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Incentive Effects of Stock and Option Holdings of Target and Acquirer CEOs

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  • JIE CAI
  • ANAND M. VIJH

Abstract

Acquisitions enable target chief executive officers (CEOs) to remove liquidity restrictions on stock and option holdings and diminish the illiquidity discount. Acquisitions also enable acquirer CEOs to improve the long-term value of overvalued holdings. Examining all firms during 1993 to 2001, we show that CEOs with higher holdings (illiquidity discount) are more likely to make acquisitions (get acquired). Further, in 250 completed acquisitions, target CEOs with a higher illiquidity discount accept a lower premium, offer less resistance, and more often leave after acquisition. Similarly, acquirer CEOs with higher holdings pay a higher premium, expedite the process, and make diversifying acquisitions using stock payment. Copyright 2007 by The American Finance Association.

Suggested Citation

  • Jie Cai & Anand M. Vijh, 2007. "Incentive Effects of Stock and Option Holdings of Target and Acquirer CEOs," Journal of Finance, American Finance Association, vol. 62(4), pages 1891-1933, August.
  • Handle: RePEc:bla:jfinan:v:62:y:2007:i:4:p:1891-1933
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    Cited by:

    1. Lee Dunham & Ken Washer, 2012. "The Ethics of Hedging by Executives," Journal of Business Ethics, Springer, vol. 111(2), pages 157-164, December.
    2. Jie Cai & Yixin Liu & Yiming Qian & Miaomiao Yu, 2015. "Information Asymmetry and Corporate Governance," Quarterly Journal of Finance (QJF), World Scientific Publishing Co. Pte. Ltd., vol. 5(03), pages 1-32, September.
    3. Chen, Sheng-Syan & Chou, Robin K. & Lee, Yun-Chi, 2011. "Bidders' strategic timing of acquisition announcements and the effects of payment method on target returns and competing bids," Journal of Banking & Finance, Elsevier, vol. 35(9), pages 2231-2244, September.
    4. Dirk Jenter & Katharina Lewellen, 2015. "CEO Preferences and Acquisitions," Journal of Finance, American Finance Association, vol. 70(6), pages 2813-2852, December.
    5. Carola Frydman & Dirk Jenter, 2010. "CEO Compensation," Annual Review of Financial Economics, Annual Reviews, vol. 2(1), pages 75-102, December.
    6. Jin Q Jeon & Cheolwoo Lee, 2014. "Effective Post-Signing Market Check or Window Dressing? The Role of Go-Shop Provisions in M&A Transactions," Journal of Business Finance & Accounting, Wiley Blackwell, vol. 41(1-2), pages 210-241, January.
    7. Furfine, Craig H. & Rosen, Richard J., 2011. "Mergers increase default risk," Journal of Corporate Finance, Elsevier, vol. 17(4), pages 832-849, September.
    8. Gong, Guojin & Louis, Henock & Sun, Amy X., 2008. "Earnings management, lawsuits, and stock-for-stock acquirers' market performance," Journal of Accounting and Economics, Elsevier, vol. 46(1), pages 62-77, September.
    9. repec:eee:jfinec:v:112:y:2014:i:2:p:147-163 is not listed on IDEAS
    10. repec:eee:iburev:v:26:y:2017:i:3:p:461-475 is not listed on IDEAS
    11. Aktas, Nihat & de Bodt, Eric & Roll, Richard, 2009. "Learning, hubris and corporate serial acquisitions," Journal of Corporate Finance, Elsevier, vol. 15(5), pages 543-561, December.
    12. Burns, Natasha & Jindra, Jan & Minnick, Kristina, 2017. "Sales of private firms and the role of CEO compensation," Journal of Corporate Finance, Elsevier, vol. 43(C), pages 444-463.
    13. Benson, Bradley W. & Davidson, Wallace N. & Davidson, Travis R. & Wang, Hongxia, 2015. "Do busy directors and CEOs shirk their responsibilities? Evidence from mergers and acquisitions," The Quarterly Review of Economics and Finance, Elsevier, vol. 55(C), pages 1-19.
    14. Di Giuli, Alberta, 2013. "The effect of stock misvaluation and investment opportunities on the method of payment in mergers," Journal of Corporate Finance, Elsevier, vol. 21(C), pages 196-215.
    15. Gormley, Todd A. & Matsa, David A., 2016. "Playing it safe? Managerial preferences, risk, and agency conflicts," Journal of Financial Economics, Elsevier, vol. 122(3), pages 431-455.
    16. Caspar Rose, 2017. "The relationship between corporate governance characteristics and credit risk exposure in banks: implications for financial regulation," European Journal of Law and Economics, Springer, vol. 43(1), pages 167-194, February.
    17. Koerniadi, Hardjo & Krishnamurti, Chandrasekhar & Tourani-Rad, Alireza, 2015. "Cross-border mergers and acquisitions and default risk," International Review of Financial Analysis, Elsevier, vol. 42(C), pages 336-348.
    18. Konstantinos Konstantaras, & Vasilios Sogiakas, 2014. "The role of convenience yield in going-private transactions," CFI Discussion Papers 1401, Centre for Finance and Investment, Heriot Watt University.
    19. Kastrinaki, Zafeira & Stoneman, Paul, 2012. "The drivers of merger waves," Economics Letters, Elsevier, vol. 117(2), pages 493-495.
    20. Vijh, Anand M. & Yang, Ke, 2013. "Are small firms less vulnerable to overpriced stock offers?," Journal of Financial Economics, Elsevier, vol. 110(1), pages 61-86.
    21. repec:kap:rqfnac:v:49:y:2017:i:4:d:10.1007_s11156-016-0611-z is not listed on IDEAS
    22. Nam, Jouahn & Wang, Jun & Zhang, Ge, 2010. "The impact of the dividend tax cut and managerial stock holdings on corporate dividend policy," Global Finance Journal, Elsevier, vol. 21(3), pages 275-292.

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