55 Pages Posted: 16 Mar 2011 Last revised: 2 Mar 2016
Date Written: February 29, 2016
We examine the nature of takeover resistance by investigating the determinants of the choice by target managers to take post-offer actions designed to aggressively frustrate the takeover bid, in preference to choosing passive resistance through tactics that just secure a better offer for shareholders. We find that target firm governance and bidder offer characteristics significantly influence the choice in a manner consistent with takeover ‘frustrating actions’ being motivated by managerial entrenchment. We also find that, relative to passive resistance, frustrating actions negatively impact stockholder payoffs and increase the likelihood of CEO turnover, irrespective of whether the resisted bid succeeds.
Keywords: Takeover bid; Resistance; Corporate Governance; C.E.O. turnover
JEL Classification: G34
Suggested Citation: Suggested Citation
Carline, Nicholas F. and Linn, Scott C. and Yadav, Pradeep K., The Nature of Takeover Resistance: Aggressive Post-Offer Actions to Frustrate Takeover Bids vs. Passive Resistance (February 29, 2016). American Finance Association Meetings Working Paper. Available at SSRN: https://ssrn.com/abstract=1785364 or http://dx.doi.org/10.2139/ssrn.1785364