Contesting Corporate Control in the U.S.: The Role of Ownership Structure and the Anti-takeover Measure

Foley, Maggie and Cebula, Richard and Houmes, Robert (2014): Contesting Corporate Control in the U.S.: The Role of Ownership Structure and the Anti-takeover Measure.

Abstract

This study investigates the role of ownership structure and anti-takeover measure in proxy contests using the nested logistic model. Findings indicate that dissidents target small firms with high agency costs, poor performance, and a high volume of prior shareholder proposals for Media Threats. Following a Media Threat, dissidents target firms with more independent boards, with the next step being a SEC filing of a proxy fight. After that, management in firms with "poison pills" and less independent boards are more likely to settle contests with dissidents, while firms with lower insider ownership are more likely to go through a proxy fight.

• Item Type: MPRA Paper
• Language: English
• Keywords: proxy fight; institutional shareholders; anti-takeover measures; nested logistic model
• Subjects: D - Microeconomics > D7 - Analysis of Collective Decision-Making > D72 - Political Processes: Rent-Seeking, Lobbying, Elections, Legislatures, and Voting Behavior; D - Microeconomics > D7 - Analysis of Collective Decision-Making > D74 - Conflict ; Conflict Resolution ; Alliances ; Revolutions; G - Financial Economics > G3 - Corporate Finance and Governance > G32 - Financing Policy ; Financial Risk and Risk Management ; Capital and Ownership Structure ; Value of Firms ; Goodwill; G - Financial Economics > G3 - Corporate Finance and Governance > G34 - Mergers ; Acquisitions ; Restructuring ; Corporate Governance

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