Common Advisers in Mergers and Acquisitions: Determinants and Consequences
研究了并购中买卖双方选择同一家顾问(共同顾问)的原因及其对交易结果的影响,发现共同顾问会延长交易时间、降低目标公司溢价,且更有利于收购方而非目标方,支持利益冲突假说。
We examine the determinants of merging firms' choice of a common or separate mergers and acquisitions adviser and the consequences of this choice on several deal outcomes. In a large sample of acquisitions, common advisers appear to be chosen in economically sensible ways. After controlling for other variables and accounting for endogeneity, we find that deals with common advisers take longer to complete and provide lower premiums to targets. We find some evidence of lower target valuations and higher bidder returns in such deals. While there is no significant difference in deals' overall quality, our evidence showing that deals with common advisers are somewhat better for acquirers than for targets favors the conflict-of-interest hypothesis over the deal improvement hypothesis. We find no evidence that merging firms avoided sharing advisers during the 1980s but strong and growing evidence of such avoidance over the following 2 decades.