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Book Corporate Acquisitions and Mergers in the United States

Download or read book Corporate Acquisitions and Mergers in the United States written by Vijay Sekhon and published by Kluwer Law International B.V.. This book was released on 2022-05-20 with total page 294 pages. Available in PDF, EPUB and Kindle. Book excerpt: Derived from Kluwer’s multi-volume Corporate Acquisitions and Mergers, the largest and most detailed database of M&A know-how available anywhere in the world, this work by a highly experienced team from the leading international law firm Sidley Austin LLP Contributors provides a concise, practical analysis of current law and practice relating to mergers and acquisitions of public and private companies in Slovak Republic. The book offers a clear explanation of each step in the acquisition process from the perspectives of both the purchaser and the seller. Key areas covered include: structuring the transaction; due diligence; contractual protection; consideration; and the impact of applicable company, competition, tax, intellectual property, environmental and data protection law on the acquisition process. Corporate Acquisitions and Mergers is an invaluable guide for both legal practitioners and business executives seeking a comprehensive yet practical analysis of mergers and acquisitions in the United States. Equivalent analyses of M&A law and practice in some 50 other jurisdictions, all contributed by leading law firms, are accessible on-line at www.kluwerlawonline.com under Corporate Acquisitions and Mergers.

Book The Value of Investor Protection

Download or read book The Value of Investor Protection written by Arturo Bris and published by . This book was released on 2010 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt: International law prescribes that in a cross-border acquisition of 100% of the target shares, the target firm becomes a national of the country of the acquiror, and consequently subject to its corporate governance system. Therefore, cross-border mergers provide a natural experiment to analyze the effects of changes in corporate governance on firm value. We construct measures of the change in investor protection in a sample of 506 acquisitions from 39 countries. We find that the better the shareholder protection and accounting standards in the acquiror's country, the higher the merger premium in cross-border mergers relative to matching domestic acquisitions.

Book Investor Protection and the Transfer of Corporate Control

Download or read book Investor Protection and the Transfer of Corporate Control written by Nhut H. Nguyen and published by . This book was released on 2008 with total page 38 pages. Available in PDF, EPUB and Kindle. Book excerpt: In this paper, I use a sample of completed control transfers for listed firms from 1990 through 2003 to examine the relation between investor protection and the choice of acquisition form across 49 countries. I find that the proportion of partial acquisitions (as opposed to full acquisitions) is negatively correlated with the degree of investor protection in the target country. That is, acquirers are more likely to bid for a fraction of the target's equity if legal protection of investor rights is poor in the target country. My results hold for all deals and deals that involve foreign acquirers. In addition, I find that foreign acquirers are more likely to be involved in partial acquisitions than in mergers of domestic targets if they are from countries with weak investor protection. Finally, my results show that given the degree of investor protection in the target country, a deal is more likely a partial acquisition if the target firm's corporate governance is poor.

Book International Corporate Governance Spillovers

Download or read book International Corporate Governance Spillovers written by Rui Albuquerque and published by International Monetary Fund. This book was released on 2013-11-12 with total page 41 pages. Available in PDF, EPUB and Kindle. Book excerpt: We develop and test the hypothesis that foreign direct investment promotes corporate governance spillovers in the host country. Using firm-level data on cross-border mergers and acquisitions (M&A) and corporate governance in 22 countries, we find that cross-border M&As are associated with subsequent improvements in the governance, valuation, and productivity of the target firms’ local rivals. This positive spillover effect is stronger when the acquirer is from a country with stronger shareholder protection and if the target’s industry is more competitive. We conclude that the international market for corporate control promotes the adoption of better corporate governance practices around the world.

Book Investor Protection and the Mode of Acquisition

Download or read book Investor Protection and the Mode of Acquisition written by Woojin Kim and published by . This book was released on 2011 with total page 53 pages. Available in PDF, EPUB and Kindle. Book excerpt: This paper examines the influence of investor protection on the form of Mamp;A transaction and its subsequent impact on ownership dilution and creation of corporate pyramids. In a large sample of acquisitions around the world, I find that (stock-based) mergers are more likely in countries with good investor protection, while (cash-based) control transactions are more prevalent in countries with low investor protection. Repeated acquisitions in common law countries results in substantial dilution of proportional ownership especially in U.S. but not in civil law countries. In contrast, series of acquisitions in civil law countries linked through firms that are bidders in one acquisition but targets in another tend to generate a corresponding series of inter-corporate control links, while this correspondence is much weaker in common law countries. These results suggest that differences in acquisition modes could be one potential channel through which investor protection affects corporate control structures around the world.

