Stapled Finance

• 成果类型: Article
• 署名作者: Povel, Paul; Singh, Rajdeep
• 署名单位: University of Houston System; University of Houston; University of Minnesota System; University of Minnesota Twin Cities
• 刊物名称: JOURNAL OF FINANCE
• ISSN/ISSBN: 0022-1082
• DOI: 10.1111/j.1540-6261.2010.01557.x
• 发表日期: 2010
• 页码: 927-953
• 关键词: corporate-control; contingent payments; Takeover contests; capital structure; auctions; MARKET; acquisitions; bankruptcy; toeholds; leverage

摘要

Stapled finance is a loan commitment arranged by a seller in an M&A setting. Whoever wins the bidding contest has the option (not the obligation) to accept this loan commitment. We show that stapled finance increases bidding competition by subsidizing weak bidders, who raise their bids and thereby the price that strong bidders (who are more likely to win) must pay. The lender expects not to break even and must be compensated for offering the loan. This reduces but does not eliminate the seller's benefit. It also implies that stapled finance loans will show poorer performance than other buyout loans.