POISON OR PLACEBO - EVIDENCE ON THE DETERRENCE AND WEALTH EFFECTS OF MODERN ANTITAKEOVER MEASURES

• 成果类型: Article
• 署名作者: COMMENT, R; SCHWERT, GW
• 署名单位: University of Rochester; U.S. Securities & Exchange Commission (SEC); National Bureau of Economic Research
• 刊物名称: JOURNAL OF FINANCIAL ECONOMICS
• ISSN/ISSBN: 0304-405X
• DOI: 10.1016/0304-405X(94)00823-J
• 发表日期: 1995
• 页码: 3-43
• 关键词: POISON PILL; ANTITAKEOVER LAW; merger; tender offer; Takeover premium; JEL CLASSIFICATIONS; G34; G38

摘要

This paper provides large-sample evidence that poison pill rights issues, control share laws, and business combination laws have not systematically deterred takeovers and are unlikely to have caused the demise of the 1980s market for corporate control, even though 87% of all exchange-listed firms are now covered by one of these antitakeover measures. We show that poison pills and control share laws are reliably associated with higher takeover premiums for selling shareholders, both unconditionally and conditional on a successful takeover, and we provide updated event study evidence for the three-quarters of all poison pills not yet analyzed. Antitakeover measures increase the bargaining position of target firms, but they do not prevent many transactions.