Book Investor Protection and Firm Performance

Download or read book Investor Protection and Firm Performance written by Xiuping Hua and published by . This book was released on 2015 with total page 40 pages. Available in PDF, EPUB and Kindle. Book excerpt: Using a sample of 1470 cross-border mergers and acquisitions from 1997 through 2011, it finds two distinctive features of the financial market in China. First, better investor protection mechanisms at target countries, such as better law and order conditions, lower public sector corruption and better protection of creditor rights, are not creating wealth for shareholders of bidding firms around China's outward cross-border mergers. Second, firm-level corporate governance mechanisms are more related to the valuation effects than the country level investor protection indicators and hence are central in explaining firm values in China.

Book Research Handbook on Mergers and Acquisitions

Download or read book Research Handbook on Mergers and Acquisitions written by Claire A. Hill and published by Edward Elgar Publishing. This book was released on 2016-09-30 with total page 497 pages. Available in PDF, EPUB and Kindle. Book excerpt: Global in scope and written by leading scholars in the field, the Research Handbook on Mergers and Acquisitions is a modern-day survey of the state of M&A. Its chapters explore the history of mergers and acquisitions and also consider the theory behind the structure of modern transaction documentation. The book also address other key M&A issues, such as takeover defenses; judges and practitioners' perspectives on litigation; the appraisal remedy and other aspects of Federal and state law, as well as M&A considerations in the structure of start-ups. This Handbook will be an invaluable resource for scholars, practitioners, judges and legislators.

Book International Corporate Governance Spillovers

Download or read book International Corporate Governance Spillovers written by Rui A. Albuquerque and published by . This book was released on 2018 with total page 62 pages. Available in PDF, EPUB and Kindle. Book excerpt: We test the hypothesis that foreign direct investment promotes corporate governance spillovers in the host country. Using firm-level data from 64 countries during the period 2005-2014, we find that cross-border M&A activity is associated with subsequent improvements in the governance of non-target firms when the acquirer country has stronger investor protection than the target country. The effect is more pronounced when the target industry is more competitive. Cross-border M&As are also associated with increases in investment and valuation of non-target firms. Alternative explanations such as access to global financial markets and cultural similarities do not appear to explain our findings.

Book Legal Investor Protection and Takeovers

Download or read book Legal Investor Protection and Takeovers written by Mike Burkart and published by . This book was released on 2011 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: We study the role of legal investor protection for the efficiency of the market for corporate control. Stronger legal investor protection limits the ease with which an acquirer, once in control, can extract private benefits at the expense of non-controlling investors. This, in turn, increases the acquirer's capacity to raise outside funds to finance the takeover. Absent effective competition for the target, the increased outside funding capacity does not make efficient takeovers more likely, however, because the bid price, and thus the acquirer's need for funds, increase in lockstep with his pledgeable income. In contrast, under effective competition, the increased outside funding capacity makes it less likely that the takeover outcome is determined by the bidders' financing constraints--and thus by their internal funds--and more likely that it is determined by their ability to create value. Accordingly, stronger legal investor protection can improve the efficiency of the takeover outcome. Taking into account the interaction between legal investor protection and financing constraints also provides new insights into the optimal allocation of voting rights, sales of controlling blocks, and the role of legal investor protection in cross-border mergers and acquisitions.

Book International Corporate Governance Spillovers

Download or read book International Corporate Governance Spillovers written by Rui Albuquerque and published by . This book was released on 2015 with total page 47 pages. Available in PDF, EPUB and Kindle. Book excerpt: We test the hypothesis that foreign direct investment promotes corporate governance spillovers in the host country non-target firms. Using firm-level data from 22 countries, we find that cross-border M&A activity is associated with subsequent improvements in the governance of target firms' rivals. The spillover is more pronounced when the acquirer's country has stronger investor protection than the target's country, and when the target operates in a competitive industry. Cross-border M&As also lead to increases in valuation and reductions in overinvestment of non-target firms. Our results suggest that the international market for corporate control promotes functional convergence in corporate governance.

Book Adopting Better Corporate Governance

Download or read book Adopting Better Corporate Governance written by Arturo Bris and published by . This book was released on 2008 with total page 38 pages. Available in PDF, EPUB and Kindle. Book excerpt: Cross-border mergers allow firms to alter the level of protection they provide to their investors, because target firms usually import the corporate governance system of the acquiring company by law. Therefore, cross-border mergers provide a natural experiment to analyze the effects of changes in corporate governance on firm value, and on an industry as a whole. We construct measures of the change in investor protection induced by cross-border mergers in a sample of 7,330 'national industry years' (spanning 39 industries in 41 countries in the period 1990-2001). We find that the Tobin's Q of an industry - including its unmerged firms - increases when firms within that industry are acquired by foreign firms coming from countries with better shareholder protection and better accounting standards. We present evidence that the transfer of corporate governance practices through cross-border mergers is Pareto improving. Firms that can adopt better practices willingly do so, and the market assigns more value to better protection.

