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Share Repurchase and Takeover Deterrence

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Author Info
Laurie Simon Bagwell

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Abstract

This article examines the use of share repurchase as a takeover deterrent. The main result is that in the presence of an upward-sloping supply curve for shares, the takeover cost to the acquirer can be greater if the target firm distributes cash through share repurchase than if it chooses either to pay a cash dividend or to do nothing. Because shareholders willing to tender in the repurchase are systematically those with the lowest valuations, the repurchase skews the distribution of remaining shareholders toward a more expensive pool. Examining the equilibrium behavior of all players in a stylized takeover game, conditions exist under which repurchase deters takeover. The example of capital gains taxation is then considered, when investors with different basis values impute different reservation values to their holding. Repurchase is more effective as a deterrent when it alters the marginal shareholder, when shareholder heterogeneity is large, and when the private benefit of control from takeover isn't too large.

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Publisher Info
Article provided by The RAND Corporation in its journal RAND Journal of Economics.

Volume (Year): 22 (1991)
Issue (Month): 1 (Spring)
Pages: 72-88
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Handle: RePEc:rje:randje:v:22:y:1991:i:spring:p:72-88

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  1. Michael J. Brennan & Anjan V. Thakor, 2004. "Shareholder Preferences and Dividend Policy," Finance 0411017, EconWPA. [Downloadable!]
    Other versions:
  2. James M. Mahoney & Chamu Sundaramurthy & Joseph T. Mahoney, 1995. "The differential impact on stockholder wealth of various antitakeover provisions," Research Paper 9512, Federal Reserve Bank of New York. [Downloadable!]
  3. James M. Mahoney & Chamu Sundaramurthy & Joseph T. Mahoney, 1996. "The effects of corporate antitakeover provisions on long-term investment: empirical evidence," Research Paper 9618, Federal Reserve Bank of New York. [Downloadable!]
  4. Johannes A. Skjeltorp & Bernt Arne Ødegaard, 2004. "The ownership structure of repurchasing firms," Working Paper 2004/7, Norges Bank. [Downloadable!]
  5. Gunnar Bårdsen & Jurgen Doornik & Jan Tore Klovland, 2004. "A European-type wage equation from an American-style labor market: Evidence from a panel of Norwegian manufacturing industries in the 1930s," Working Paper 2004/8, Norges Bank. [Downloadable!]
    Other versions:
  6. Mueller, Holger M & Panunzi, Fausto, 2003. "Tender Offers and Leverage," CEPR Discussion Papers 3964, C.E.P.R. Discussion Papers. [Downloadable!] (restricted)
  7. Andreas Hackethal & Alexandre Zdantchouk, 2006. "Signaling Power of Open Market Share Repurchases in Germany," Financial Markets and Portfolio Management, Springer, vol. 20(2), pages 123-151, June. [Downloadable!] (restricted)
  8. Michael Firth & T. Y. Leung & Oliver M. Rui, 2008. "Double Signals or Single Signal? An Investigation of Insider Trading Around Share Repurchases," Working Papers 222008, Hong Kong Institute for Monetary Research. [Downloadable!]
  9. Luís Krug Pacheco & Clara Raposo, 2009. "On The Timing Of Initial Stock Repurchases," Documentos de Trabalho em Gestão (Working Papers in Management) 06, Faculdade de Economia e Gestão, Universidade Católica Portuguesa (Porto). [Downloadable!]
  10. Scott J. Weisbenner, 2000. "Corporate share repurchases in the 1990s: what role do stock options play?," Finance and Economics Discussion Series 2000-29, Board of Governors of the Federal Reserve System (U.S.). [Downloadable!]
  11. Christine Jolls, 1998. "Stock Repurchases and Incentive Compensation," NBER Working Papers 6467, National Bureau of Economic Research, Inc. [Downloadable!] (restricted)
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