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Valuation Effects of Greenmail Prohibitions

Published online by Cambridge University Press:  06 April 2009

Abstract

Greenmail payments are widely viewed as actions designed by managers to perpetuate their tenure in office. This view, which suggests that greenmail prohibitions would enhance shareholder wealth, receives mixed empirical support in this paper. The average market reaction to charter amendments prohibiting greenmail payments is weakly negative, suggesting there is a value to maintaining managerial flexibility. Nonlinear maximum likelihood estimation, however, reveals a strong positive correlation between the market reaction and the firm's abnormal stock price runup over the three months just prior to the proxy mailing date. For the subsample of firms with a relatively large prior runup, the precommitment not to pay greenmail is value enhancing. If the prior runup reflects takeover rumors, then this evidence is consistent with the proposition that greenmail payments amidst takeover speculations are value decreasing.

Type
Research Article
Copyright
Copyright © School of Business Administration, University of Washington 1990

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References

Asquith, P.Merger Bids, Uncertainty, and Stockholder Returns.” Journal of Financial Economics, 11 (04 1983), 5183.CrossRefGoogle Scholar
Bhagat, S., and Jefferis, R. H.. “You Can Fool Some of the People All of the Time: The Proxy Voting Process and Antigreenmail Charter Amendments.” Unpubl. Paper, Univ. of Utah (1989).Google Scholar
Bradley, M., and Wakeman, L. M.. “The Wealth Effects of Targeted Share Repurchases.” Journal of Financial Economics, 11 (04 1983), 301328.CrossRefGoogle Scholar
Brickley, J. A.Interpreting Common Stock Returns around Proxy Statement Disclosures and Annual Shareholder Meetings.” Journal of Financial and Quantitative Analysis, 21 (09. 1986), 343349.CrossRefGoogle Scholar
Dann, L. Y., and De Angelo, H.. “Standstill Agreements, Privately Negotiated Stock Repurchases, and the Market for Corporate Control.” Journal of Financial Economics, 11 (04 1983), 275330.CrossRefGoogle Scholar
De Angelo, H., and Rice, E.. “Antitakeover Charter Amendments and Stockholder Wealth.” Journal of Financial Economics, 11 (04 1983), 329360.CrossRefGoogle Scholar
Easterbrook, F., and Fischel, D.. “Corporate Control Transactions.” Yale Law Journal, 91 (03 1982), 698737.CrossRefGoogle Scholar
Eckbo, B. E. “Anatomy of a Takeover Defense: The Southam-Torstar Lock-Up Agreement.” Unpubl. Paper, Univ. of British Columbia (1989).Google Scholar
Eckbo, B. E.; Maksimovic, V.; and Williams, J.. “Consistent Estimators of Cross-Sectional Models in Event Studies.” Review of Financial Studies, 3 (1990), 343365.CrossRefGoogle Scholar
Gilson, R. J.Drafting an Effective Greenmail Prohibition.” Columbia Law Review, 88 (03 1988), 329353.CrossRefGoogle Scholar
Herzel, L., and Harris, D.. “A Practical Solution to the Ambiguities of Greenmail and Other Takeover Defenses.” Midland Corporate Finance Journal, 5 (1987), 4650.Google Scholar
Jarrell, G. A., and Poulsen, A. B.. “Shark Repellents and Stock Prices: The Effects of Antitakeover Amendments since 1980.” Journal of Financial Economics, 19 (09. 1987), 127168.CrossRefGoogle Scholar
Jensen, M. C.Takeovers: Folklore and Science.” Harvard Business Review, 62 (11./12. 1984), 109121.Google Scholar
Kalay, A., and Lowenstein, U.. “Predictable Events and Excess Returns: The Case of Dividend Announcements.”Journal of Financial Economics, 14 (09. 1985), 423449.CrossRefGoogle Scholar
Klein, A., and Rosenfeld, J.. “Targeted Share Repurchases and Top Management Changes.” Journal of Financial Economics, 20 (01/03 1988), 493506.CrossRefGoogle Scholar
Linn, S., and Mc Connell, J.. “An Empirical Investigation of the Impact of ‘Antitakeover’ Amendments on Common Stock Prices.” Journal of Financial Economics, 11 (04 1983), 361400.CrossRefGoogle Scholar
Malatesta, P. H., and Walkling, R. A.. “Poison Pill Securities: Stockholder Wealth, Profitability, and Ownership Structure.” Journal of Financial Economics, 20 (01./03 1986), 347376.CrossRefGoogle Scholar
Manne, H. G.Mergers and the Market for Corporate Control.” Journal of Political Economy, 73 (1965), 11101120.CrossRefGoogle Scholar
Mikkelson, W. H., and Ruback, R. S.. “Targeted Share Repurchases and Common Stock Returns.” Unpubl. paper, Univ. of Oregon (1986).Google Scholar
Schleifer, A., and Vishny, R. W.. “Greenmail, White Knights, and Shareholders' Interest.” Rand Journal of Economics, 17 (Autumn 1986), 293309.CrossRefGoogle Scholar
Theil, H.Principles of Econometrics. New York: John Wiley and Sons (1971).Google Scholar
Thompson, R.Conditioning the Returns-Generating Process on Firm-Specific Events: A Discussion of Event Study Methods.” Journal of Financial and Quantitative Analysis, 20 (06 1985), 151168.CrossRefGoogle Scholar