IDEAS home Printed from https://ideas.repec.org/p/hal/journl/hal-01505414.html
   My bibliography  Save this paper

Crossing takeover premiums and mix of payment: An empirical test of contractual setting in M&A transactions

Author

Listed:
  • Hubert de La Bruslerie

    (DRM - Dauphine Recherches en Management - Université Paris Dauphine-PSL - PSL - Université Paris Sciences et Lettres - CNRS - Centre National de la Recherche Scientifique)

Abstract

The analyses of the tender offer premiums and of the means of payment should not be performed separately. In the empirical literature, these two variables are often considered independently, although they may have an endogenous relationship in a contractual setting. Using a sample of European M&As over the 2000-2010 decade, we show that these two variables are jointly set in a contractual empirical approach. The relationship between the percentage of cash and the offer premium is positive: higher premiums yield payments with more cash. We highlight that the payment choice is not a continuum between full cash and full share payments. Two different regimes of payment in M&A transactions are empirically characterized. We analyze the major determinants of M&A terms when the offer premium and the means of payment are jointly set. The underlying rationale of an asymmetry of information and a risk-sharing calculus is found to be significant in the setting of the agreement.

Suggested Citation

  • Hubert de La Bruslerie, 2012. "Crossing takeover premiums and mix of payment: An empirical test of contractual setting in M&A transactions," Post-Print hal-01505414, HAL.
    • Handle: RePEc:hal:journl:hal-01505414
    Note: View the original document on HAL open archive server: https://hal.science/hal-01505414v1
    as

    Download full text from publisher

    File URL: https://hal.science/hal-01505414v1/document
    Download Restriction: no
    ---><---

    Other versions of this item:

