通过合同风险分担解决信息不对称:以私营企业收购为例

Resolving Information Asymmetry Through Contractual Risk Sharing: The Case of Private Firm Acquisitions

Journal of Accounting Research · 2020
被引 50
人大 AFT50UTD24ABS 4*

中文导读

研究发现,在私营企业收购中,信息不对称越严重,卖方融资和盈利支付越常见;目标公司的财务报表审计能减弱这一现象,表明审计降低了信息不对称,且卖方融资能加快交易、提高价格。

Abstract

ABSTRACT When private firms are acquired, buyers commonly rely on seller financing and earnouts. Using a novel database of private acquisitions, I find that seller financing and earnouts become more common as information asymmetry increases between the acquirer and the target. Financial statement audits of the targets attenuate these results, which suggests that audits decrease information asymmetry in firm acquisitions. Seller‐financed acquisitions also close faster and at higher prices, reducing the private firm discount. These findings suggest that these contract structures are an important channel through which privately held firms mitigate adverse selection that arises from information asymmetry.

信息不对称风险分担私人企业收购合同条款