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Strategic Decisions in Takeover Auctions: Recent Developments

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  • B. Espen Eckbo
  • Andrey Malenko
  • Karin S. Thorburn

Abstract

We review recent research into how firms navigate four complex decisions in corporate takeovers: (a) deal initiation, (b) pre-offer toehold acquisition, (c) the initial (public) offer price, and (d) the payment method. We focus the evidence on public targets and the theory on first-price or English (ascending-price) auctions with two competing bidders and a single (pivotal) seller. The evidence shows that nearly half of bids are initiated by the target (not a bidder). Notwithstanding the large offer premiums, only a small fraction of bidders acquire a target toehold prior to bidding. The first bid rarely attracts rival bidders, suggesting effective competition deterrence. Bid jumps are high, as predicted when bidding costs are large. Pre-bid stock price run-ups reflect rational market deal anticipation and are understood as such by the deal negotiators. Bidders select stock payment when concerned with adverse selection on the target side of the deal.

Suggested Citation

  • B. Espen Eckbo & Andrey Malenko & Karin S. Thorburn, 2020. "Strategic Decisions in Takeover Auctions: Recent Developments," Annual Review of Financial Economics, Annual Reviews, vol. 12(1), pages 237-276, December.
    • Handle: RePEc:anr:refeco:v:12:y:2020:p:237-276
    DOI: 10.1146/annurev-financial-012720-013903
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    Cited by:

    1. Tingjun Liu & Dan Bernhardt, 2021. "Rent Extraction with Securities Plus Cash," Journal of Finance, American Finance Association, vol. 76(4), pages 1869-1912, August.
    2. Ebina, Takeshi & Kumakura, Yuya & Nishide, Katsumasa, 2022. "Hostile takeovers or friendly mergers? Real options analysis," Journal of Corporate Finance, Elsevier, vol. 77(C).
    3. Nishihara, Michi, 2023. "Target-initiated takeover with search frictions," European Journal of Operational Research, Elsevier, vol. 305(3), pages 1480-1497.
    4. Massimo G. Colombo & Benedetta Montanaro & Silvio Vismara, 2023. "What drives the valuation of entrepreneurial ventures? A map to navigate the literature and research directions," Small Business Economics, Springer, vol. 61(1), pages 59-84, June.
    5. Kun Li & Chaohua He & Wassim Dbouk & Ke Zhao, 2021. "The Value of CSR in Acquisitions: Evidence from China," Sustainability, MDPI, vol. 13(7), pages 1-21, March.
    6. Davis, Frederick & Khadivar, Hamed, 2024. "Accrual and real earnings management by rumored takeover targets," International Review of Financial Analysis, Elsevier, vol. 92(C).
    7. Hu, Xiaoxue & Li, Dongxu & Wang, Jingni, 2024. "Green-selecting: Foreign institutional ownership and corporate green practices," Finance Research Letters, Elsevier, vol. 62(PB).

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