外文翻譯---并購支付方式在歐洲的選擇-其他專業(yè)-全文預(yù)覽
【正文】 lling shareholder’s position is threatened. To capture this effect, we use the ultimate voting stake held by the largest controlling shareholder. A bidder with diffuse or highly concentrated ownership is less likely to be concerned with corporate control issues. In line with this argument, Martin (1996) documents a significantly negative relationship between the likelihood of stock financing and managerial ownership only over the intermediate ownership range. Therefore, we incorporate the possibility of a nonlinear relationship between the method of payment and the voting rights of a bidder’s controlling shareholder by estimating both a linear and cubic specification for the ultimate voting control percentage of the bidder’s largest shareholder. In our robustness analysis, we also estimate a spline function for this variable. Corporate control concerns in Mamp。A currency decision can be strongly influenced by its debt capacity and existing leverage. It can also be strongly influenced by management’s desire to maintain the existing corporate governance structure. In contrast, a seller can be faced with a tradeoff between the tax benefits of stock and the liquidity and risk minimizing benefits of cash consideration. For example, sellers may be willing to accept stock if they have a low tax basis in the target stock and can defer their tax liabilities by accepting bidder stock as payment. On the other hand, sellers can prefer cash consideration to side step the risk of being a minority shareholder in a bidder with concentrated ownership, thereby avoiding the associated moral hazard problems. Unfortunately, due to data limitations, this seller trade off can not be easily measured. Under existing theories of capital structure, debt capacity is a positive function of tangible assets, earnings growth and asset diversification and a negative function of asset volatility. Firms with greater tangible assets can borrow more privately from banks and publicly in the bond market. Since larger firms are generally more diversified, we expect them to have a lower probability of bankruptcy at a given leverage ratio and thus, greater debt capacity. These financing constraint and bankruptcy risk considerations can also reduce a lenders willingness to finance a bidder’s cash bid, especially in relatively large deals. In assessing potential determinants of an Mamp。A activity has grown dramatically over the last ten years, bringing with it major changes in the anization and control of economic activity around the world. Yet, there is much about the Mamp。 A Global Mamp。A currency decision, a bidder is faced with a choice between using cash and stock as deal consideration. Given that most bidders have limited cash and liquid assets, cash offers generally require debt financing. As a consequence, a bidder implicitly faces the choice of debt or equity financing, which can involve a tradeoff between corporate control concerns of issuing equity and rising financial distress costs of issuing debt. Thus, a bidder’s Mamp。A deal. However,if a target’s financing choice is unacceptable to the bidder, then the proposed Mamp。A announcement plus the deal value (including assumed liabilities)divided by the sum of the book valve of total assets prior to the announcement plus the deal value (including assumed liabilities). This captures the bidder’s postdeal leverage if the transaction is debt financed. This measure differs from Martin(1996) who uses a predeal bidder leverage measure
研究報告相關(guān)推薦
鄂ICP備17016276號-1