    References listed on IDEAS

    as
    1. Mara Faccio & Ronald W. Masulis, 2005. "The Choice of Payment Method in European Mergers and Acquisitions," Journal of Finance, American Finance Association, vol. 60(3), pages 1345-1388, June.
    2. Marina Martynova & Luc Renneboog, 2011. "The Performance of the European Market for Corporate Control: Evidence from the Fifth Takeover Wave," European Financial Management, European Financial Management Association, vol. 17(2), pages 208-259, March.
    3. Martin, Kenneth J, 1996. "The Method of Payment in Corporate Acquisitions, Investment Opportunities, and Management Ownership," Journal of Finance, American Finance Association, vol. 51(4), pages 1227-1246, September.
    4. Stewart C. Myers & Nicholas S. Majluf, 1984. "Corporate Financing and Investment Decisions When Firms Have InformationThat Investors Do Not Have," NBER Working Papers 1396, National Bureau of Economic Research, Inc.
    5. Philippe Cornu & Dušan Isakov*, 2000. "The Deterring Role of the Medium of Payment in Takeover Contests: Theory and Evidence from the UK," European Financial Management, European Financial Management Association, vol. 6(4), pages 423-440, December.
    6. Myers, Stewart C. & Majluf, Nicholas S., 1984. "Corporate financing and investment decisions when firms have information that investors do not have," Journal of Financial Economics, Elsevier, vol. 13(2), pages 187-221, June.
    7. de La Bruslerie, Hubert, 2012. "Corporate acquisition process: Is there an optimal cash-equity payment mix?," International Review of Law and Economics, Elsevier, vol. 32(1), pages 83-94.
    8. Carleton, Willard T, et al, 1983. "An Empirical Analysis of the Role of the Medium of Exchange in Mergers," Journal of Finance, American Finance Association, vol. 38(3), pages 813-826, June.
    9. Betton, Sandra & Eckbo, B Espen, 2000. "Toeholds, Bid Jumps, and Expected Payoffs in Takeovers," The Review of Financial Studies, Society for Financial Studies, vol. 13(4), pages 841-882.
    10. Stulz, ReneM., 1988. "Managerial control of voting rights : Financing policies and the market for corporate control," Journal of Financial Economics, Elsevier, vol. 20(1-2), pages 25-54, January.
    11. Volpin, Paolo F., 2002. "Erratum to "Governance with poor investor protection: evidence from top executive turnover in Italy": [Journal of Financial Economics 64 (2002) 61-90]," Journal of Financial Economics, Elsevier, vol. 65(1), pages 159-160, July.
    12. Stulz, Rene M & Walkling, Ralph A & Song, Moon H, 1990. "The Distribution of Target Ownership and the Division of Gains in Successful Takeovers," Journal of Finance, American Finance Association, vol. 45(3), pages 817-833, July.
    13. Sara B. Moeller & Frederik P. Schlingemann & René M. Stulz, 2005. "Wealth Destruction on a Massive Scale? A Study of Acquiring‐Firm Returns in the Recent Merger Wave," Journal of Finance, American Finance Association, vol. 60(2), pages 757-782, April.
    14. Volpin, Paolo F., 2002. "Governance with poor investor protection: evidence from top executive turnover in Italy," Journal of Financial Economics, Elsevier, vol. 64(1), pages 61-90, April.
    15. repec:bla:jfinan:v:44:y:1989:i:1:p:41-57 is not listed on IDEAS
    16. Officer, Micah S., 2003. "Termination fees in mergers and acquisitions," Journal of Financial Economics, Elsevier, vol. 69(3), pages 431-467, September.
    17. Shleifer, Andrei & Vishny, Robert W., 2003. "Stock market driven acquisitions," Journal of Financial Economics, Elsevier, vol. 70(3), pages 295-311, December.
    18. Martynova, Marina & Renneboog, Luc, 2009. "What determines the financing decision in corporate takeovers: Cost of capital, agency problems, or the means of payment?," Journal of Corporate Finance, Elsevier, vol. 15(3), pages 290-315, June.
    19. Chang, Saeyoung & Mais, Eric, 2000. "Managerial Motives and Merger Financing," The Financial Review, Eastern Finance Association, vol. 35(4), pages 139-152, November.
    20. Rafael La Porta & Florencio Lopez-de-Silanes & Andrei Shleifer & Robert W. Vishny, 1998. "Law and Finance," Journal of Political Economy, University of Chicago Press, vol. 106(6), pages 1113-1155, December.
    21. Eckbo, B Espen & Giammarino, Ronald M & Heinkel, Robert L, 1990. "Asymmetric Information and the Medium of Exchange in Takeovers: Theory and Tests," The Review of Financial Studies, Society for Financial Studies, vol. 3(4), pages 651-675.
    22. Marc Goergen & Luc Renneboog, 2004. "Shareholder Wealth Effects of European Domestic and Cross‐border Takeover Bids," European Financial Management, European Financial Management Association, vol. 10(1), pages 9-45, March.
    23. Lucian Arye Bebchuk, 1994. "Efficient and Inefficient Sales of Corporate Control," NBER Working Papers 4788, National Bureau of Economic Research, Inc.
    24. Mike Burkart & Denis Gromb & Fausto Panunzi, 2000. "Agency Conflicts in Public and Negotiated Transfers of Corporate Control," Journal of Finance, American Finance Association, vol. 55(2), pages 647-677, April.
