant near Reno, Nev. The Boring Co., Mr. Musk’s tunneling company, has a project in Las Vegas.

In an interview with the British Broadcasting Corp. late Tuesday, Mr. Musk said about the name change: “My goal is to create X the everything app,” and reiterated that “Twitter is an accelerant.”

 


Illustration: Preston Jessee

Some corporate-law specialists say they still have some questions about the company’s structure. Another entity called Twitter Inc. was recently registered in Nevada, with Mr. Musk as its president, according to a filing, and some observers said it wasn’t exactly clear how that entity related to X Corp. One law professor said it could be an entity that Mr. Musk could use for Twitter if he wanted at some future point, or a way to keep anyone else from trying to use the name.

Moving the company to Nevada from Delaware has broader business implications, according to corporate-law specialists.

Compared with Delaware, Nevada’s laws grant more discretion and protection to a company’s management and officers, said Zohar Goshen, a professor of transactional law at Columbia Law School. Twitter is now “a private company controlled by one person so they can make that move,” he said. For public companies, Mr. Goshen said, “It’s not going to be that simple for them to switch to a place where shareholders enjoy less protection.”

Delaware is a popular home for companies. Roughly two-thirds of Fortune 500 companies domiciled in the state, according to its secretary of state. 

The state is also home to the unique, centuries-old Delaware Court of Chancery, a nonjury trial court that calls itself the pre-eminent U.S. forum for legal cases involving the internal affairs of Delaware corporations and other business entities.

“There are a few often-cited reasons why companies might move out of Delaware to Nevada,” said Lauren Pringle, editor in chief of the Chancery Daily, a legal industry publication. They include Nevada’s greater limits on personal liability for directors and officers of a corporation, and limited liability for a breach of duty, she said.

Author: Editors Desk

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