voting rules: ratio rules, difference rules, and share majority rules. The characterizations rely on two key axioms: merger …

This paper develops an auction design framework to analyze various methods for assessing “fair value” in post-merger … merger price itself. We show that merger price deference effectively nullifies the role that appraisal can potentially play … examine conditions under which deference to the merger price can be optimal. Our results have empirical implications for …

We present a model in which mutual gains from trade motivate the use of termination provisions in merger contracts. The … inclusion of a termination provision in the contract permits Pareto efficient merger contracts and results in strictly higher … form of bidder insurance, although they do increase the probability that a merger is consummated. The model provides a rich …

and cost. Consistent with this theory, we show that deals in more competitive environments and deals with fewer external …

information about suitable merger targets and to manage the merged corporation in case of an acquisition. Our results show that … obtain high-powered incentives and, hence, a high personal income at the merger-management stage. …

information about suitable merger targets and to manage the merged corporation in case of an acquisition. Our results show that … obtain high-powered incentives and, hence, a high personal income at the merger-management stage. We derive conditions under …

information about suitable merger targets and to manage the merged corporation in case of an acquisition. Our results show that … high-powered incentives and, hence, a high personal income at the merger-management stage. We derive conditions under which …