    25. Martynova, M. & Renneboog, L.D.R., 2006. "Mergers and Acquisitions in Europe," Discussion Paper 2006-6, Tilburg University, Center for Economic Research.
    26. Linn, Scott C. & Switzer, Jeannette A., 2001. "Are cash acquisitions associated with better postcombination operating performance than stock acquisitions?," Journal of Banking & Finance, Elsevier, vol. 25(6), pages 1113-1138, June.
    27. Song, Moon H. & Walkling, Ralph A., 1993. "The Impact of Managerial Ownership on Acquisition Attempts and Target Shareholder Wealth," Journal of Financial and Quantitative Analysis, Cambridge University Press, vol. 28(4), pages 439-457, December.
    28. Martynova, M. & Renneboog, L.D.R., 2006. "Mergers and Acquisitions in Europe," Discussion Paper 2006-6, Tilburg University, Center for Economic Research.
    29. Eckbo, B. Espen, 2009. "Bidding strategies and takeover premiums: A review," Journal of Corporate Finance, Elsevier, vol. 15(1), pages 149-178, February.
    30. Lucian Arye Bebchuk, 1994. "Efficient and Inefficient Sales of Corporate Control," The Quarterly Journal of Economics, President and Fellows of Harvard College, vol. 109(4), pages 957-993.
    31. Berkovitch, Elazar & Narayanan, M P, 1990. "Competition and the Medium of Exchange in Takeovers," The Review of Financial Studies, Society for Financial Studies, vol. 3(2), pages 153-174.
    32. Faccio, Mara & Lang, Larry H. P., 2002. "The ultimate ownership of Western European corporations," Journal of Financial Economics, Elsevier, vol. 65(3), pages 365-395, September.
    33. Etienne Redor & Alain Chevalier, 2010. "The determinants of payment method choice in cross-border acquisitions," Post-Print hal-00796939, HAL.
    34. repec:dau:papers:123456789/5066 is not listed on IDEAS
    35. Hansen, Robert G, 1987. "A Theory for the Choice of Exchange Medium in Mergers and Acquisitions," The Journal of Business, University of Chicago Press, vol. 60(1), pages 75-95, January.
    36. Gregoriou, Greg N. & Renneboog, Luc, 2007. "International Mergers and Acquisitions Activity Since 1990," Elsevier Monographs, Elsevier, edition 1, number 9780750682893.
    37. repec:dau:papers:123456789/8919 is not listed on IDEAS
    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. Rouine, Ibtissem, 2018. "Target country's leadership style and bidders' takeover decisions," International Review of Financial Analysis, Elsevier, vol. 60(C), pages 17-29.
    2. Coën, Alain & de La Bruslerie, Hubert, 2019. "The informational dimensions of the Amihud (2002) illiquidity measure: Evidence from the M&A market," Finance Research Letters, Elsevier, vol. 29(C), pages 23-29.
    3. Giang Nguyen & Hung Pham, 2024. "Venture capital and methods of payment in mergers and acquisitions," Post-Print hal-04325755, HAL.
    4. Pantisa Pavabutr, 2021. "White Knights or Machiavellians? Understanding the motivation for reverse takeovers in Singapore and Thailand," PIER Discussion Papers 153, Puey Ungphakorn Institute for Economic Research.
    5. Pantisa Pavabutr, 2020. "White Knights or Machiavellians? Understanding the motivation for reverse takeovers in Singapore and Thailand," Review of Quantitative Finance and Accounting, Springer, vol. 55(3), pages 983-1001, October.
    6. Cheng-Few Lee & Woan-lih Liang & Fu-Lai Lin & Yating Yang, 2016. "Applications of simultaneous equations in finance research: methods and empirical results," Review of Quantitative Finance and Accounting, Springer, vol. 47(4), pages 943-971, November.
    7. Ruichen Ma, 2023. "The sustainable development trend in environmental, social, and governance issues and stakeholder engagement: Evidence from mergers and acquisitions in China," Corporate Social Responsibility and Environmental Management, John Wiley & Sons, vol. 30(6), pages 3159-3173, November.
    8. Basnet, Anup & Davis, Frederick & Walker, Thomas & Zhao, Kun, 2021. "The effect of securities class action lawsuits on mergers and acquisitions," Global Finance Journal, Elsevier, vol. 48(C).
    9. Maung, Min & Shedden, Myles & Wang, Yuan & Wilson, Craig, 2019. "The investment environment and cross-border merger and acquisition premiums," Journal of International Financial Markets, Institutions and Money, Elsevier, vol. 59(C), pages 19-35.
    10. Baldi, Francesco & Salvi, Antonio, 2022. "Disentangling acquisition premia: Evidence from the global market for corporate control," Finance Research Letters, Elsevier, vol. 48(C).
    11. Hubert Bruslerie & Jérôme Caby, 2023. "Ex-ante determinants to delist or not delist targets after an M&A," Review of Quantitative Finance and Accounting, Springer, vol. 61(4), pages 1441-1478, November.
    12. Yasmeen Akhtar & Attiya Yasmin Javid & Tariq Abbasi, 2014. "What Determines Payment Methods and Deal Amount in Corporate Merger and Acquisitions in Pakistan," PIDE-Working Papers 2014:97, Pakistan Institute of Development Economics.
    13. Simonyan, Karen, 2014. "What determines takeover premia: An empirical analysis," Journal of Economics and Business, Elsevier, vol. 75(C), pages 93-125.