Book Corporate Governance Convergence by Contract

Download or read book Corporate Governance Convergence by Contract written by Arturo Bris and published by . This book was released on 2003 with total page 54 pages. Available in PDF, EPUB and Kindle. Book excerpt: Cross-border mergers allow firms to alter the level of protection they provide to their investors, because target firms usually import the corporate governance system of the acquiring company. This article extends the existing literature by evaluating the effect of changes in corporate governance induced by cross-border mergers on industry value, instead of focusing on cross-country comparisons. We construct measures of the change in investor protection induced by cross-border mergers in a sample of 9,277 industry-country-year observations. We find that the Tobin's Q of an industry increases when firms within the industry are acquired by foreign firms coming from countries with better corporate governance. In addition, we show that acquisitions of firms in countries with less protective regimes--French and German legal origin--have a negative impact on the acquiror's value. Conversely, target industries benefit from acquisitions by firms from countries with better corporate governance--English and Scandinavian legal origin. Ours is among the first studies to document in a panel-data framework that improving investor protection creates value.

Book The Value of Corporate Governance

Download or read book The Value of Corporate Governance written by Maud Parsy and published by . This book was released on 2004 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: This thesis extends the growing literature relating shareholder protection and greater valuation. Using a governance index built from 24 firm-level takeover defenses over a sample of 491 mergers from 1990 to 2001, we provide evidence that investors value a change in corporate governance. We find that firms acquired by bidders with relatively greater investor protection experience significantly greater abnormal returns. On average, 2.49 percent in additional abnormal return is recorded when bidders with above median shareholders rights acquire firms with below median investor protection. In contrast, we do not find evidence that bidders benefit from the increased social surplus created in transactions where the target corporate governance is improved. The thesis also examines the relationship between the protection of minority shareholder at the firm-level and the probability of a takeover bid, a stock settlement and the premium paid. Although no statistically significant relation is established between the investor rights and the takeover premium, we are able to confirm a negative correlation with the intensity of M & A activity, providing additional support for the efficiency hypothesis. Evidence is also provided that the method of payment is influenced by the previous degree of shareholders rights in the target and acquiring firm but not by the change in corporate governance following a takeover bid.

Book Investor Protection and Corporate Governance

Download or read book Investor Protection and Corporate Governance written by Alberto Chong and published by World Bank Publications. This book was released on 2007-06-26 with total page 584 pages. Available in PDF, EPUB and Kindle. Book excerpt: 'Investor Protection and Corporate Governance' analyzes the impact of corporate governance on firm performance and valuation. Using unique datasets gathered at the firm-level the first such data in the region and results from a homogeneous corporate governance questionnaire, the book examines corporate governance characteristics, ownership structures, dividend policies, and performance measures. The book's analysis reveals the very high levels of ownership and voting rights concentrations and monolithic governance structures in the largest samples of Latin American companies up to now, and new data emphasize the importance of specific characteristics of the investor protection regimes in several Latin American countries. By and large, those firms with better governance measures across several dimensions are granted higher valuations and thus lower cost of capital. This title will be useful to researchers, policy makers, government officials, and other professionals involved in corporate governance, economic policy, and business finance, law, and management.

Book Corporate Governance in Banking and Investor Protection

Download or read book Corporate Governance in Banking and Investor Protection written by Belén Díaz Díaz and published by Springer. This book was released on 2019-06-06 with total page 326 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book explores the status quo of corporate governance in banking and investor protection from both theoretical and practical perspectives. Bringing together original conclusions with a regional and international focus, it provides a timely and comprehensive overview of the effectiveness of corporate governance in the financial sector and an assessment of investor protection. It also includes a number of examples and case studies to illustrate the findings. The book compares corporate governance in the banking and financial industries before and after the financial crisis, and helps to evaluate the effect of the recommendations and regulations that have been developed in the interim.

Book Ownership

    Book Details:
  • Author : Julian R. Franks
  • Publisher :
  • Release : 2008
  • ISBN :
  • Pages : 68 pages

Download or read book Ownership written by Julian R. Franks and published by . This book was released on 2008 with total page 68 pages. Available in PDF, EPUB and Kindle. Book excerpt: This paper is the first study of long-run evolution of investor protection, equity financing and corporate ownership in the U.K. over the 20th century. Formal investor protection only emerged in the second half of the century. We assess its influence on ownership by comparing cross-sections of firms at different times in the century and the evolution of firms incorporating at different stages of the century. Investor protection had little impact on dispersion of ownership: even in the absence of investor protection, there was a high rate of dispersion of ownership, primarily associated with mergers. Ownership dispersion in the UK relied more on informal relations of trust than on formal systems of regulation. Preliminary evidence for this comes from the geographical proximity of shareholders to their boards of directors, the absence of price discrimination in takeovers and retention of directors of target boards in merged firms.