Bankruptcy Law and the Market for Corporate Influence
The canonical view of bankruptcy law is that it solves a market failure by imposing a collective choice process that supplants the market. We propose...
Shareholder Empowerment and Ownership Structure in a Free-Contracting Environment
We study how firms choose to allocate control over strategic corporate decisions between shareholders and management in a historical setting where...
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The Structure of Leveraged Buyouts and the Free-Rider Problem
The Review of Financial Studies, 39 (7), 2222–2260
The Structure of Leveraged Buyouts and the Free-Rider Problem
We study the structure of public firm buyouts in a model that features both the Berle-Means problem (lack of incentives) and the Grossman-Hart problem...
The Evolution of the Market for Corporate Control
In a canonical takeover model we let informed large shareholders choose between making a bid and initiating a sale to another acquirer. Such takeover...
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Why Do Boards Exist? Governance Design in the Absence of Corporate Law
Review of Financial Studies, 36 (5),1788–1836
Competition for Flow and Short-Termism in Activism
The Review of Corporate Finance Studies, 10(1), 44–81
Activist Funds, Leverage, and Procyclicality
We develop a dual-layered agency model to study blockholder monitoring by activist funds that compete for investor flow. Competition for flow affects...
Signalling to Dispersed Shareholders and Corporate Control
The Review of Economic Studies, 82 (3), 922–962.
Performance Pay, CEO Dismissal, and the Dual Role of Takeovers
Review of Finance, 19 (4), 1383–1414.
Activist Funds, Leverage, and Procyclicality
We provide a theoretical framework to study blockholder activism by funds who compete for investor flow. In our model, activists are intrinsically...
Smart Buyers
In many bilateral transactions, the seller fears being underpaid because its outside option is better known to the buyer. We rationalize a variety of...
Performance Pay, CEO Dismissal, and the Dual Role of Takeovers
We propose that an active takeover market provides incentives by offering acquisition opportunities to successful managers. This allows firms to...