Do Acquirers Disclose Good News or Withhold Bad News When They Finance Their Acquisitions Using Equity?

Review of Accounting Studies, Vol. 16, pp. 183-217, 2011

Posted: 28 Aug 2011

See all articles by Clive S. Lennox

Clive S. Lennox

University of Southern California

Rui Ge

Shenzhen University - Shenzhen Audencia Business School

Date Written: August 26, 2011

Abstract

Companies that use their own stock to finance acquisitions have incentives to increase their market values prior to the acquisition. This study examines whether such companies mislead investors by issuing overly optimistic forecasts of future earnings (“deception by commission”) or by withholding bad news about future earnings (“deception by omission”). We compare the management forecasts of acquiring firms in a pre-acquisition period (days -90 to -30 before the acquisition announcement) and a post-acquisition period (days 30 to 90 after the acquisition is completed). We show that, when acquisitions are financed using stock, companies are not more likely to issue overly optimistic earnings forecasts during the pre-acquisition period compared with the postacquisition period. However, these same acquirers are more likely to withhold impending bad news about future earnings. Consistent with litigation having an asymmetric effect on disclosure incentives, our findings suggest that deception by omission occurs more often than deception by commission.

Keywords: Disclosure, Deception, Acquisitions, Management Forecasts

JEL Classification: D21, D83, M41

Suggested Citation

Lennox, Clive and Ge, Rui, Do Acquirers Disclose Good News or Withhold Bad News When They Finance Their Acquisitions Using Equity? (August 26, 2011). Review of Accounting Studies, Vol. 16, pp. 183-217, 2011, Available at SSRN: https://ssrn.com/abstract=1917858

Clive Lennox (Contact Author)

University of Southern California ( email )

2250 Alcazar Street
Los Angeles, CA 90089
United States

Rui Ge

Shenzhen University - Shenzhen Audencia Business School ( email )

Shenzhen
China

Here is the Coronavirus
related research on SSRN

Paper statistics

Abstract Views
1,408
PlumX Metrics