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...
Research highlight
Why Do Boards Exist? Governance Design in the Absence of Corporate Law
Review of Financial Studies, 36 (5),1788–1836
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...
Signalling in Tender Offer Games
We examine whether a bidder can use tender o§er terms to signal post-takeover security benefits. Neither restricted bids nor cash-equity offers allow...
Security-voting structure and bidder screening
This paper analyzes how non-voting shares affect the takeover outcome in a single-bidder model with asymmetric information and private benefit...
Minority blocks and takeover premia
This paper analyses takeovers of companies owned by atomistic shareholders and by one minority blockholder, all of whom can only decide to tender or...
In-kind Finance
It is typically less profitable for an opportunistic borrower to divert inputs than to divert cash. Suppliers, therefore, may lend more liberally than...
Agency conflicts, ownership concentration, and legal shareholder protection
This paper analyzes the interaction between legal shareholder protection, managerial incentives, monitoring, and ownership concentration. Legal...