Creditor-Focused Corporate Governance: Evidence from Mergers and Acquisitions in Japan
研究了日本并购市场为何未能为目标公司股东创造财富，发现并购活动主要由债权人驱动，且当并购双方有共同主银行时，并购收益更低。
Abstract Mergers in Japan have the dubious distinction of not creating wealth for shareholders of target firms, in sharp contrast to what occurs in much of the rest of the world. Using a sample of 91 mergers from 1982 through 2003 we document several distinctive features of the merger market in Japan: Mergers tend to be countercyclical and appear to be driven chiefly by creditor concerns. In particular, where the merging firms share a common main bank, we find that merger gains are lower. Overall, our results point to a market that is distinctly less shareholder focused than that in the U.S., and a market where creditors play an important, perhaps dominant, role in corporate governance.