Bid Resistance by Takeover Targets: Managerial Bargaining or Bad Faith?
研究了管理层拒绝收购要约的动机及其对股东财富的影响,发现出价质量与拒绝概率负相关,且低质量出价后更可能出现更高报价,支持了价格改善动机。
This paper examines management’s motives for rejecting takeover bids and the associated shareholder wealth effects. We develop measures of initial bid quality and find a significant negative correlation between the quality of a bid and rejection. The likelihood of higher follow-on offers decreases with bid quality and is greater when targets have classified boards and chief executive officers (CEOs) with significant personal wealth tied to the transaction. Target CEOs who fail to close high-quality offers experience a significant rate of forced turnover. Overall, the results support a price improvement motive for contested bids.