yes you are missing the fact that if the deal doesn't go through...

yes you are missing the fact that if the deal doesn't go through you are looking at a roughly $3.50 share price for PDL.

PDL and PPT have agreed to lower both the cash component (but you get more PPT shares in return), and the ability of PDL shareholders to elect more 'cash' option.

A very good move by PPT and PDL, which increases the probability of the scheme going ahead.
Obviously the big elephant in the room, the court case has confirmed that $23m is not the limit of potential liability for PPT if it terminates the scheme. This was very very very important both for PDL and for PPT directors (as PPT directors can claim they can't approve alternative deals as it will expose PPT to liability risk)