A Consortium of investors Led by Elon Musks X.AI offered to buy openai For 97.4 billion US dollars this week. The Openai CEO Sam Altman has dismissed the proposalwhich Would extend Openai’s Planned conversion Musk tries to block in A from a non -profit organization Suit.
In a registration on Wednesday, Altman’s lawyers argued that Musk cannot have it in both directions: Try to buy Openais assets and prevent it from changing its non -profit status. The Musk team replied that it would withdraw the offer if Openai hired it Try to convert yourself from a non -profit organization.
In the meantime as part of these submissions the full Voting letter Musk’s team for the purchase of Openai was published.
Here are five important details that we have learned from this letter and other legal submissions in order to give light on this ongoing and rather messy dispute.
Clear deadline set
The undesirable offer of the Musk group has a specific expiry date: May 10, 2025. There are exceptions to the deadline if the deal has previously been completed to agree on both sides or officially reject the offer.
Despite Altman public layoffsincluding A Joke In order to buy X for a tenth of the price, the Openai board has not yet officially rejected the offer, since the boards generally have to be legally evaluated by competitors themselves.
All-Cash transaction
Musk consortiumThis includes VCS such as Joe Lonsdale’s 8VC and SpaceX investor VY Capital, offers exactly 97.375 billion US dollars for the Buy Openaai and says 100% of the purchase price “paid in cash”.
This is remarkable that Musk has not spared the use of debts in the past, Borrow 13 billion US dollars From banks to buy Twitter (now X) in 2022. His net assets have increased significantly since then. Float around 400 billion US dollarsAfter some estimates since the election of his new ally Donald Trump.
However, the letter calls seven investors, including Musks Ai Company X.AI, as well as unnamed “others”, which means that Musk does not use his personal assets to finance this.
Full access to books and staff
Before the buyers examine the financial and annual reports of Openai and access to Openai employees for interviews, buyers would like to examine the Openai financial and annual reports. This means “assets, facilities, devices, books and records”, so the letter.
Although this is a normal part of the diligence, especially for an offer of up to 97.4 billion US dollars, but this could also provide Musks X.AI – an Openai competitor – access to sensitive internal information. And as soon as you have seen everything, your hard work could also give you a reason to withdraw your offer.
The offer could undermine Mousk’s lawsuit
The offer of 97.4 billion US dollars to acquire Openai in a judicial report In the lawsuit on Wednesday.
Openai suggested that the offer was not serious, but “an improper offer to undermine a competitor”. Musk’s consortium says Your offer is indeed “serious” and his money would go to the non -profit organization of Openaai to promote her mission.
Muschus can withdraw if Openai remains a non -profit organization
Musk’s legal team says that he will drop his offer for Openaai if the board commits as a non -profit organization, according to a non -profit organization Court registration on Wednesday.
The submission argues that Musk’s Buyout offer is real and realizes that the non -profit organization should receive fair market value for its assets, based on what an independent buyer would pay.
This seems to confirm what some experts have said: that The offer should start up The price that Altman should pay to take the company privately.
In A opinionThe Lawyer of Openais Board said that Musk’s offer “had no value for (Openaai) non -profit organization and that the non -profit organization was” not for sale “.
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