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the meat of it: > Mr. Musk believes the company is actively resisting and thwarting his information rights (and the company’s corresponding obligations) under

the meat of it: > Mr. Musk believes the company is actively resisting and thwarting his information rights (and the company’s corresponding obligations) under the merger agreement. This is a clear material breach of Twitter’s obligations under the merger agreement and Mr. Musk reserves all rights resulting therefrom, including his right not to consummate the transaction and his right to terminate the merger agreement.

qgin 4y ago
I don’t understand how this works when he waived due diligence. My guess is the intention is to delay the transaction for some reason.
- deleted 4y ago
  [deleted]
- lern_too_spel 4y ago
  Insolvency.
Someone1234 4y ago
So either: - Because Twitters stock price dipped, he's trying to renegotiate. - This whole thing wasn't a good faith bid to begin with, and Twitter should insist he pays the $1B exit clause. Ultimately if he exits without paying this has done Twitter (and their stockholders) harm without any benefit, and it almost feels like a stunt to distract from unrelated controversy surrounding Musk.
- FartyMcFarter 4y ago
  Tesla stock also dipped, making it harder for him to finance the purchase.
  - tediousdemise 4y ago
    Good! They say the wealthy have a better chance at success (especially when it comes establishing businesses) due to their huge financial safety nets. It would be nice to see this table turn for once; the 1% shouldn't always be able to have their cake and eat it too. Hopefully this bankrupts Musk in a stark turn of sweet, sweet karma deliverance.
    - leobg 4y ago
      This is what you’re waiting for? A billionaire you’ve never met to lose some of this wealth so you can feel better about yourself? This would seems like a crass thing to say even if he had stolen from you personally (and I mean physically, not in some roundabout moral way).
      - tediousdemise 4y ago
        There are no "roundabout morals" here. This man told 110,000 of his employees to return to the office or find another job, during a still-surging pandemic. This is immoral and reckless from any angle. If his net worth is reduced, it will reduce the impact of his actions on people and the environment. We all share this planet. It is not a free-for-all stomping grounds for the highest paid capitalists.
        leobg 4y ago
        Whoever supplies your news. I hope they pay your health insurance. I don’t know where you live or what goes on around you. But people are probably not as evil or greedy as you think. Though if you believe the headlines, everybody probably should be hanged, and the planet would be better off without all of us. It’s almost funny that this philosophy sells as well as it does. People rather will the “nothing” than give up willing, said Nietzsche. Like the kids in kindergarten rather destroying the toy than letting the other have it. I believe it’s not greed we need to look out for. It’s envy. The ability to not waste your time focusing on things you hate, and to rather apply your intelligence and your humanness where it mashes a difference, and does good for others. Though that’s a lot more difficult than passing judgement. Especially when there is an entire industry supplying you with bite sized pieces that allow you to pass judgment, around the world, across social boundaries, and from the comfort of your bathroom even. Make you feel all special and important... while they FEAST on your SOUL.
  - gre 4y ago
    The Tesla dip coincided with the Twitter takeover attempt, so Musk more or less caused it.
    - loeg 4y ago
      It coincided with a whole-market slide; it’s not purely a result of the twitter acquisition.
- f38zf5vdt 4y ago
  He did recently have sexual misconduct/prostitution allegations made public against him [1], plus a lot of honorable mentions during the Depp v. Heard trial [2]. [1] https://www.businessinsider.com/spacex-paid-250000-to-a-flight-attendant-who-accused-elon-musk-of-sexual-misconduct-2022-5 https://www.businessinsider.com/spacex-paid-250000-to-a-flig... [2] https://www.newsweek.com/amber-heard-elon-musk-cara-delevingne-three-way-affair-testimony-johnny-depp-trial-1708048 https://www.newsweek.com/amber-heard-elon-musk-cara-deleving...
- JumpCrisscross 4y ago
  > - This whole thing wasn't a good faith bid to begin with, and Twitter should insist he pays the $1B exit clause This would be a win for Elon. The problem is, it's not clear he has the right to back away and just pay a break-up fee. So the game emerges around how problematically he can position himself to be perceived to be, so Twitter prefers settling versus initiating what will likely be a multi-year court battle.
- vehementi 4y ago
  There is no $1B exit clause - there's just a $1B cap to damages twitter can sue for if the deal falls through. A court would have to decide to award $1B. Twitter can further sue for "specific performance" and a court could, worst case for Musk, order that the deal go through as agreed.
  - dubswithus 4y ago
    Would Elon be on the hook for the full amount should his partners drop?

qgin 4y ago

I don’t understand how this works when he waived due diligence. My guess is the intention is to delay the transaction for some reason.

deleted 4y ago
[deleted]
lern_too_spel 4y ago
Insolvency.

