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CEO has more responsibilities than just fiduciary duty, and as well it could easily be argued that a deal for $1 b in Facebook stock would be much better than $1.5 b in Twitter stock because of the general uncertainties of the market when dealing with private companies rather than companies that have undergone the fiscal requirements outlined for public companies. tl;dr: Facebook is stock is liquid, Twitter is not.

Unless there are some serious smoking guns here this case is going nowhere fast, Twitter doesn't really have standing in a fiduciary duty case as they are not a shareholder. Since the vast majority of shareholders have not complained it's a pretty easy argument that the vast majority of shareholders are happy with the performance of Instagram.

To nail Instagram they'll have to prove an anti-trust violation, and/or fraud/perjury. Given the underwriters for Facebook this is highly unlikely.




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