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Notice of termination of Twitter merger agreement

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Re: Notice of termination of Twitter merger agreement

#281
post #197

Earlier quoted context omitted.

The deal includes a "specific performance" clause, which allows Twitter to force Musk to carry out the deal. He can't simply pay $1 billion and walk away, he's in for a very messy legal fight. This pretext about bots is incredibly weak and he's in no way guaranteed to win. If this really were part of some grand master plan, I think he would have left himself an easier out.

His legal team maintains Twitter is in material breach of multiple provisions of the Agreement and appears to have made false and misleading representations. https://www.sec.gov/Archives/edgar/data/1418091/000110465922...

Sure, but that’s bullshit. Twitter carefully couched each of this sort of statement in “we might be wrong” disclaimers.

It’s not like he came up with the “they’re all bots” theory after committing.

Re: Notice of termination of Twitter merger agreement

#282

Earlier quoted context omitted.

He is a man who owns and can raise massive amounts of money and promise smart people the ability to build something they want to build. That he gets so much credit for his ventures is a very strange thing to me given how many he has vs how few hours in the day he must have to actually pay any attention to them.

So you think he would be more deserving of credit if he only did SpaceX? instead of SpaceX, Tesla, NeuraLink, etc?

And Paypal.

Re: Notice of termination of Twitter merger agreement

#283

It seems apparent to this observer that he developed cold feet pretty fast after an impetuous decision, and has been looking for any reason to back out of it since then. The spam accounts angle seems like a convenient scapegoat, rather than a real surprise to him. He's clearly eccentric in his approach to decision making: I don't think any Harvard Business School course will teach "the Musk Principles". But it's uncl…

There's another belief floated by Josh Wolfe (an investor with Lux Capital) who claimed it was a ruse to liquidate Tesla stock en masse without Tesla hodlers getting suspicious and tanking the inflated stock price. https://twitter.com/wolfejosh/status/1545387947578597376

Sure but then why skip diligence? That would be the ideal time to sell lots of Tesla stock and eventually say “You know what? Nah” without any sticky legal issues.

Re: Notice of termination of Twitter merger agreement

#284

Earlier quoted context omitted.

Musk has released nothing that would indicate that the numbers are fraudulent.

Read the SEC filing?

They have to be not only fraudulent but fraudulent to the point of having a "materially adverse effect" on the value of the company. Delaware courts rarely (almost never) find this to be the case.

Re: Notice of termination of Twitter merger agreement

#285
post #197

Earlier quoted context omitted.

The deal includes a "specific performance" clause, which allows Twitter to force Musk to carry out the deal. He can't simply pay $1 billion and walk away, he's in for a very messy legal fight. This pretext about bots is incredibly weak and he's in no way guaranteed to win. If this really were part of some grand master plan, I think he would have left himself an easier out.

His legal team maintains Twitter is in material breach of multiple provisions of the Agreement and appears to have made false and misleading representations. https://www.sec.gov/Archives/edgar/data/1418091/000110465922...

His legal team can maintain that the sky is a vibrant chartreuse, but that doesn't mean it's true.

Re: Notice of termination of Twitter merger agreement

#288
post #53

This is good for Twitter, and good for the world. Musk's misguided approach to free speech, which says anything that is not explicitly illegal is allowed, would have made Twitter an open forum for spreading lies and hate. My guess is Musk never intended to buy Twitter. He needed an excuse for dumping billions of dollars' worth of TSLA at its peak (while at the same time faulting Bill Gates for shorting TSLA), and his…

> Musk's misguided approach to free speech, which says anything that is not explicitly illegal is allowed

Genuinely interested, and not just trying to argue: how would you otherwise define free speech? It sounds like you think free speech should have defined limits - which surely means it's not free speech any more?

Re: Notice of termination of Twitter merger agreement

#289

The filed letter ( https://www.sec.gov/Archives/edgar/data/1418091/000110465922... ) isn't the knockdown argument I would be expecting. Musk is saying, you haven't demonstrated your numbers are accurate. But having signed the merger agreement and waived due diligence, I think he needs to demonstrate that they are _not_ accurate. Complaining Twitter rate-limited his API access (which would be very foolish on their par…

Well, here's the tweet from Bret Taylor (chair of the board at Twitter)...

https://mobile.twitter.com/btaylor/status/154552608708969676...

> "The Twitter Board is committed to closing the transaction on the price and terms agreed upon with Mr. Musk and plans to pursue legal action to enforce the merger agreement. We are confident we will prevail in the Delaware Court of Chancery."

Re: Notice of termination of Twitter merger agreement

#290

It seems apparent to this observer that he developed cold feet pretty fast after an impetuous decision, and has been looking for any reason to back out of it since then. The spam accounts angle seems like a convenient scapegoat, rather than a real surprise to him. He's clearly eccentric in his approach to decision making: I don't think any Harvard Business School course will teach "the Musk Principles". But it's uncl…

>But it's unclear to me what he initially thought he was getting out of this

Answer: some sort of stock manipulation whether it be Tesla's or Twitter's

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