This is clearly a “second decade of the 21st Century” merger clause — but I suspect it is going to prove to be unique… used only in the Twitter / Musk deal (whew — busy morning, in the graphics dept.!).
To wit: Mr. Musk has covenanted in the merger agreement, now public in SEC filings, yesterday… not to Tweet disparaging statements about the company or the lawyers, bankers or… the terms of his $44 billion purchase transaction… as it lumbers toward a close… likely late in Q4 2022 (despite what the pressers say).
Res Ispa Loquitur, baby (i.e., he’s already beclowned himself). The delicious irony of a “gag” of sorts, on Musk himself — to say nothing of what the clause suggests about his maturity level… is jaw-slacking. [Of course, once the deal is closed — he can “mean tweet” all he wants — and injure his own investment — to his heart’s content!]:
…Section 6.8 Public Announcements. (at page 50) [Elon Musk] shall be permitted to issue Tweets about the Merger or the transactions contemplated hereby so long as such Tweets do not disparage the Company or any of its Representatives. ..
You couldn’t make such stuff up, if you tried. Even so, I am fairly certain the bankers will, as a condition of continuing the three year lending after closing (should one occur) insist that this non-disparagement clause remain in effect, until the loans are fully retired. Charming. Grinning ear to ear — this is simply becoming… A Fellini-esque The Theatre of the Absurd.
नमस्ते
Powerline Lies... 