The Impact of Antitakeover Devices on the Valuation Consequences of Voluntary Corporate Selloffs

This study reveals that there are valuation differences in the announcement effects among firms engaged in interfirm asset sales. Even though, in the aggregate, these selloffs result in significant increases in share prices, there is a group of firms that experience no significant increases in shareholder wealth. These are firms that have adopted antitake-over devices prior to announcing corporate selloffs. For these firms, public perception about management's intention has been altered to the extent that the selloffs are interpreted as a way to consolidate the antitakeover position of the management.     

Intra-lndustry Effects of Corporate Capital Investment Announcements

We examine how announcements of corporate capital investments by one firm affect the stock prices of its competitors. We find that on average, rivals experience a signifi cantly negative valuation effect. The results suggest that for the sample as a whole, the competitive effect dominates the contagion effect. We further examine various factors that could potentially explain the heterogeneous intra-industry effects of capital investment announcements. We find that rivals' share prices are more adversely affected when the announcer experiences a higher announcement effect or is the first mover in the industry. We also show that rivals experience a greater wealth loss when they have poorer investment opportunities or higher financial leverage.     

Share Holder Wealth Effects of Corporate Selloffs: Impact of Growth Opportunities, Economic Cycle and Bargaining Power

Most of the existing empirical evidence on corporate selloffs documents significant wealth gains for the seller's shareholders. We investigate the sources of these wealth gains by examining the impact of business and financial strategy, the economic environment during selloff, and the bargaining advantages of the seller including information asymmetry. We find evidence that sellers with growth opportunities and financially strong sellers enjoy higher returns. Selloffs during recessions generate larger wealth gains than those during economic boom. Information asymmetry due to the buyer's location being different from the purchased division's gives the seller a bargaining advantage leading to larger wealth gains. Relatively large divestments are more beneficial to seller shareholders than small ones. The study highlights the importance of both firm specific and environmental factors in explaining the wealth gains associated with corporate selloffs.     

Corporate Governance,Valuation, and Performance: Evidence from a Voluntary Market Reform in Brazil

In December 2000, the São Paulo Stock Exchange launched a new premium market segment for companies that voluntarily commit to “good practices of corporate governance.” We construct a composite index (NM6) that combines six proxies for the main governance practices targeted by Bovespa's reform. We find that higher scores for our index are related to greater market value but not to better operating performance. An investment strategy that purchased stocks of firms with high NM6 and sold stocks of firms with low NM6 would have earned abnormal returns of 10.68% per year from 2001 to 2005.     

Valuation Effects of Short Sale Constraints: the Case of Corporate Takeovers

We examine the relation between the degree of short sale constraints for acquiring firms' equity and post takeover stock performance. We find that negative long‐run abnormal returns appear to decline (in economic and statistical terms) as the extent and persistence of institutional block‐holder ownership increase, after accounting for the size, book‐to‐market and method of payment effects. In the spirit of Miller (1977) , such evidence implies that the degree of short sale constraints serves as an important determinant of acquiring firms' short‐run overpricing. It appears that the presence of concentrated institutional presence mitigates and in most cases eliminates, through effective arbitrage, any short‐run overpricing that may be responsible for the long‐run underperformance of acquirers, preserving in this way efficiency in the takeover markets.     

Differential Effects of Strong Corporate Governance on Both Professional and Voluntary Corporate Social Responsibility Activities of the Firm

ABSTRACT

Corporate social responsibility (CSR) has been of interest in the past decade, but prior studies have not investigated the relationship between strong corporate governance and types of CSR activities. This study introduces the concept of professional CSR activities (which means CSR activities pursued in a formal organizational structure over a long period) and voluntary CSR activities (which means CSR activities pursued tentatively and individually) and how strong corporate governance has differential effects on the two types of CSR activities. Our empirical results show that the stronger the corporate governance is, the more professional CSR activities are encouraged.     

Investor Protection and Corporate Valuation

We present a model of the effects of legal protection of minority shareholders and of cash-flow ownership by a controlling shareholder on the valuation of firms. We then test this model using a sample of 539 large firms from 27 wealthy economies. Consistent with the model, we find evidence of higher valuation of firms in countries with better protection of minority shareholders and in firms with higher cash-flow ownership by the controlling shareholder.     

Intertemporal Dynamics of Corporate Voluntary Disclosures

While empirical evidence alludes to the intertemporal nature of corporate voluntary disclosures, most of the existing theory analyzes firms' voluntary disclosure decisions within single‐period settings. Introducing a repeated, multiperiod, disclosure setting, we study the extent to which firms' strategic disclosure behavior in the past affects their prosperity to provide voluntary disclosures in the future. Our analysis demonstrates that by voluntarily disclosing private information firms make an implicit commitment to provide similar disclosures in the future, and therefore are less willing to voluntarily disclose information in the first place. This effect is expected to be of larger magnitude for firms (1) with a long history of absence of voluntary disclosures and an impressive past operating performance, or (2) that operate in a relatively stable and predictable business and information environment, or (3) whose managers have a long time horizon and a high degree of risk aversion.     

