{"title":"债券-大股东和公司收购","authors":"Chune Young Chung, Sunghoon Joo, Sanggyu Kang","doi":"10.1111/corg.12546","DOIUrl":null,"url":null,"abstract":"<div>\n \n \n <section>\n \n <h3> Research Question/Issue</h3>\n \n <p>We examine whether bond-blockholders provide additional, distinct monitoring roles in merger and acquisition (M&A) processes beyond those of equity-blockholders. Using a sample of 4309 M&A deals reported between 2001 and 2010, we shed new light on the monitoring spillover effects of bondholders to shareholders in the context of M&As.</p>\n </section>\n \n <section>\n \n <h3> Research Findings/Insights</h3>\n \n <p>Our findings demonstrate a positive relationship between the presence of bond-blockholders (or a change in their position) and acquiring firms' abnormal return announcements, which supports the monitoring spillover effects from bondholders to shareholders in M&A processes. Our subsample analyses indicate that bond-blockholders are better monitors of (1) overconfident CEOs engaging in M&As, (2) CEOs exhibiting risk-taking behavior in M&As, and (3) entrenched managers participating in M&As. Moreover, we discover a positive association between the previous quarter's changes in “monitoring” bond-blockholders' positions and the acquiring firms' 3-day cumulative abnormal returns (CARs).</p>\n </section>\n \n <section>\n \n <h3> Theoretical/Academic Implications</h3>\n \n <p>In corporate finance literature, equity-blockholders have long been recognized as effective monitors. Despite the importance of debt as most firms' primary funding source, the benefits of debt for monitoring the efficiency of managers and their organizations have been largely overlooked in the existing literature. Thus, this study provides evidence on the additional and distinct monitoring roles of bond-blockholders beyond those of equity-blockholders in M&A processes and the impact of bond-blockholders on shareholders' wealth around M&A announcements.</p>\n </section>\n \n <section>\n \n <h3> Practitioner/Policy Implications</h3>\n \n <p>This study offers insights to policymakers interested in enhancing the legitimacy of corporate governance on the monitoring spillover effects of bondholders to shareholders in the context of M&As. In addition, our findings suggest that bondholders can have a long-term perspective beyond the limited time horizon of bond maturity and influence M&A processes positively. Thus, this study has significant implications for managers and practitioners interested in which investors positively affect M&As.</p>\n </section>\n </div>","PeriodicalId":48209,"journal":{"name":"Corporate Governance-An International Review","volume":"32 3","pages":"391-407"},"PeriodicalIF":4.6000,"publicationDate":"2023-06-06","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":"0","resultStr":"{\"title\":\"Bond-blockholders and corporate acquisitions\",\"authors\":\"Chune Young Chung, Sunghoon Joo, Sanggyu Kang\",\"doi\":\"10.1111/corg.12546\",\"DOIUrl\":null,\"url\":null,\"abstract\":\"<div>\\n \\n \\n <section>\\n \\n <h3> Research Question/Issue</h3>\\n \\n <p>We examine whether bond-blockholders provide additional, distinct monitoring roles in merger and acquisition (M&A) processes beyond those of equity-blockholders. Using a sample of 4309 M&A deals reported between 2001 and 2010, we shed new light on the monitoring spillover effects of bondholders to shareholders in the context of M&As.</p>\\n </section>\\n \\n <section>\\n \\n <h3> Research Findings/Insights</h3>\\n \\n <p>Our findings demonstrate a positive relationship between the presence of bond-blockholders (or a change in their position) and acquiring firms' abnormal return announcements, which supports the monitoring spillover effects from bondholders to shareholders in M&A processes. Our subsample analyses indicate that bond-blockholders are better monitors of (1) overconfident CEOs engaging in M&As, (2) CEOs exhibiting risk-taking behavior in M&As, and (3) entrenched managers participating in M&As. Moreover, we discover a positive association between the previous quarter's changes in “monitoring” bond-blockholders' positions and the acquiring firms' 3-day cumulative abnormal returns (CARs).</p>\\n </section>\\n \\n <section>\\n \\n <h3> Theoretical/Academic Implications</h3>\\n \\n <p>In corporate finance literature, equity-blockholders have long been recognized as effective monitors. Despite the importance of debt as most firms' primary funding source, the benefits of debt for monitoring the efficiency of managers and their organizations have been largely overlooked in the existing literature. Thus, this study provides evidence on the additional and distinct monitoring roles of bond-blockholders beyond those of equity-blockholders in M&A processes and the impact of bond-blockholders on shareholders' wealth around M&A announcements.