We analyze the sales method for a sample of 575 acquisitions announced between 1998 and 2012 and find that targets choose auctions to maximize the target takeover premium through greater competition and to relax their financial constraints. Auctions, compared to negotiated deals, are associated...

We use a natural experiment to weigh conflicting theories on the causal impact of shareholder litigation threat on the readability of corporate financial disclosures. In response to a 1999 Ninth Circuit Court of Appeals ruling that caused an unexpected reduction in litigation risk, we find that...

This paper studies how managers react to shareholder empowerment vis-à-vis governance provisions. We show that a staggered legislative change that increases noncompliance costs in the implementation of shareholder-initiated majority voting proposals is followed by an increase in the submission...

An integral aspect of shareholder democracy is the shareholder proposal process, through which shareholders can pressure firms to make changes. We find that shareholders' uncertainty about the firm reduces their participation in voting on shareholder proposals and also reduces the likelihood of...

CEOs have a potential conflict of interest when their company is acquired: they can bargain to be retained by the acquirer and for private benefits rather than for a higher premium to be paid to the shareholders. We investigate the determinants of target CEO retention by the acquirer and whether...

We examine a sample of 12,023 acquisitions by public firms from 1980 to 2001. Shareholders of these firms lost a total of $218 billion when acquisitions were announced. Though shareholders lose throughout our sample period, losses associated with acquisition announcements after 1997 are...