A theory of corporate spin-offs

• 成果类型: Article
• 署名作者: Chemmanur, TJ; Yan, A
• 署名单位: Boston College; Fordham University
• 刊物名称: JOURNAL OF FINANCIAL ECONOMICS
• ISSN/ISSBN: 0304-405X
• DOI: 10.1016/j.jfineco.2003.05.002
• 发表日期: 2004
• 页码: 259-290
• 关键词: spin-offs; Restructuring; takeovers; corporate control

摘要

We develop a new rationale for corporate spin-offs, and for the performance and value improvements following them, based on corporate control considerations. We consider a firm with multiple divisions, with incumbent management having different abilities for managing these divisions. If the incumbent loses control to a more able rival, it benefits all shareholders (including the incumbent) by increasing equity value, but involves the incumbent losing his private benefits of control. We show that a spin-off increases the incumbent's chance of losing control to such a rival. This, in turn, motivates the incumbent either to work harder at managing the firm (in order to avoid any loss of control), or to relinquish control of one of the firms resulting from the spin-off (either immediately following the spin-off, or subsequently in a control contest). We show that spin-offs will be associated with positive announcement effects and increases in long-term operating performance. Further, certain categories of spin-offs will exhibit long-term positive abnormal stock returns. (C) 2003 Elsevier B.V. All rights reserved.