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Managerial labor-market discipline and the characteristics of merger and acquisition transactions

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  • Kobeissi, Nada
  • Sun, Xian
  • Wang, Haizhi

Abstract

This study evaluates how state regulation of noncompetition agreements affects merger and acquisition activity. Noncompetition agreements put restrictions on postemployment activities, thereby reducing management mobility and forcing top managers to bear the long-term consequences of their corporate decisions. In this sense, state regulation of noncompetition agreements functions as a mechanism to align management's interests with those of the shareholders when management makes major corporate decisions. To examine this hypothesis empirically, this study tests whether the legal enforcement of noncompetition agreements across states affects the choice of payment methods, the premium paid for targets, and the acquirers' abnormal returns on their merger or acquisition activity. The results suggest that stricter enforcement of noncompetition agreements significantly reduces the likelihood of using stock in takeovers and the premiums paid for targets. In addition, the study documents that stronger enforcement of noncompetition agreements is related with more favorable market reactions for large acquirers.

Suggested Citation

  • Kobeissi, Nada & Sun, Xian & Wang, Haizhi, 2010. "Managerial labor-market discipline and the characteristics of merger and acquisition transactions," Journal of Business Research, Elsevier, vol. 63(7), pages 721-728, July.
    • Handle: RePEc:eee:jbrese:v:63:y:2010:i:7:p:721-728
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    1. Kroll, Mark & Simmons, Susan A. & Wright, Peter, 1990. "Determinants of chief executive officer compensation following major acquisitions," Journal of Business Research, Elsevier, vol. 20(4), pages 349-366, June.
    2. Michael C. Jensen, 2010. "The Modern Industrial Revolution, Exit, and the Failure of Internal Control Systems," Journal of Applied Corporate Finance, Morgan Stanley, vol. 22(1), pages 43-58, January.
    3. Morck, Randall & Shleifer, Andrei & Vishny, Robert W, 1990. "Do Managerial Objectives Drive Bad Acquisitions?," Journal of Finance, American Finance Association, vol. 45(1), pages 31-48, March.
    4. Mathew L. A. Hayward, 2003. "Professional influence: the effects of investment banks on clients' acquisition financing and performance," Strategic Management Journal, Wiley Blackwell, vol. 24(9), pages 783-801, September.
    5. Jensen, Michael C, 1986. "Agency Costs of Free Cash Flow, Corporate Finance, and Takeovers," American Economic Review, American Economic Association, vol. 76(2), pages 323-329, May.
    6. Hashimoto, Masanori, 1981. "Firm-Specific Human Capital as a Shared Investment," American Economic Review, American Economic Association, vol. 71(3), pages 475-482, June.
    7. Linn, Scott C. & Switzer, Jeannette A., 2001. "Are cash acquisitions associated with better postcombination operating performance than stock acquisitions?," Journal of Banking & Finance, Elsevier, vol. 25(6), pages 1113-1138, June.
    8. Lloyd, William P. & Modani, Naval K. & Hand, John H., 1987. "The effect of the degree of ownership control on firm diversification, market value, and merger activity," Journal of Business Research, Elsevier, vol. 15(4), pages 303-312, August.
    9. Ken C. Yook, 2003. "Larger Return to Cash Acquisitions: Signaling Effect or Leverage Effect?," The Journal of Business, University of Chicago Press, vol. 76(3), pages 477-498, July.
    10. Eckbo, B. Espen & Langohr, Herwig, 1989. "Information disclosure, method of payment, and takeover premiums : Public and private tender offers in France," Journal of Financial Economics, Elsevier, vol. 24(2), pages 363-403.
    11. Walters, Bruce A. & Kroll, Mark J. & Wright, Peter, 2007. "CEO tenure, boards of directors, and acquisition performance," Journal of Business Research, Elsevier, vol. 60(4), pages 331-338, April.
    12. Fama, Eugene F, 1980. "Agency Problems and the Theory of the Firm," Journal of Political Economy, University of Chicago Press, vol. 88(2), pages 288-307, April.
    13. Oliver Hart & John Moore, 1994. "A Theory of Debt Based on the Inalienability of Human Capital," The Quarterly Journal of Economics, President and Fellows of Harvard College, vol. 109(4), pages 841-879.
    14. Maloney, Michael T & McCormick, Robert E & Mitchell, Mark L, 1993. "Managerial Decision Making and Capital Structure," The Journal of Business, University of Chicago Press, vol. 66(2), pages 189-217, April.
    15. Asquith, Paul & Bruner, Robert F. & Mullins, David Jr., 1983. "The gains to bidding firms from merger," Journal of Financial Economics, Elsevier, vol. 11(1-4), pages 121-139, April.
    16. Rossi, Stefano & Volpin, Paolo F., 2004. "Cross-country determinants of mergers and acquisitions," Journal of Financial Economics, Elsevier, vol. 74(2), pages 277-304, November.
    17. Johan Den Hertog, 2003. "Noncompetition Clauses: Unreasonable or Efficient?," European Journal of Law and Economics, Springer, vol. 15(2), pages 111-127, March.
    18. Gary S. Becker, 1962. "Investment in Human Capital: A Theoretical Analysis," NBER Chapters, in: Investment in Human Beings, pages 9-49, National Bureau of Economic Research, Inc.
    19. Jensen, Michael C. & Meckling, William H., 1976. "Theory of the firm: Managerial behavior, agency costs and ownership structure," Journal of Financial Economics, Elsevier, vol. 3(4), pages 305-360, October.
    20. Moeller, Sara B. & Schlingemann, Frederik P. & Stulz, Rene M., 2004. "Firm size and the gains from acquisitions," Journal of Financial Economics, Elsevier, vol. 73(2), pages 201-228, August.
    21. Desai, Ashay & Kroll, Mark & Wright, Peter, 2005. "Outside board monitoring and the economic outcomes of acquisitions: a test of the substitution hypothesis," Journal of Business Research, Elsevier, vol. 58(7), pages 926-934, July.
    22. Travlos, Nickolaos G, 1987. "Corporate Takeover Bids, Methods of Payment, and Bidding Firms' Stock Returns," Journal of Finance, American Finance Association, vol. 42(4), pages 943-963, September.
    23. Brown, Stephen J. & Warner, Jerold B., 1985. "Using daily stock returns : The case of event studies," Journal of Financial Economics, Elsevier, vol. 14(1), pages 3-31, March.
    24. Kenneth M. Lehn & Mengxin Zhao, 2006. "CEO Turnover after Acquisitions: Are Bad Bidders Fired?," Journal of Finance, American Finance Association, vol. 61(4), pages 1759-1811, August.
    25. Julian R. Franks & Robert S. Harris & Cohn Mayer, 1988. "Means of Payment in Takeovers: Results for the United Kingdom and the United States," NBER Chapters, in: Corporate Takeovers: Causes and Consequences, pages 221-264, National Bureau of Economic Research, Inc.
    26. Kathleen Fuller & Jeffry Netter & Mike Stegemoller, 2002. "What Do Returns to Acquiring Firms Tell Us? Evidence from Firms That Make Many Acquisitions," Journal of Finance, American Finance Association, vol. 57(4), pages 1763-1793, August.
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    Cited by:

