Ann: Change in substantial holding, page-15

I disagree. The 'no shop' no talk' provisions do not preclude PRU from engaging with ORR and making a conditional offer based in part on confirmatory due diligence. That's why there is still a break fee of $2.5M. It's true the provisions do constrain ORR from approaching any potential suitors, however ORR's Directors have a fiduciary duty to consummate the best possible deal for its shareholders. They already know PRU would have scuppered the SoA....this forces PRU to engage & engage early. I doubt PRU would have accumulated 19.9% without having a decent handle on ORR's assets. PRU can make an approach, ORR just can't solicit it but they have to consider and recommend it if it's superior to SVM's offer