</p>\\n </section>\\n \\n <section>\\n \\n <h3> Practitioner/Policy Implications</h3>\\n \\n <p>This study offers insights to policymakers interested in enhancing the legitimacy of corporate governance on the monitoring spillover effects of bondholders to shareholders in the context of M&As. In addition, our findings suggest that bondholders can have a long-term perspective beyond the limited time horizon of bond maturity and influence M&A processes positively. Thus, this study has significant implications for managers and practitioners interested in which investors positively affect M&As.</p>\\n </section>\\n </div>\",\"PeriodicalId\":48209,\"journal\":{\"name\":\"Corporate Governance-An International Review\",\"volume\":\"32 3\",\"pages\":\"391-407\"},\"PeriodicalIF\":4.6000,\"publicationDate\":\"2023-06-06\",\"publicationTypes\":\"Journal Article\",\"fieldsOfStudy\":null,\"isOpenAccess\":false,\"openAccessPdf\":\"\",\"citationCount\":\"0\",\"resultStr\":null,\"platform\":\"Semanticscholar\",\"paperid\":null,\"PeriodicalName\":\"Corporate Governance-An International Review\",\"FirstCategoryId\":\"91\",\"ListUrlMain\":\"https://onlinelibrary.wiley.com/doi/10.1111/corg.12546\",\"RegionNum\":3,\"RegionCategory\":\"管理学\",\"ArticlePicture\":[],\"TitleCN\":null,\"AbstractTextCN\":null,\"PMCID\":null,\"EPubDate\":\"\",\"PubModel\":\"\",\"JCR\":\"Q1\",\"JCRName\":\"BUSINESS\",\"Score\":null,\"Total\":0}","platform":"Semanticscholar","paperid":null,"PeriodicalName":"Corporate Governance-An International Review","FirstCategoryId":"91","ListUrlMain":"https://onlinelibrary.wiley.com/doi/10.1111/corg.12546","RegionNum":3,"RegionCategory":"管理学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":null,"EPubDate":"","PubModel":"","JCR":"Q1","JCRName":"BUSINESS","Score":null,"Total":0}
We examine whether bond-blockholders provide additional, distinct monitoring roles in merger and acquisition (M&A) processes beyond those of equity-blockholders. Using a sample of 4309 M&A deals reported between 2001 and 2010, we shed new light on the monitoring spillover effects of bondholders to shareholders in the context of M&As.
Research Findings/Insights
Our findings demonstrate a positive relationship between the presence of bond-blockholders (or a change in their position) and acquiring firms' abnormal return announcements, which supports the monitoring spillover effects from bondholders to shareholders in M&A processes. Our subsample analyses indicate that bond-blockholders are better monitors of (1) overconfident CEOs engaging in M&As, (2) CEOs exhibiting risk-taking behavior in M&As, and (3) entrenched managers participating in M&As. Moreover, we discover a positive association between the previous quarter's changes in “monitoring” bond-blockholders' positions and the acquiring firms' 3-day cumulative abnormal returns (CARs).
Theoretical/Academic Implications
In corporate finance literature, equity-blockholders have long been recognized as effective monitors. Despite the importance of debt as most firms' primary funding source, the benefits of debt for monitoring the efficiency of managers and their organizations have been largely overlooked in the existing literature. Thus, this study provides evidence on the additional and distinct monitoring roles of bond-blockholders beyond those of equity-blockholders in M&A processes and the impact of bond-blockholders on shareholders' wealth around M&A announcements.
Practitioner/Policy Implications
This study offers insights to policymakers interested in enhancing the legitimacy of corporate governance on the monitoring spillover effects of bondholders to shareholders in the context of M&As. In addition, our findings suggest that bondholders can have a long-term perspective beyond the limited time horizon of bond maturity and influence M&A processes positively. Thus, this study has significant implications for managers and practitioners interested in which investors positively affect M&As.
期刊介绍：
The mission of Corporate Governance: An International Review is to publish cutting-edge international business research on the phenomena of comparative corporate governance throughout the global economy. Our ultimate goal is a rigorous and relevant global theory of corporate governance. We define corporate governance broadly as the exercise of power over corporate entities so as to increase the value provided to the organization"s various stakeholders, as well as making those stakeholders accountable for acting responsibly with regard to the protection, generation, and distribution of wealth invested in the firm. Because of this broad conceptualization, a wide variety of academic disciplines can contribute to our understanding.
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