Agency problems in stock marketdriven acquisitions

Scott Fung, H. Hoje, ShihChuan Tsai

研究成果: 雜誌貢獻期刊論文同行評審

7 引文 斯高帕斯(Scopus)

摘要

Purpose The purpose of this paper is to examine the ways in which stock market valuation and managerial incentives jointly affect merger and acquisition (M&A) decisions and postM&A performance, and to provide new evidence on the agency implications where such acquisitions are driven by the stock market. Design/methodology/approach Utilizing all publiclytraded US firms in the NYSE, AMEX and NASDAQ during the period from 1992 to 2005 (excluding financial and utility firms), obtained from COMPUSTAT, CRSP, I/B/E/S, and the M&A database provided by SDC Platinum, this paper adopts a twostage approach: the first stage, predicts the probability of an M&A based on the market valuation variables; the second stage, regresses the postM&A firm performance on the predicted probability of a merger or acquisition from the first stage and other control variables. Findings Market valuation has a significant influence on corporate acquisition decisions, particularly for those firms whose compensation packages include less managerial equity ownership, more executive stock options and no longterm incentive plans, and in those firms where CEOs are serving on the board of directors. The valuedestroying acquisitions made by these types of managers are likely to be financed using the firms' stocks, executed with high premiums and undertaken during periods of high market valuation. Originality/value The main finding suggests that marketdriven acquisitions could be value destroying when managers engage in opportunistic acquisitions for reasons of selfinterest. Managerial myopia, overconfidence, misaligned incentives, empirebuilding motives and poor corporate governance can all exacerbate the agency problem of marketdriven acquisitions.

原文英語
頁(從 - 到)388-430
頁數43
期刊Review of Accounting and Finance
8
發行號4
DOIs
出版狀態已發佈 - 2009 十月 30
對外發佈Yes

ASJC Scopus subject areas

  • Accounting
  • Finance
  • Economics, Econometrics and Finance(all)

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