Is there any reason why you think that the billion dollars will "trickle down" to the people who would have enjoyed the benefits of the merger?

Sure, your hypothetical payout sounds good, especially assuming they don't have to give up anything, but it's still hypothetical and I doubt that anything close to what you described is going to happen with that billion dollars.

I don't think it will.

But the comment was "just imagine founders, investors and employees, thinking they had a really good exit".

If the company cared about "a really good exit" for everyone, it can make that happen with a billion dollars of nearly-free money. If the company doesn't want to make that happen, then why should we expect the merger would have made people any happier? What makes this demotivating?

> What makes this demotivating?

My understanding (and correct me if I'm wrong) is that the people would have sold their stocks, something that is not very liquid and therefore worth less without an IPO or merger. Now, with no merger, they can't get "real" money for their stocks.

> What makes this demotivating?

Well, maybe yesterday they thought they'd soon have a multimillion dollar payout, and all that is gone. I can see how that can be frustrating to some.

All of their rounds have added up to $333M; most of that is in the past 3-5 years; the early investment rounds were very tiny. $500M on $333M isn't the home run that the investors were looking for, but maybe in today's environment may be the best they can hope for. That said, they may not want to set that precedent.

They wouldn't necessarily have to give up any ownership, so they could keep hoping for a home run to occur later. I feel like that's a pretty good deal.

I didn't realize they had a breakup fee. That's is kinda nice.