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Banker Fees and Acquisition Premia for Targets in Cash Tender Offers: Challenges to the Popular Wisdom on Banker Conflicts

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  • Charles W. Calomiris
  • Donna M. Hitscherich

Abstract

Our results are broadly consistent with the predictions of a benign view of the role of investment banks in advising acquisition targets. Fees to investment banks are correlated with attributes of transactions and target firms in ways that make sense if banks are being paid for processing information. The more contingent (and, therefore, risky) the fees, the higher they tend to be, all else held constant. Variation in target acquisition premia also can be explained by fundamental deal attributes. Contrary to the jaundiced view of fairness opinions, greater fixity of fees paid by targets is not generally associated with higher acquisition premia, and there is no evidence that investment banks are suborned by acquirors with whom they have had a prior banking relationship.

Suggested Citation

  • Charles W. Calomiris & Donna M. Hitscherich, 2007. "Banker Fees and Acquisition Premia for Targets in Cash Tender Offers: Challenges to the Popular Wisdom on Banker Conflicts," Journal of Empirical Legal Studies, John Wiley & Sons, vol. 4(4), pages 909-938, December.
    • Handle: RePEc:wly:empleg:v:4:y:2007:i:4:p:909-938
    DOI: 10.1111/j.1740-1461.2007.00110.x
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    References listed on IDEAS

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    1. Raghavendra Rau, P., 2000. "Investment bank market share, contingent fee payments, and the performance of acquiring firms," Journal of Financial Economics, Elsevier, vol. 56(2), pages 293-324, May.
    2. McLaughlin, Robyn M., 1990. "Investment-banking contracts in tender offers : An empirical analysis," Journal of Financial Economics, Elsevier, vol. 28(1-2), pages 209-232.
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    Cited by:

    1. Antoniades, Adonis & Calomiris, Charles W. & Hitscherich, Donna M., 2016. "No free shop: Why target companies sometimes choose not to buy ‘go-shop’ options," Journal of Economics and Business, Elsevier, vol. 88(C), pages 36-64.
    2. Konstantinos Konstantaras & Vasilios Sogiakas, 2019. "Is stock liquidity transferred and upgraded in acquisitions? Evidence from liquidity synergies in US freeze-outs," Annals of Operations Research, Springer, vol. 282(1), pages 179-216, November.
    3. Eaton, Gregory W. & Guo, Feng & Liu, Tingting & Officer, Micah S., 2022. "Peer selection and valuation in mergers and acquisitions," Journal of Financial Economics, Elsevier, vol. 146(1), pages 230-255.
    4. Matthew D. Cain & David J. Denis, 2013. "Information Production by Investment Banks: Evidence from Fairness Opinions," Journal of Law and Economics, University of Chicago Press, vol. 56(1), pages 245-280.
    5. Wang, Qiming & Cheng, C.S Agnes & Lian, Qin & Liu, Cathy Zishang, 2022. "Law firm market share and securities class action litigation outcomes," The Quarterly Review of Economics and Finance, Elsevier, vol. 84(C), pages 596-609.
    6. Anup Agrawal & Tommy Cooper & Qin Lian & Qiming Wang, 2013. "Common Advisers in Mergers and Acquisitions: Determinants and Consequences," Journal of Law and Economics, University of Chicago Press, vol. 56(3), pages 691-740.
    7. Matthew D. Cain & David J. Denis, 2010. "Do Fairness Opinion Valuations Contain Useful Information?," Purdue University Economics Working Papers 1244, Purdue University, Department of Economics.
    8. Konstantinos Konstantaras, & Vasilios Sogiakas, 2014. "The role of convenience yield in going-private transactions," CFI Discussion Papers 1401, Centre for Finance and Investment, Heriot Watt University.

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