Someone1234 4y ago

So either: - Because Twitters stock price dipped, he's trying to renegotiate. - This whole thing wasn't a good faith bid to begin with, and Twitter should insist he pays the $1B exit clause. Ultimately if he exits without paying this has done Twitter (and their stockholders) harm without any benefit, and it almost feels like a stunt to distract from unrelated controversy surrounding Musk.

FartyMcFarter 4y ago
Tesla stock also dipped, making it harder for him to finance the purchase.
- tediousdemise 4y ago
  Good! They say the wealthy have a better chance at success (especially when it comes establishing businesses) due to their huge financial safety nets. It would be nice to see this table turn for once; the 1% shouldn't always be able to have their cake and eat it too. Hopefully this bankrupts Musk in a stark turn of sweet, sweet karma deliverance.
  - leobg 4y ago
    This is what you’re waiting for? A billionaire you’ve never met to lose some of this wealth so you can feel better about yourself? This would seems like a crass thing to say even if he had stolen from you personally (and I mean physically, not in some roundabout moral way).
    - tediousdemise 4y ago
      There are no "roundabout morals" here. This man told 110,000 of his employees to return to the office or find another job, during a still-surging pandemic. This is immoral and reckless from any angle. If his net worth is reduced, it will reduce the impact of his actions on people and the environment. We all share this planet. It is not a free-for-all stomping grounds for the highest paid capitalists.
      - leobg 4y ago
        Whoever supplies your news. I hope they pay your health insurance. I don’t know where you live or what goes on around you. But people are probably not as evil or greedy as you think. Though if you believe the headlines, everybody probably should be hanged, and the planet would be better off without all of us. It’s almost funny that this philosophy sells as well as it does. People rather will the “nothing” than give up willing, said Nietzsche. Like the kids in kindergarten rather destroying the toy than letting the other have it. I believe it’s not greed we need to look out for. It’s envy. The ability to not waste your time focusing on things you hate, and to rather apply your intelligence and your humanness where it mashes a difference, and does good for others. Though that’s a lot more difficult than passing judgement. Especially when there is an entire industry supplying you with bite sized pieces that allow you to pass judgment, around the world, across social boundaries, and from the comfort of your bathroom even. Make you feel all special and important... while they FEAST on your SOUL.
- gre 4y ago
  The Tesla dip coincided with the Twitter takeover attempt, so Musk more or less caused it.
  - loeg 4y ago
    It coincided with a whole-market slide; it’s not purely a result of the twitter acquisition.
f38zf5vdt 4y ago
He did recently have sexual misconduct/prostitution allegations made public against him [1], plus a lot of honorable mentions during the Depp v. Heard trial [2]. [1] https://www.businessinsider.com/spacex-paid-250000-to-a-flight-attendant-who-accused-elon-musk-of-sexual-misconduct-2022-5 https://www.businessinsider.com/spacex-paid-250000-to-a-flig... [2] https://www.newsweek.com/amber-heard-elon-musk-cara-delevingne-three-way-affair-testimony-johnny-depp-trial-1708048 https://www.newsweek.com/amber-heard-elon-musk-cara-deleving...
JumpCrisscross 4y ago
> - This whole thing wasn't a good faith bid to begin with, and Twitter should insist he pays the $1B exit clause This would be a win for Elon. The problem is, it's not clear he has the right to back away and just pay a break-up fee. So the game emerges around how problematically he can position himself to be perceived to be, so Twitter prefers settling versus initiating what will likely be a multi-year court battle.
vehementi 4y ago
There is no $1B exit clause - there's just a $1B cap to damages twitter can sue for if the deal falls through. A court would have to decide to award $1B. Twitter can further sue for "specific performance" and a court could, worst case for Musk, order that the deal go through as agreed.
- dubswithus 4y ago
  Would Elon be on the hook for the full amount should his partners drop?