AmazingTed
> Section 6.4 Access to Information; Confidentiality. Upon reasonable notice, the Company shall (and shall cause each of its Subsidiaries to) ... furnish promptly ... all information concerning the business ... as may reasonably be requested ... for any reasonable business purpose related to the consummation of the transaction...
I think it makes perfect sense that any financier will ask "How many users does Twitter have?" And that entitles him to this information.
There are two whole sections from Section 4.1 through Section 5.11, comprising 16 pages of representations and warranties, which incorporate a wide swath of statements (including public disclosures to shareholders), not to mention two pages of conditions, etc. including specifically:
> Section 5.5 Information Supplied. None of the information supplied or required to be supplied by or on behalf of Parent or any of its Representatives expressly for inclusion or incorporation by reference in the Proxy Statement shall, at the time it is first mailed to the Company’s stockholders and at the time of the Company Stockholders’ Meeting to be held in connection with the Merger, contain any untrue statement of material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading.
It says right there ~"if Twitter has been lying to its shareholders I can void the contract."
The bid gave Musk access to inside information.
> the time for due diligence is before, not after, one signs the merger agreement.
I bought a house. The due diligence period to inspect the house, get a survey, etc. was after we entered into the contract and before closing.