I believe if you read around you will find that apart from the duty of care and the duty of loyalty, there are no duties to the shareholder to maximize value.
It sounds like they got $1 plus a perpetual right to 50% of the value if the name is ever sold onward. That right is worth far more than $1.
no, with non-compete barstool is worth half their value anyway (they still get half of the proceed from selling profit so its not really $1)