Do Takeover Defenses Impair Equity Investors’ Perception of “Higher Quality” Earnings?
研究发现,尽管反收购条款多的公司盈余管理较少、盈余质量更高,但股权投资者却认为其盈余质量更低,原因是管理层追求“安静生活”而放弃风险高但能提升价值的项目。
Prior studies show that managerial entrenchment deteriorates the credibility of earnings, hence reducing the value relevance of earnings. However, prior literature documents that the likelihood of earnings management is lower in firms with more antitakeover provisions because entrenched managers pursue a “quiet life” instead of striving to maximize wealth of shareholders. Despite “higher quality” earnings of such firms, the authors find that takeover protection impairs the perception of equity investors on earnings quality. The authors attribute this contradictory result to the failure of management to take risky but value-enhancing projects owing to pursuits of a quiet life. The authors also expect and find that investments of more defensive firms are valued at a discount, suggesting that equity investors expect such firms to take less advantage of their growth potentials. The authors corroborate this result by showing lower variability in firm value of more defensive firms.