IDEAS home Printed from https://ideas.repec.org/a/oup/rfinst/v31y2018i8p3176-3211..html
   My bibliography  Save this article

Vote Avoidance and Shareholder Voting in Mergers and Acquisitions

Author

Listed:
  • Kai Li
  • Tingting Liu
  • Juan (Julie) Wu

Abstract

We examine whether, how, and why acquirer shareholder voting matters. We show that acquirers with low institutional ownership, high deal risk, and high agency costs are more likely to bypass shareholder voting. Such acquirers have lower announcement returns and make higher offers than those who do not. To avoid a shareholder vote, acquirers increase equity issuance and cut payouts to raise the portion of cash in mixed-payment deals. Employing a regression discontinuity design, we show a positive effect on acquirer announcement returns concentrated in acquirers with higher institutional ownership. We conclude that shareholder voting mitigates agency problems in corporate acquisitions. Received April 18, 2017; editorial decision February 9, 2018 by Editor David Denis. Authors have furnished an Internet Appendix, which is available on the Oxford University Press Web site next to the link to the final published paper online.

Suggested Citation

  • Kai Li & Tingting Liu & Juan (Julie) Wu, 2018. "Vote Avoidance and Shareholder Voting in Mergers and Acquisitions," The Review of Financial Studies, Society for Financial Studies, vol. 31(8), pages 3176-3211.
    • Handle: RePEc:oup:rfinst:v:31:y:2018:i:8:p:3176-3211.
    as

    Download full text from publisher

    File URL: http://hdl.handle.net/10.1093/rfs/hhy065
    Download Restriction: Access to full text is restricted to subscribers.
    ---><---

    As the access to this document is restricted, you may want to search for a different version of it.

    Citations

    Citations are extracted by the CitEc Project, subscribe to its RSS feed for this item.
    as


    Cited by:

    1. Lesmeister, Simon & Limbach, Peter & Goergen, Marc, 2022. "Trust and monitoring," Journal of Banking & Finance, Elsevier, vol. 143(C).
    2. Aggarwal, Reena & Dahiya, Sandeep & Prabhala, Nagpurnanand R., 2019. "The power of shareholder votes: Evidence from uncontested director elections," Journal of Financial Economics, Elsevier, vol. 133(1), pages 134-153.
    3. Laurent Bouton & Aniol Llorente-Saguer & Antonin Macé & Dimitrios Xefteris, 2021. "Voting Rights, Agenda Control and Information Aggregation," NBER Working Papers 29005, National Bureau of Economic Research, Inc.
    4. Liu, Tingting & Liu, Yu & Ullah, Barkat & Wei, Zuobao & Xu, Lixin Colin, 2021. "The dark side of transparency in developing countries: The link between financial reporting practices and corruption," Journal of Corporate Finance, Elsevier, vol. 66(C).
    5. Antón, Miguel & Azar, José & Gine, Mireia & Lin, Luca X., 2022. "Beyond the target: M&A decisions and rival ownership," Journal of Financial Economics, Elsevier, vol. 144(1), pages 44-66.
    6. Zhu, Bing & Xia, Xiaoxue & Zheng, Xiaojia, 2021. "One way out of the share pledging quagmire: Evidence from mergers and acquisitions," Journal of Corporate Finance, Elsevier, vol. 71(C).
    7. Sridhar Gogineni & John Puthenpurackal, 2021. "Why do takeover targets protect acquirers? Evidence from force‐the‐vote provisions," Financial Management, Financial Management Association International, vol. 50(3), pages 805-843, September.
    8. Rainville, Megan & Unlu, Emre & Wu, Juan Julie, 2022. "How do stronger creditor rights impact corporate acquisition activity and quality?," Journal of Banking & Finance, Elsevier, vol. 144(C).
    9. Lin, Jing & Li, Fang & Zheng, Steven Xiaofan & Zhou, Mingshan, 2023. "Minority shareholder voting and dividend policy," Journal of Banking & Finance, Elsevier, vol. 148(C).
    10. Renneboog, Luc & Vansteenkiste, Cara, 2019. "Failure and success in mergers and acquisitions," Journal of Corporate Finance, Elsevier, vol. 58(C), pages 650-699.
    11. Liu, Chun & Chen, Yang & Li, Shanmin & Sun, Liang & Yang, Mengjie, 2021. "Local political corruption and M&As," China Economic Review, Elsevier, vol. 69(C).
    12. Joshua D Gottlieb & Richard R Townsend & Ting Xu, 2022. "Does Career Risk Deter Potential Entrepreneurs?," The Review of Financial Studies, Society for Financial Studies, vol. 35(9), pages 3973-4015.
    13. Renneboog, Luc & Vansteenkiste, Cara, 2019. "Failure and success in mergers and acquisitions," Other publications TiSEM 9baa3ffc-67cb-4647-9da5-a, Tilburg University, School of Economics and Management.
    14. Eaton, Gregory W. & Guo, Feng & Liu, Tingting & Officer, Micah S., 2022. "Peer selection and valuation in mergers and acquisitions," Journal of Financial Economics, Elsevier, vol. 146(1), pages 230-255.
    15. Davidson Heath & Mark Mitchell, 2023. "Market Returns and Interim Risk in Mergers," Management Science, INFORMS, vol. 69(1), pages 617-635, January.
    16. Marco Becht & Andrea Polo & Stefano Rossi, 2021. "Should Shareholders Have a Say on Acquisitions?," Journal of Applied Corporate Finance, Morgan Stanley, vol. 33(1), pages 48-57, March.
    17. Yu, Chang, 2023. "Board gender diversity and investment inefficiency," Journal of Economics and Business, Elsevier, vol. 124(C).
    18. Fathollahi, Maryam & Harford, Jarrad & Klasa, Sandy, 2022. "Anticompetitive effects of horizontal acquisitions: The impact of within-industry product similarity," Journal of Financial Economics, Elsevier, vol. 144(2), pages 645-669.
    19. Deng, Xiaohu & Jiang, Christine & Young, Danqing, 2021. "Short selling constraints and politically motivated negative information suppression," Journal of Corporate Finance, Elsevier, vol. 68(C).
    20. Liu, Tingting & Lu, Zhongjin (Gene) & Shu, Tao & Wei, Fengrong, 2022. "Unique bidder-target relatedness and synergies creation in mergers and acquisitions," Journal of Corporate Finance, Elsevier, vol. 73(C).

    More about this item

    Statistics

    Access and download statistics

    Corrections

    All material on this site has been provided by the respective publishers and authors. You can help correct errors and omissions. When requesting a correction, please mention this item's handle: RePEc:oup:rfinst:v:31:y:2018:i:8:p:3176-3211.. See general information about how to correct material in RePEc.

    If you have authored this item and are not yet registered with RePEc, we encourage you to do it here. This allows to link your profile to this item. It also allows you to accept potential citations to this item that we are uncertain about.

    We have no bibliographic references for this item. You can help adding them by using this form .

    If you know of missing items citing this one, you can help us creating those links by adding the relevant references in the same way as above, for each refering item. If you are a registered author of this item, you may also want to check the "citations" tab in your RePEc Author Service profile, as there may be some citations waiting for confirmation.

    For technical questions regarding this item, or to correct its authors, title, abstract, bibliographic or download information, contact: Oxford University Press (email available below). General contact details of provider: https://edirc.repec.org/data/sfsssea.html .

    Please note that corrections may take a couple of weeks to filter through the various RePEc services.

    IDEAS is a RePEc service. RePEc uses bibliographic data supplied by the respective publishers.