Risk Arbitrage in Takeovers

This article studies the role of risk arbitrageurs in takeoversand the source of their advantage. We show how the presenceof arbitrageurs affects the value of the target shares, sincearbitrageurs are more likely to tender. Therefore an arbitrageurhas the informational advantage of knowing he bought shares.In equilibrium, the number of arbitrageurs buying shares andthe price they pay are determined endogenously. We also presentseveral empirical implications, including the relationship amongtrading volume, takeover premium, liquidity of the shares, andthe number of risk arbitrageurs investing in one particulardeal.     

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Francesca Cornelli, Richard D'Aveni, Andrew Kakabadse, Rosabeth Moss Kanter, Markus Reitzig, Fons Trompenaars and Kim Warren share their latest research.     

Bookbuilding and Strategic Allocation

In the bookbuilding procedure, an investment banker solicits bids for shares from institutional investors prior to pricing an equity issue. The banker then prices the issue and allocates shares at his discretion to the investors. We examine the books for 39 international equity issues. We find that the investment banker awards more shares to bidders who provide information in their bids. Regular investors receive favorable allocations, especially when the issue is heavily oversubscribed. The investment banker also favors revised bids and domestic investors.     

Stage Financing and the Role of Convertible Securities

Venture capital financing is characterized by extensive use of convertible securities and stage financing. In a model where a venture capitalist provides staged financing for a project, we illustrate an advantage of convertible debt (or warrants) over a mixture of debt and equity. Essentially, when the venture capitalist retains the option to abandon the project, the entrepreneur has an incentive to engage in window dressing and bias positively the short-term performance of the project, reducing the probability that it will be liquidated. An appropriately designed convertible security prevents such behaviour because window dressing also increases the probability that the venture capitalist will exercise the conversion option becoming the owner of a substantial fraction of the project's equity.