Equity Issuance and Adverse Selection: A Direct Test Using Conditional Stock Offers
利用银行并购中股票收购协议对目标股东的价格保护差异,检验了股权发行中的逆向选择问题,发现价格保护程度而非股票支付比例解释了并购公告的异常回报。
ABSTRACT We conduct a unique test of adverse selection in the equity issuance process. While common stock is the dominant means of payment in bank mergers, stock acquisition agreements provide target shareholders with varying degrees of protection against adverse price movements in the bidder's stock between the time of the merger agreement and the time of merger completion. We show that it is the degree of protection against adverse price changes and not the percent of stock offered in a bank merger that explains bidder merger announcement abnormal returns. This result is difficult to explain outside of an adverse selection framework.