IDEAS home Printed from https://ideas.repec.org/a/eee/jebusi/v78y2015icp48-78.html
   My bibliography  Save this article

Bargaining power of targets: Takeover defenses and top-tier target advisors

Author

Listed:
  • Ertugrul, Mine

Abstract

This paper examines whether takeover defenses (i.e., poison pills and classified boards) can enhance the bargaining position of the target firm, especially when the target advisor is a top-tier investment bank. I find that classified boards and poison pills are positively linked to target's share of merger gains, target announcement returns, and premiums when the target employs a top-tier advisor and the acquisition is initiated by the acquirer. These results support the argument that top-tier target advisors might be more effective in utilizing takeover defenses in deal negotiations to enhance the bargaining position of their client firms and help them capture higher returns and share of merger gains.

Suggested Citation

  • Ertugrul, Mine, 2015. "Bargaining power of targets: Takeover defenses and top-tier target advisors," Journal of Economics and Business, Elsevier, vol. 78(C), pages 48-78.
    • Handle: RePEc:eee:jebusi:v:78:y:2015:i:c:p:48-78
    DOI: 10.1016/j.jeconbus.2014.12.001
    as

    Download full text from publisher

    File URL: http://www.sciencedirect.com/science/article/pii/S014861951400071X
    Download Restriction: Full text for ScienceDirect subscribers only
    File URL: https://libkey.io/10.1016/j.jeconbus.2014.12.001?utm_source=ideas
    LibKey link: if access is restricted and if your library uses this service, LibKey will redirect you to where you can use your library subscription to access this item
    ---><---

