The Mode of Acquisition in Takeovers: Taxes and Asymmetric Information
建立模型说明收购方通过混合现金和股票的支付方式，向市场传递其股权价值信息，并利用美国税法解释为何信息不利的收购方选择含股票的支付以避免资本利得税。
ABSTRACT We develop a model in which the mode of acquisition conveys information concerning the value of the bidder. The model incorporates the possibility that offers containing both cash and stock can be made in a setting consistent with the U.S. tax code. We demonstrate that bidders with unfavorable private information about their equity value choose offers containing some stock to avoid the capital gains tax consequences of cash offers. The model yields a number of unique predictions about the construction of acquisition offers. We present evidence consistent with the model.