    1. F.C. Stam, 2019. "The Case against Non-Compete Agreements," Working Papers 19-20, Utrecht School of Economics.
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    3. Malikov, Kamran & Demirbag, Mehmet & Kuvandikov, Azimjon & Manson, Stuart, 2021. "Workforce reductions and post-merger operating performance: The role of corporate governance," Journal of Business Research, Elsevier, vol. 122(C), pages 109-120.
    4. Lu, Juan & Li, He & Guo, Feiyu, 2024. "Low-carbon mergers and acquisitions as a driver for higher energy efficiency: Evidence from China's high energy-consuming companies," Energy, Elsevier, vol. 290(C).
    5. Al-Hadi, Ahmed & Habib, Ahsan, 2023. "Consequences of state-level regulations in accounting, finance, and corporate governance: A review," Advances in accounting, Elsevier, vol. 60(C).
    6. Canina, Linda & Carvell, Steven A. & Ma, Qingzhong & Ukhov, Andrey D., 2013. "Business cycle and asset valuation in the gaming industry," Journal of Business Research, Elsevier, vol. 66(9), pages 1689-1695.
    7. Azevedo, Alcino & Pereira, Paulo J. & Rodrigues, Artur, 2018. "Non-compete covenants, litigation and garden leaves," Journal of Business Research, Elsevier, vol. 88(C), pages 197-211.

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