I have found some important info on the subject. I guess we have to know if the lock-up agreements are "soft"or "hard" before we discuss this further. Here is an excerpt below from an informative link I have provided below that.

Before formally launching a bid, it is common practice for prospective takeover

bidders to negotiate with major shareholders of the target corporation. If those

negotiations are successful, the bidders and these major target shareholders will

typically sign lock-up agreements. There are two basic modes of lock-up agreement:

the “hard” lock-up and the “soft” lock-up. A hard lock-up agreement contains a

commitment on the part of the target shareholder to tender his or her shares to the

takeover bid that is to be launched by the bidder, provided that the bid price is no

lower than the price specified in the lock-up agreement. A soft lock-up agreement

would typically contain a conditional commitment by the shareholder to tender to the

bid and a covenant not to actively solicit competing offers (i.e., not to “shop” the bid),

but would nevertheless have an “out”, allowing the shareholder to tender to a higher

bid from a third party should one materialize.

At one time, the shares acquired by a bidder from shareholders who had

previously entered into lock-up agreements could not be voted in subsequent goingprivate

transactions.

It was feared that allowing locked-up shares to be counted in

the postbid “majority of the minority” approval vote would discourage takeover

auctions.

The regulators’ views on this issue have evolved.

http://lawjournal.mcgill.ca/documents/1224868704_Nicholls.pdf

As you can see, there are variations in contracts, and without fully reading the original agreement with a lawyer present, you don,t actually know the full stipulations of the contract.

IMO