Do independent directors enhance target shareholder wealth during tender offers?

• 成果类型: Article
• 署名作者: Cotter, JF; Shivdasani, A; Zenner, M
• 署名单位: Michigan State University; Michigan State University's Broad College of Business; University of North Carolina; University of North Carolina Chapel Hill
• 刊物名称: JOURNAL OF FINANCIAL ECONOMICS
• ISSN/ISSBN: 0304-405X
• DOI: 10.1016/S0304-405X(96)00886-0
• 发表日期: 1997
• 页码: 195-218
• 关键词: CORPORATE GOVERNANCE; Board of directors; tender offers; takeovers; board monitoring

摘要

We examine the role of the target firm's independent outside directors during takeover attempts by tender offer. We find that when the target's board is independent, the initial tender offer premium, the bid premium revision, and :he target shareholder gains over the entire tender offer period are higher, and that the presence of a poison pill and takeover resistance lead to greater premiums and shareholder gains. We conclude that independent outside directors enhance target shareholder gains from tender offers, and that boards with a majority of independent directors are more likely to use resistance strategies to enhance shareholder wealth.