Subject: To be fair
Posted on: 2022-11-20 21:38:12 UTC

The board either was (or could've reasonably thought it was) legally required to bring the deal to a vote. If the company was worth $X, and Musk had offered to pay $Y for it, with Y > X by a bunch, "no, you're a jerk, we're not even going to entertain this" could've led to shareholders arguing the company owed them their share of $(Y - X) because they refused to consider the offer.

And while, as I remember hearing, courts generally don't second-guess corporate boards on the theory that they know how to run their particular business better than the judge does, and so the old Twitter folks could've probably gotten away with "it's a bad idea to talk to you - it'll tank our company just because of the possibility and also you're sometimes not serious here" ... the possibility that shareholders would go after over them over that is a understandable reason for them to just take the money and run.

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