That could be a problem for the outsiders. When your CEO is a banking attorney, he's probably telling the insiders: "Don't worry ... state and federal laws do not sufficiently protect shareholders in management-led buyouts."
But can you go dark ... the bank, in the meantime, buys up the stock to reduce share count ... and then management launches go private bid?
Virginia law requires two-thirds vote to approve a merger ... going private in a MBO won't be that easy without the outsiders on board.
Which is good ... you'll almost always get more from an outside acquirer. But you never know when management might decide to pay up ... e.g., Virginia Hot Springs. Insiders took it private, but they paid a nice price.