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Essays in Finance
Light, Nathaniel
Light, Nathaniel
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Date
2014
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Business Administration/Finance
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http://dx.doi.org/10.34944/dspace/3166
Abstract
Chapter 1 investigates whether acquirer firms structure unpopular M&A transactions so as to avoid a vote by their shareholders. This question touches directly on the broader issue of M&A and agency conflicts, and the paper may partially explain how so many deals get done despite the evidence of limited long-term benefits to acquiring firm shareholders. More specifically, we examine how firms respond to the 20% issuance rule of the major American stock exchanges (NYSE, Nasdaq, and Amex), which requires a bidder shareholder vote on any merger-related issuance that exceeds 20% of the bidder’s shares. We observe a large clustering of share issuance just below this 20% threshold, a pattern that suggests that many bidders prefer to avoid a vote. Among deals for non-public targets, the primary concern seems to be timesaving. Instances in which bidders circumvent a vote in order to intentionally thwart opposition constitute only a small number of cases, although firms also avoid a vote as a precautionary measure when they have high institutional ownership. Finally, we investigate financial and legal mechanisms that companies employ in order to avoid the vote. Chapter 2 proposes a new approach for estimating expected returns on individual stocks returns obtained by applying our method to thirteen asset pricing anomalies generate a wide cross-sectional dispersion of realized returns. Our results provide evidence of strong commonality in asset pricing anomalies. The use of portfolios based on the estimated expected returns as test assets increases the power of asset pricing tests.
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