This paper examines breakup fees and stock lockups as devices for prospective target firms to encourage bidder participation in takeover contest. We show that, unless bidding costs for the first bidder are too high, breakup fees provide for the socially desirable degree of competition and ensure the efficient allocation of the target to the highest valued buyer in a takeover auction. In contrast, stock lockups permit the target firm to subsidize entry of a new bidder at the expense of an incumbent bidder. Stock lockups induce too much competition when offered to a second bidder and too little competition when offered to a first bidder. Despite their socially wasteful properties, target management would favor stock lockups as they induce takeover competition at least cost to the target.
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Jeremy I. Bulow & Paul D. Klemperer, 2007.
"When are Auctions Best?,"
NBER Working Papers
13268, National Bureau of Economic Research, Inc.
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Jeremy Bulow & Paul Klemperer, 2007.
"When are Auctions Best?,"
Economics Papers
2007-W03, Economics Group, Nuffield College, University of Oxford.
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Bulow, Jeremy I. & Klemperer, Paul D., 2007.
"When Are Auctions Best?,"
Research Papers
1973, Stanford University, Graduate School of Business.
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Sandro Brusco & Giuseppe Lopomo & S Viswanathan, 2004.
"Merger Mechanisms,"
Levine's Bibliography
122247000000000379, UCLA Department of Economics.
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