Do Antitakeover Provisions Harm Shareholders?

33 Pages Posted: 6 Apr 2010 Last revised: 11 Apr 2010

Miroslava Straska

Virginia Commonwealth University (VCU) - School of Business

H. Gregory Waller

Virginia Commonwealth University School of Business

Date Written: April 2, 2010

Abstract

We reexamine the negative relation between firm value and the number of antitakeover provisions a firm has in place. We document that firms with characteristics indicating low power to bargain for favorable terms in a takeover, but also indicating high potential agency costs, have more antitakeover provisions in place. We also find that for these firms, Tobin’s Q increases in the number of adopted provisions. These findings are robust to several methods that control for endogeneity. Our evidence suggests that adopting more antitakeover provisions is beneficial for certain firms and challenges the commonplace view that antitakeover provisions are universally harmful for shareholders.

Keywords: Corporate governance, Governance index, Antitakeover provisions, Tobin’s Q

JEL Classification: G30, G34, K22

Suggested Citation

Straska, Miroslava and Waller, H. Gregory, Do Antitakeover Provisions Harm Shareholders? (April 2, 2010). Journal of Corporate Finance, Forthcoming. Available at SSRN: https://ssrn.com/abstract=1583523

Miroslava Straska (Contact Author)

Virginia Commonwealth University (VCU) - School of Business ( email )

Richmond, VA 23284-4000
United States

H. Gregory Waller

Virginia Commonwealth University School of Business ( email )

Richmond, VA 23226
United States

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