In my opinion the role of management is always to maximise long term shareholder value. This is what should be at the forefront of the thinking constantly. In the way they run the company and even in the way they sell the company.
If an acquirer comes along with a proposal to buy the company its important that the management can well judge the likelihood of a transaction be consummated, this is critical as otherwise the target may spend fees on a transaction that will never happen and end up giving away some of their private information. In other to prevent the target’s time being wasted and to disincentivise not completing the transaction, the targets management can suggest a break up fee early in discussions.
If the acquirer is serious about the deal then the management of the target should be interested in getting the best deal possible for the company, whether than be in shares or cash.
Depending on the acquirer (private equity firm, competitor, strategic buyer) an acquisition may be an interesting and exciting time for a target company!
Happy to answer any question if you have any.