Because of the no-shop clause the bidder of a tender offer must pay all security holders that tender shares the highest price paid in the tender offer.

Question

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The no-shop clause prevents the target company from seeking out other buyers, but it does not dictate the terms of how much the bidder must pay to the security holders. The "best price rule" or similar regulations might require paying the highest price to all tendering shareholders, but this is not directly related to the no-shop clause.

Because of the No-Shop Clause the Bidder of a Tender