Stealth Acquisitions and Product Market Competition

• 成果类型: Article
• 署名作者: Kepler, John D. D.; Naiker, Vic; Stewart, Christopher R. R.
• 署名单位: Stanford University; University of Melbourne; University of Chicago; Stanford University
• 刊物名称: JOURNAL OF FINANCE
• ISSN/ISSBN: 0022-1082
• DOI: 10.1111/jofi.13256
• 发表日期: 2023
• 页码: 2837-2900
• 关键词: mergers; IMPACT; real

摘要

We examine whether and how firms structure their merger and acquisition deals to avoid antitrust scrutiny. There are approximately 40% more mergers and acquisitions (M & As) than expected just below deal value thresholds that trigger antitrust review. These stealth acquisitions tend to involve financial and governance contract terms that afford greater scope for negotiating and assigning lower deal values. We also show that the equity values, gross margins, and product prices of acquiring firms and their competitors increase following such acquisitions. Our results suggest that acquirers manipulate M & As to avoid antitrust scrutiny, thereby benefiting their own shareholders but potentially harming other corporate stakeholders.