Voluntary Corporate Divestitures as Antitakeover Mechanisms

This paper examines the investor reaction to the use of corporate selloffs as antitakeover devices. The results show that firms subject to takeover speculations prior to the divestiture announcement experience insignificant changes in share prices while firms that have no takeover bid report significant wealth increases. The majority of the firms that undergo defensive divestitures remain independent one year after the selloffs. These findings are consistent with the authors' proposition that investors regard divestitures following rumors of takeover attempt as antitakeover strategies. On the other hand, investors perceive selloffs in a takeover-free environment as a positive net present value decision.     

上市公司财务信息自愿披露指数实证研究

研究表明，上市公司财务信息自愿披露程度随时间有明显的增加，样本公司的平均披露分数随时间而增加，而且对同质和非同质样本统计上都是显的，中后期比早期披露程度更高。     

企业人力资本价值及其评估方法初探(上)

随着知识经济时代的到来和全球一体化趋势的逐步演进,工业时代以来所确立的"资本雇用劳动"观念正在受到"人力资本论"的挑战.对人力资本价值的评估是企业各利益相关者的需求,也是对评估机构和评估师的一个挑战.本文拟通过对人力资本及其相关概念的介绍,从资产评估的角度提出人力资本价值评估的一些方法.     

The Effect of Voluntary Spin-off Announcements on Shareholder Wealth

This paper presents estimates of the effect of a voluntary spin-off announcement on shareholder wealth. The results show that spin-off announcements have a positive influence on stock prices and that the relative increase in share price is greater for large spin-offs than for small ones.     

The Effect of Voluntary Sell-off Announcements on Shareholder Wealth

Sell-off activities arise when a firm sells part of its assets (e.g., a segment, a division, etc.) but continues to exist in essentially the same form. This study investigates the effect of voluntary sell-offs on stock returns. From a sample of over 1000 sell-off events (first public announcements), the evidence shows that both sellers and buyers earn significant positive excess returns from these transactions. The excess returns earned by buyers are smaller than those earned by sellers. There is also evidence that sell-off announcements are preceded by a period of significant negative returns for the sellers which suggests that the sellers, on average, performed poorly prior to their sell-off activities.     

An Option-Theoretic Approach to the Valuation of Dividend Reinvestment and Voluntary Purchase Plans

Many firms with dividend reinvestment plans also allow their shareholders to voluntarily invest supplemental funds to purchase additional shares. The purchase price for newly-issued shares often is determined by the average stock price over a prespecified time period preceding the investment date. This gives the firm's shareholders an option to invest in additional shares only when the stock price exceeds the computed average. This paper uses both theoretical and numerical methods to analyze the value of these voluntary purchase options in theory and practice.     

Voluntary Disclosures,Corporate Control,and Investment

We examine the valuation and capital allocation roles of voluntary disclosure when managers have private information regarding the firm’s investment opportunities, but an efficient market for corporate control influences their investment decisions. For managers with long‐term stakes in the firm, the equilibrium disclosure region is two‐tailed: only extreme good news and extreme bad news is disclosed in equilibrium. Moreover, the market’s stock price and investment responses to bad news disclosures are stronger than the responses to good news disclosures, which is consistent with the empirical evidence. We also find that myopic managers are more likely to withhold bad news in good economic times when markets can independently assess expected investment returns.     

企业价值与并购交易定价

企业价值是一个不断发展的概念,而企业价值理论也随之处在变化之中.在现代企业中企业价值代表了企业股权和债权价值,具有特殊的性质.并购交易定价实际上就是并购双方不同企业价值理念动态博弈的结果.中国国有企业的并购定价存在许多问题,根源在于对企业价值认识得不准确、不清晰.     

Convertible Debt: Corporate Call Policy and Voluntary Conversion

This paper examines why, in contrast to the predictions of finance theory, firms do not call convertible debt when the conversion price exceeds the call price. The empirical results suggest that the principal reason is because some firms enjoy an advantage of paying less in after-tax interest than they would pay in dividends were the bond converted. This cash flow incentive is the inverse of an investor's incentive to convert voluntarily if the converted dividends are greater than the bond's coupon. Because of taxation, however, the decisions by investors and firms are not symmetric, and there exist bonds which the firm may not call and an investor will not convert. The results also find that voluntary conversion is significantly related to both the conversion price and the differential between the coupon and the dividends on the converted stock.     

Dissemination of Price-sensitive Information and Management of Voluntary Corporate Disclosure

This paper aims to describe how 27 large UK case companies sought to adapt their City and stock market disclosure policies to cope with the changes brought about by the publication in March 1994 of the Stock Exchange's Guidance on the Dissemination of Price-sensitive Information. Legislators and regulators have long sought to define and regulate the corporate decision problem in the price-sensitive information area. This paper employs corporate case interview data to describe models of corporate behaviour and to investigate how the case companies have dealt with this problem area. The paper concludes by (a), considering the effectiveness of regulation in providing a clear boundary for corporate behaviour, and (b), by discussing the relationship between this research and another major field study of corporate disclosure management (Gibbins, Richardson and Waterhouse, 1990), developing the disclosure model that they present.     

Debt Financing,Corporate Financial Intermediaries and Firm Valuation

In this paper we consider the role of financial intermediaries in the valuation of firms and projects. We show that security prices should reflect both used and unused debt capacity if some corporations can act as financial intermediaries and can capture the tax benefits of debt capacity unused by the operating firm. We also provide some reasons why the value of the firm might be increased if the financing and operating risks of the firm are separated and financial intermediaries issue debt rather than the unit operating the asset.