The more you read, the worse it looks for the...

The more you read, the worse it looks for the shareholders.

No-Shop restriction

A no-shop restriction prevents the soliciting of alternatives, usually during a defined period of exclusivity. The longer the period the more anti-competitive is the effect of the restriction. Normally the period would not extend into the bid period but it may do so if justifiable having regard to the advantages the agreement offers target shareholders.

No-talk restriction

A no-talk restriction prevents a target negotiating with any potential competing bidder. It might be graduated from the least restrictive form (allowing negotiations if the approach was unsolicited) to the most restrictive form (no negotiations, even if the approach was unsolicited).
A no-talk restriction is more anti-competitive than a no-shop restriction. Therefore the safeguards need to be more stringent.

So just how is any of this in the interests of shareholders???