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Value of Information and Fairness Opinions in Takeovers

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  • Mehmet Ekmekci
  • Nenad Kos

Abstract

We analyze the value of information in the market for corporate control. The raider and the shareholders are privately and imperfectly informed about the post-takeover value of the firm. We show that public information provision reduces the dispersion of the shareholders’ beliefs resulting in a transfer of surplus from the raider to the shareholders. What is more, if the raider is privately informed all his private information is revealed through the price offer, hence he prefers not to acquire private information, provided that the shareholders do not engage in information acquisition. The target shareholders, on the other hand, have incentives to acquire information—solicit a fairness opinion—after the raider makes a price offer. However, when both parties have access to an information market, they both have incentives to acquire information. Keywords: takeovers, fairness opinion, tender offers, lemons problem, large shareholder. JEL Classification Numbers: D82, G34.

Suggested Citation

  • Mehmet Ekmekci & Nenad Kos, 2014. "Value of Information and Fairness Opinions in Takeovers," Working Papers 510, IGIER (Innocenzo Gasparini Institute for Economic Research), Bocconi University.
    • Handle: RePEc:igi:igierp:510
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    1. Masahiro Okuno-Fujiwara & Andrew Postlewaite & Kotaro Suzumura, 1990. "Strategic Information Revelation," The Review of Economic Studies, Review of Economic Studies Ltd, vol. 57(1), pages 25-47.
    2. Dodd, Peter & Warner, Jerold B., 1983. "On corporate governance : A study of proxy contests," Journal of Financial Economics, Elsevier, vol. 11(1-4), pages 401-438, April.
    3. Burkart, Mike & Lee, Samuel, 2010. "Signaling in Tender Offer Games," CEPR Discussion Papers 7938, C.E.P.R. Discussion Papers.
    4. Emir Kamenica & Matthew Gentzkow, 2011. "Bayesian Persuasion," American Economic Review, American Economic Association, vol. 101(6), pages 2590-2615, October.
    5. Shleifer, Andrei & Vishny, Robert W, 1986. "Large Shareholders and Corporate Control," Journal of Political Economy, University of Chicago Press, vol. 94(3), pages 461-488, June.
    6. Grossman, Sanford J & Stiglitz, Joseph E, 1980. "On the Impossibility of Informationally Efficient Markets," American Economic Review, American Economic Association, vol. 70(3), pages 393-408, June.
    7. Hirshleifer, David & Titman, Sheridan, 1990. "Share Tendering Strategies and the Success of Hostile Takeover Bids," Journal of Political Economy, University of Chicago Press, vol. 98(2), pages 295-324, April.
    8. Ronen Barak & Beni Lauterbach, 2011. "Estimating the private benefits of control from partial control transfers: methodology and evidence," International Journal of Corporate Governance, Inderscience Enterprises Ltd, vol. 2(3/4), pages 183-200.
    9. 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.
    10. repec:bla:jfinan:v:59:y:2004:i:2:p:537-600 is not listed on IDEAS
    11. Yasuhiro Ohta & Kenton K. Yee, 2008. "The Fairness Opinion Puzzle: Board Incentives, Information Asymmetry, and Bidding Strategy," The Journal of Legal Studies, University of Chicago Press, vol. 37(1), pages 229-272, January.
    12. Luis Rayo & Ilya Segal, 2010. "Optimal Information Disclosure," Journal of Political Economy, University of Chicago Press, vol. 118(5), pages 949-987.
    13. In-Koo Cho & David M. Kreps, 1987. "Signaling Games and Stable Equilibria," The Quarterly Journal of Economics, President and Fellows of Harvard College, vol. 102(2), pages 179-221.
    14. Sanford J. Grossman & Oliver D. Hart, 1980. "Takeover Bids, the Free-Rider Problem, and the Theory of the Corporation," Bell Journal of Economics, The RAND Corporation, vol. 11(1), pages 42-64, Spring.
    15. Kisgen, Darren J. & QJ Qian, Jun & Song, Weihong, 2009. "Are fairness opinions fair? The case of mergers and acquisitions," Journal of Financial Economics, Elsevier, vol. 91(2), pages 179-207, February.
    16. Matthew Gentzkow & Emir Kamenica, 2011. "Competition in Persuasion," NBER Working Papers 17436, National Bureau of Economic Research, Inc.
    17. repec:oup:restud:v:84:y::i:1:p:300-322. is not listed on IDEAS
    18. Admati, Anat R & Pfleiderer, Paul, 1990. "Direct and Indirect Sale of Information," Econometrica, Econometric Society, vol. 58(4), pages 901-928, July.
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    Cited by:

    1. Ekmekci, Mehmet & Kos, Nenad, 2023. "Signaling covertly acquired information," Journal of Economic Theory, Elsevier, vol. 214(C).
    2. Dalkır, Elif, 2015. "Shareholder information and partial tender offers," Economics Letters, Elsevier, vol. 136(C), pages 64-66.

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    More about this item

    Keywords

    takeovers; fairness opinion; tender offers; lemons problem; large shareholder. jel classification numbers: d82; g34.;
    All these keywords.

    JEL classification:

    • D82 - Microeconomics - - Information, Knowledge, and Uncertainty - - - Asymmetric and Private Information; Mechanism Design
    • G34 - Financial Economics - - Corporate Finance and Governance - - - Mergers; Acquisitions; Restructuring; Corporate Governance

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