No competent board would accept an offer lower than recent prices. Remember you only get one chance to sell the whole company.
Shareholders have had numerous opportunities to sell at this price and higher, so it makes no sense to recommend the sale at this price for all shareholders.
Musk wants to exit his Twitter position, and is using this offer to pump the price before he dumps stock, under the justification of "they rejected my painfully, obviously low offer so now I need to exit".
Except the market has already jumped back down.
There will be no exit liquidity, it’ll go sub-30 if anyone catches a whiff of Elon dumping his shares.
I do see this as a way for him to save face. kind of "I bought $4B of stock on a whim and that was a bad idea, but if I pump it and come out ahead I'll feel better"
There's a premium expected for a total buyout, but I don't see how they justify ~80% higher than their current/previous rating.
Plenty of shareholders have sold at the offer price or lower, which is why TWTR was ~$38 pre-Elon.
Given a provision like that, you can see why (financing clauses are a convenient escape hatch when making big purchases).