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

    References listed on IDEAS

    as
    1. Boone, Audra L. & Harold Mulherin, J., 2008. "Do auctions induce a winner's curse? New evidence from the corporate takeover market," Journal of Financial Economics, Elsevier, vol. 89(1), pages 1-19, July.
    2. Bebchuk, Lucian A. & Cohen, Alma, 2005. "The costs of entrenched boards," Journal of Financial Economics, Elsevier, vol. 78(2), pages 409-433, November.
    3. Morck, Randall & Shleifer, Andrei & Vishny, Robert W, 1990. "Do Managerial Objectives Drive Bad Acquisitions?," Journal of Finance, American Finance Association, vol. 45(1), pages 31-48, March.
    4. Lily Hua Fang, 2005. "Investment Bank Reputation and the Price and Quality of Underwriting Services," Journal of Finance, American Finance Association, vol. 60(6), pages 2729-2761, December.
    5. Officer, Micah S., 2003. "Termination fees in mergers and acquisitions," Journal of Financial Economics, Elsevier, vol. 69(3), pages 431-467, September.
    6. Ahmad Ismail, 2010. "Are good financial advisors really good? The performance of investment banks in the M&A market," Review of Quantitative Finance and Accounting, Springer, vol. 35(4), pages 411-429, November.
    7. Jack Bao & Alex Edmans, 2011. "Do Investment Banks Matter for M&A Returns?," The Review of Financial Studies, Society for Financial Studies, vol. 24(7), pages 2286-2315.
    8. Kale, Jayant R. & Kini, Omesh & Ryan, Harley E., 2003. "Financial Advisors and Shareholder Wealth Gains in Corporate Takeovers," Journal of Financial and Quantitative Analysis, Cambridge University Press, vol. 38(3), pages 475-501, September.
    9. Paul Gompers & Joy Ishii & Andrew Metrick, 2003. "Corporate Governance and Equity Prices," The Quarterly Journal of Economics, President and Fellows of Harvard College, vol. 118(1), pages 107-156.
    10. Comment, Robert & Schwert, G. William, 1995. "Poison or placebo? Evidence on the deterrence and wealth effects of modern antitakeover measures," Journal of Financial Economics, Elsevier, vol. 39(1), pages 3-43, September.
    11. Raghavendra Rau, P., 2000. "Investment bank market share, contingent fee payments, and the performance of acquiring firms," Journal of Financial Economics, Elsevier, vol. 56(2), pages 293-324, May.
    12. Hunter, William C. & Jagtiani, Julapa, 2003. "An analysis of advisor choice, fees, and effort in mergers and acquisitions," Review of Financial Economics, Elsevier, vol. 12(1), pages 65-81.
    13. Lucian Arye Bebchuk & John C. Coates IV & Guhan Subramanian, 2002. "The Powerful Antitakeover Force of Staggered Boards: Theory, Evidence and Policy," NBER Working Papers 8974, National Bureau of Economic Research, Inc.
    14. Servaes, Henri & Zenner, Marc, 1996. "The Role of Investment Banks in Acquisitions," The Review of Financial Studies, Society for Financial Studies, vol. 9(3), pages 787-815.
    15. Audra L. Boone & J. Harold Mulherin, 2007. "How Are Firms Sold?," Journal of Finance, American Finance Association, vol. 62(2), pages 847-875, April.
    16. Heckman, James, 2013. "Sample selection bias as a specification error," Applied Econometrics, Russian Presidential Academy of National Economy and Public Administration (RANEPA), vol. 31(3), pages 129-137.
    17. Nihat Aktas & Eric de Bodt & Richard Roll, 2010. "Negotiations under the threat of an auction," Post-Print hal-02312521, HAL.
    18. Servaes, Henri, 1991. "Tobin's Q and the Gains from Takeovers," Journal of Finance, American Finance Association, vol. 46(1), pages 409-419, March.
    19. Ahern, Kenneth R., 2012. "Bargaining power and industry dependence in mergers," Journal of Financial Economics, Elsevier, vol. 103(3), pages 530-550.
    20. Thomas J. Chemmanur & Karthik Krishnan & Debarshi K. Nandy, 2011. "How Does Venture Capital Financing Improve Efficiency in Private Firms? A Look Beneath the Surface," The Review of Financial Studies, Society for Financial Studies, vol. 24(12), pages 4037-4090.
    21. Fama, Eugene F. & French, Kenneth R., 1997. "Industry costs of equity," Journal of Financial Economics, Elsevier, vol. 43(2), pages 153-193, February.
    22. Bates, Thomas W. & Becher, David A. & Lemmon, Michael L., 2008. "Board classification and managerial entrenchment: Evidence from the market for corporate control," Journal of Financial Economics, Elsevier, vol. 87(3), pages 656-677, March.
    23. Aktas, Nihat & de Bodt, Eric & Roll, Richard, 2010. "Negotiations under the threat of an auction," Journal of Financial Economics, Elsevier, vol. 98(2), pages 241-255, November.
    24. Faleye, Olubunmi, 2007. "Classified boards, firm value, and managerial entrenchment," Journal of Financial Economics, Elsevier, vol. 83(2), pages 501-529, February.
    25. Laura Casares Field & Jonathan M. Karpoff, 2002. "Takeover Defenses of IPO Firms," Journal of Finance, American Finance Association, vol. 57(5), pages 1857-1889, October.
    26. Moeller, Sara B. & Schlingemann, Frederik P. & Stulz, Rene M., 2004. "Firm size and the gains from acquisitions," Journal of Financial Economics, Elsevier, vol. 73(2), pages 201-228, August.
    27. Randall A. Heron & Erik Lie, 2006. "On the Use of Poison Pills and Defensive Payouts by Takeover Targets," The Journal of Business, University of Chicago Press, vol. 79(4), pages 1783-1808, July.
    28. Lucian Bebchuk & Alma Cohen & Allen Ferrell, 2009. "What Matters in Corporate Governance?," The Review of Financial Studies, Society for Financial Studies, vol. 22(2), pages 783-827, February.
    29. Andrey Golubov & Dimitris Petmezas & Nickolaos G. Travlos, 2012. "When It Pays to Pay Your Investment Banker: New Evidence on the Role of Financial Advisors in M&As," Journal of Finance, American Finance Association, vol. 67(1), pages 271-312, February.
    30. Kathleen Fuller & Jeffry Netter & Mike Stegemoller, 2002. "What Do Returns to Acquiring Firms Tell Us? Evidence from Firms That Make Many Acquisitions," Journal of Finance, American Finance Association, vol. 57(4), pages 1763-1793, August.
    31. Sokolyk, Tatyana, 2011. "The effects of antitakeover provisions on acquisition targets," Journal of Corporate Finance, Elsevier, vol. 17(3), pages 612-627, June.
    32. Chemmanur, Thomas J & Fulghieri, Paolo, 1994. "Investment Bank Reputation, Information Production, and Financial Intermediation," Journal of Finance, American Finance Association, vol. 49(1), pages 57-79, March.
    33. Danielson, Morris G. & Karpoff, Jonathan M., 2006. "Do pills poison operating performance?," Journal of Corporate Finance, Elsevier, vol. 12(3), pages 536-559, June.
    Full references (including those not matched with items on IDEAS)

    Citations

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


    Cited by:

    1. Stephen N. Jurich & M. Mark Walker, 2021. "Deal motivations and bargaining power: do executives show their hand in SEC filings?," SN Business & Economics, Springer, vol. 1(4), pages 1-28, April.
    2. Anna Bedford & Martin Bugeja & Matthew Grosse, 2021. "The choice of financial advisory and independent expert services in takeovers: evidence in a setting where the services are independent," Accounting and Finance, Accounting and Finance Association of Australia and New Zealand, vol. 61(2), pages 3649-3683, June.
    3. Michael Klitzka & Jianan He & Dirk Schiereck, 2022. "The rationality of M&A targets in the choice of payment methods," Review of Managerial Science, Springer, vol. 16(4), pages 933-967, May.

