治理不善的收购方在跨境收购中是否向目标公司转移财富?

Do Poorly Governed Acquirers Transfer Wealth to Targets in Cross‐Border Acquisitions?

Financial Management · 2014
被引 9
人大 A-ABS 3

中文导读

研究美国收购方在国内和跨境收购中,以反收购条款数量衡量公司治理水平,发现治理不善的收购方支付过高溢价,目标公司获得更高公告后收益,但跨境交易中收购方公告期回报反而更高。

Abstract

We use the number of antitakeover provisions (ATPs) as a proxy for corporate governance and examine its impact in US domestic and foreign acquisitions made by US acquirers. We find that the targets of poorly governed acquirers earn higher postannouncement premiums, despite controls for deal characteristics, macroeconomic conditions, and country‐level protections, suggesting that these acquirers overpay. Puzzlingly, in contrast with the domestic US findings of Masulis, Wang, and Xie, poorly governed acquirers in cross‐border deals experience higher announcement period returns. The relation between governance and target returns appears concave, but this nonlinearity disappears once differences in country‐level governance and deal characteristics are accounted for.

公司治理反收购条款跨境并购收购溢价