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Twitter Complaint Demonstrates That Every Lawyer Is Smarter Than Musk

30 点作者 wgx将近 3 年前

8 条评论

favorited将近 3 年前
Only a handful of judges have ever forced reluctant buyers to close on an acquisition. One of them is Judge Kathaleen McCormick, the chancellor assigned to hear Twitter&#x27;s case against Musk.<p><a href="https:&#x2F;&#x2F;bdnews24.com&#x2F;world&#x2F;americas&#x2F;2022&#x2F;07&#x2F;15&#x2F;judge-in-twitter-v.-musk-made-rare-ruling-ordering-a-deal-to-close" rel="nofollow">https:&#x2F;&#x2F;bdnews24.com&#x2F;world&#x2F;americas&#x2F;2022&#x2F;07&#x2F;15&#x2F;judge-in-twit...</a>
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Imnimo将近 3 年前
&gt;But Twitter obviously owes it to its shareholders to demand the full $40-some-odd billion rather than settling for the $1B alternative relief — though given Musk’s antics, it’s probably in the best interests of the shareholders to take less and keep Musk’s hands away from the rudder.<p>I don&#x27;t understand this. If Musk buys the company for $40B, then what do the current shareholders care whether he does a bad job of running it? They won&#x27;t be shareholders anymore! They&#x27;ll have gotten their $52.40 per share and will have no more (financial) interest in whether Twitter does well or not.<p>Have I misunderstood the situation somehow?
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torstenvl将近 3 年前
The WSJ has a very different take: <a href="https:&#x2F;&#x2F;archive.ph&#x2F;DKex6" rel="nofollow">https:&#x2F;&#x2F;archive.ph&#x2F;DKex6</a><p>The ATL blog post from Joe Patrice seems to hinge its argument on two things: (a) specific performance is a major threat and &quot;one expects that <i>someone</i> will prevail upon Musk to settle before that happens&quot; (emphasis in original); and (b) due diligence was waived so Musk doesn&#x27;t have a leg to stand on (Patrice is &quot;flummoxed by Musk’s theory that he’ll ever see this data in court [because h]e waived diligence&quot;).<p>That&#x27;s a weak argument. Specific performance is drastic, and arguably unconstitutional in many contexts (albeit not this one most likely), so courts almost <i>never</i> order it. Additionally, waiving due diligence doesn&#x27;t grant the seller free rein to provide material misrepresentations. If Twitter is making a claim about how many <i>actual</i> human users it has (which it is doing by providing the number of users and saying 5% or less are bots), and that claim is materially false, that&#x27;s the ballgame.<p>(AboveTheLaw tends to be long on cheerleading and snark, and short on legal analysis, particularly when an issue presents itself as GenZ fan faces versus The Establishment, something you can see by reading their many other articles.)<p>(Disclaimer: IAAL but IANAMAL. My comment here has a modicum of insight over a random layman but is emphatically <i>not</i> the opinion of an expert or practitioner in this particular field.)
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TechBro8615将近 3 年前
I learned a long time ago that doubting Musk is about as safe a bet as doubting Bill Belichick’s draft choices. Somehow, he always ends up winning, even when it looks like he might lose.<p>But who knows, maybe this time will be different. I doubt it though. I don’t understand why people think involvement of the court system spells the beginning of the end for Musk. On the contrary, it’s a $44 billion deal (for now lol); when it comes to negotiation, the courtroom is part of the battlefield. Just a few months ago, the Twitter board was refusing Musk’s bid to buy Twitter and even discussed a poison pill to stop a hostile takeover. Now, that same board is taking Musk to court, trying to force him to buy Twitter. So who is really losing here? And who is in control of the situation?<p>btw, has anyone seen @jack lately? I think he and Musk might be up to something.
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quantified将近 3 年前
Musk has somewhat of a psychology-distorting field around him that changes how intelligence works. Maybe that extends to a court of law. Let&#x27;s see.
erichocean将近 3 年前
Can someone explain to my why, if it&#x27;s such a slam-dunk that Delaware will force Musk to pay $54.20&#x2F;share for Twitter in October, why the current share price is just $37.74?<p>Musk&#x27;s purchase price is a 43.6% gain over the current price. Based on the comments here on HN (and everywhere else), that&#x27;s the world&#x27;s easiest trade.<p>So, what&#x27;s up? The market seems to be acting like it&#x27;s <i>not</i> a slam dunk, yet every reporter, HN commenter, Twitter user, etc. believes that it is.<p>Shouldn&#x27;t people be buying Twitter stock like crazy? Something doesn&#x27;t add up…
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AnimalMuppet将近 3 年前
<i>W O W</i>.<p>This is what happens when you think you&#x27;re the smartest guy in the room, and it&#x27;s not your room.
betwixthewires将近 3 年前
We see this time and time again.<p>Some big controversial thing happens between entities that nobody fully understands, and a million Very Intelligent® analysts and columnists with every pertinent qualification and a good vocabulary of ten dollar words tries to tell us that yes, they are qualified to predict what will happen and you should just take their word for it.<p>And predictably, people just pick whatever set of sentences they like the sound of and parrot them endlessly.<p>And, surprisingly more predictably, the outcome is never what any of them said.<p>Could musk lose? Yes. But I guarantee you, the final reasoning of the ruling will differ significantly from any of these people&#x27;s analysis. You&#x27;re basically flipping a coin as to who ends up right.<p>How many things like this have happened over the past decade? How many of those oft touted analysts were right? Being generous, it&#x27;s significantly less than half, which means they&#x27;re worse predictors of outcomes than a coin flip. And how many of us picked a side, parroted our favored talking points, selectively remember how things played out and reinforce our misled world views? And here we go, all ready to do it again.<p>The truth is, this case is going to play out how it is going to play out, none of us know really what&#x27;s going to happen, it&#x27;s mostly inconsequential to us and it&#x27;s all basically just sportsball.