    Most related items

    These are the items that most often cite the same works as this one and are cited by the same works as this one.
    1. El-Khatib, Rwan & Fogel, Kathy & Jandik, Tomas, 2015. "CEO network centrality and merger performance," Journal of Financial Economics, Elsevier, vol. 116(2), pages 349-382.
    2. Mine Ertugrul & Karthik Krishnan, 2014. "Investment Banks In Dual Roles: Acquirer M&A Advisors As Underwriters," Journal of Financial Research, Southern Finance Association;Southwestern Finance Association, vol. 37(2), pages 159-189, June.
    3. Qingzhong Ma, 2013. "Investment banks advising takeover targets," Journal of Economics and Finance, Springer;Academy of Economics and Finance, vol. 37(3), pages 339-374, July.
    4. Leledakis, George & Mamatzakis, Emmanuel & Pirgiotakis, Manos & Travlos, Nikolaos, 2017. "What twenty years of regulations have to say about M&As of U.S. banks?," MPRA Paper 82977, University Library of Munich, Germany.
    5. Sokolyk, Tatyana, 2011. "The effects of antitakeover provisions on acquisition targets," Journal of Corporate Finance, Elsevier, vol. 17(3), pages 612-627, June.
    6. Guo, Jie (Michael) & Li, Yichen & Wang, Changyun & Xing, Xiaofei, 2020. "The role of investment bankers in M&As: New evidence on Acquirers’ financial conditions," Journal of Banking & Finance, Elsevier, vol. 119(C).
    7. Eckbo, B. Espen, 2009. "Bidding strategies and takeover premiums: A review," Journal of Corporate Finance, Elsevier, vol. 15(1), pages 149-178, February.
    8. Andrey Golubov & Dimitris Petmezas & Nickolaos G. Travlos, 2013. "Empirical mergers and acquisitions research: a review of methods, evidence and managerial implications," Chapters, in: Adrian R. Bell & Chris Brooks & Marcel Prokopczuk (ed.), Handbook of Research Methods and Applications in Empirical Finance, chapter 12, pages 287-313, Edward Elgar Publishing.
    9. Anjana Rajamani & Marieke van der Poel & Abe de Jong & Steven Ongena, 2017. "The International Diversification of Banks and the Value of Their Cross-Border M&A Advice," Management Science, INFORMS, vol. 63(7), pages 2211-2232, July.
    10. Kai-Shi Chuang, 2017. "The role of investment banks on the impact of firm performance in mergers and acquisitions: evidence from the Asia-Pacific market," Review of Quantitative Finance and Accounting, Springer, vol. 48(3), pages 677-699, April.
    11. Boone, Audra L. & Harold Mulherin, J., 2008. "Do auctions induce a winner's curse? New evidence from the corporate takeover market," Journal of Financial Economics, Elsevier, vol. 89(1), pages 1-19, July.
    12. Chang, Xin & Shekhar, Chander & Tam, Lewis H.K. & Yao, Jiaquan, 2016. "The information role of advisors in mergers and acquisitions: Evidence from acquirers hiring targets’ ex-advisors," Journal of Banking & Finance, Elsevier, vol. 70(C), pages 247-264.
    13. Chuang, Kai-Shi, 2017. "Corporate life cycle, investment banks and shareholder wealth in M&As," The Quarterly Review of Economics and Finance, Elsevier, vol. 63(C), pages 122-134.
    14. Schlingemann, Frederik & Wu, Hong, 2015. "Determinants and shareholder wealth effects of the sales method in acquisitions," Journal of Banking & Finance, Elsevier, vol. 59(C), pages 469-485.
    15. Karpoff, Jonathan M. & Schonlau, Robert & Wehrly, Eric, 2022. "Which antitakeover provisions deter takeovers?," Journal of Corporate Finance, Elsevier, vol. 75(C).
    16. Johannes Kolb, 2019. "Do investment banks create value for their clients? Empirical evidence from European acquisitions," European Financial Management, European Financial Management Association, vol. 25(1), pages 80-115, January.
    17. Fich, Eliezer M. & Cai, Jie & Tran, Anh L., 2011. "Stock option grants to target CEOs during private merger negotiations," Journal of Financial Economics, Elsevier, vol. 101(2), pages 413-430, August.
    18. Jian Huang & Han Yu & Zhen Zhang, 2023. "External vs. In-House Advising Service: Evidence from the Financial Industry Acquisitions," JRFM, MDPI, vol. 16(2), pages 1-21, January.
    19. Duchin, Ran & Schmidt, Breno, 2013. "Riding the merger wave: Uncertainty, reduced monitoring, and bad acquisitions," Journal of Financial Economics, Elsevier, vol. 107(1), pages 69-88.
    20. Malmendier, Ulrike M. & Karsten, Christel & Sautner, Zacharias, 2020. "Lawyer Expertise and Contract Design – Evidence from M&A Negotiations," CEPR Discussion Papers 14936, C.E.P.R. Discussion Papers.

    More about this item

    Keywords

    Acquisitions; Takeover defenses; Top-tier advisors; Bargaining;
    All these keywords.

    JEL classification:

    • G24 - Financial Economics - - Financial Institutions and Services - - - Investment Banking; Venture Capital; Brokerage
    • G30 - Financial Economics - - Corporate Finance and Governance - - - General
    • G34 - Financial Economics - - Corporate Finance and Governance - - - Mergers; Acquisitions; Restructuring; Corporate Governance

    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:eee:jebusi:v:78:y:2015:i:c:p:48-78. 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.

    If CitEc recognized a bibliographic reference but did not link an item in RePEc to it, you can help with 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: Catherine Liu (email available below). General contact details of provider: https://www.journals.elsevier.com/journal-of-economics-and-business .

    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.