    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. de La Bruslerie, Hubert, 2012. "Corporate acquisition process: Is there an optimal cash-equity payment mix?," International Review of Law and Economics, Elsevier, vol. 32(1), pages 83-94.
    2. Eckbo, B. Espen, 2009. "Bidding strategies and takeover premiums: A review," Journal of Corporate Finance, Elsevier, vol. 15(1), pages 149-178, February.
    3. Martynova, M., 2006. "The market for corporate control and corporate governance regulation in Europe," Other publications TiSEM 8651e281-4914-41f2-ac14-1, Tilburg University, School of Economics and Management.
    4. Martynova, Marina & Renneboog, Luc, 2009. "What determines the financing decision in corporate takeovers: Cost of capital, agency problems, or the means of payment?," Journal of Corporate Finance, Elsevier, vol. 15(3), pages 290-315, June.
    5. Gregory, Alan & O'Donohoe, Sheila, 2014. "Do cross border and domestic acquisitions differ? Evidence from the acquisition of UK targets," International Review of Financial Analysis, Elsevier, vol. 31(C), pages 61-69.
    6. Martynova, M. & Renneboog, L.D.R., 2005. "Takeover Waves : Triggers, Performance and Motives," Discussion Paper 2005-107, Tilburg University, Center for Economic Research.
    7. Chemmanur, Thomas J. & Paeglis, Imants & Simonyan, Karen, 2009. "The medium of exchange in acquisitions: Does the private information of both acquirer and target matter?," Journal of Corporate Finance, Elsevier, vol. 15(5), pages 523-542, December.
    8. Mateev, Miroslav & Andonov, Kristiyan, 2016. "Do cross-border and domestic bidding firms perform differently? New evidence from continental Europe and the UK," Research in International Business and Finance, Elsevier, vol. 37(C), pages 327-349.
    9. Martynova, M. & Renneboog, L.D.R., 2005. "Takeover Waves : Triggers, Performance and Motives," Other publications TiSEM ed134639-33ef-4720-9935-e, Tilburg University, School of Economics and Management.
    10. Ismail, Ahmad & Krause, Andreas, 2010. "Determinants of the method of payment in mergers and acquisitions," The Quarterly Review of Economics and Finance, Elsevier, vol. 50(4), pages 471-484, November.
    11. Martynova, Marina & Renneboog, Luc, 2008. "A century of corporate takeovers: What have we learned and where do we stand?," Journal of Banking & Finance, Elsevier, vol. 32(10), pages 2148-2177, October.
    12. repec:dau:papers:123456789/5066 is not listed on IDEAS
    13. Attaoui, Sami & Cao, Wenbin & Six, Pierre, 2021. "Capital structure and the optimal payment methods in acquisitions," International Review of Law and Economics, Elsevier, vol. 66(C).
    14. 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.
    15. Alfredo Coelho & Victor Manuel Castillo-Girón, 2020. "The Medium of Exchange in Mergers and Acquisitions: The Cases of Travel Agencies and Tour Operators," Administrative Sciences, MDPI, vol. 10(4), pages 1-13, November.
    16. Karampatsas, Nikolaos & Petmezas, Dimitris & Travlos, Nickolaos G., 2014. "Credit ratings and the choice of payment method in mergers and acquisitions," Journal of Corporate Finance, Elsevier, vol. 25(C), pages 474-493.
    17. Feito-Ruiz, Isabel & Menéndez-Requejo, Susana, 2011. "Cross-border Mergers and Acquisitions in different legal environments," International Review of Law and Economics, Elsevier, vol. 31(3), pages 169-187, September.
    18. Mateev, Miroslav, 2017. "Is the M&A announcement effect different across Europe? More evidences from continental Europe and the UK," Research in International Business and Finance, Elsevier, vol. 40(C), pages 190-216.
    19. Andriosopoulos, Dimitris & Yang, Shuai & Li, Wei-an, 2016. "The market valuation of M&A announcements in the United Kingdom," International Review of Financial Analysis, Elsevier, vol. 48(C), pages 350-366.
    20. Mussa Hussaini & Ugo Rigoni & Paolo Perego, 2023. "The strategic choice of payment method in takeovers: The role of environmental, social and governance performance," Business Strategy and the Environment, Wiley Blackwell, vol. 32(1), pages 200-219, January.
    21. Frederick Dongchuhl Oh & Junghum Park, 2022. "Managerial incentives and the medium of exchange in takeovers," Managerial and Decision Economics, John Wiley & Sons, Ltd., vol. 43(8), pages 4077-4086, December.

    More about this item

    Keywords

    M&A; takeover premium; means of payment; contract setting;
    All these keywords.

    JEL classification:

    • G32 - Financial Economics - - Corporate Finance and Governance - - - Financing Policy; Financial Risk and Risk Management; Capital and Ownership Structure; Value of Firms; Goodwill
    • 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:hal:journl:hal-01505414. 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: CCSD (email available below). General contact details of provider: https://hal.archives-ouvertes.fr/ .

    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.