We study how share repurchases affect the ownership stake of outside blockholders in 950 publicly-traded US corporations from 1996 through 2001, using a control function approach to address the possible endogeneity of repurchases. We find that share repurchases tend to make outside ownership less concentrated: repurchasing 1% of outstanding common equity decreases the fraction owned by large shareholders by around one and a half percentage points. This may decrease outside shareholders' influence over firm decision-making. Our results are confirmed when we restrict the sample to institutional owners, but not to individual owners.

We analyze a model of a hostile takeover attempt in which shareholders are free to sell common-share voting rights as well as the shares themselves. Without taxation, only welfare-improving take-overs succeed. Allowing vote sales has no effect on the success of attempted takeovers or the profits of incumbent management or raiders. When taxes are levied, however, an inefficiently small number of value-increasing takeovers succeed if vote sales are prohibited. Allowing vote sales facilitates such takeovers and raises welfare. With taxation, incumbents would never prefer to defend against take-overs by purchasing votes, but raiders might well prefer this method.

We analyze a model of a hostile takeover attempt in which shareholders are free to sell common-share voting rights as well as the shares themselves. Without taxation, only welfare-improving take-overs succeed. Allowing vote sales has no effect on the success of attempted takeovers or the profits of incumbent management or raiders. When taxes are levied, however, an inefficiently small number of value-increasing takeovers succeed if vote sales are prohibited. Allowing vote sales facilitates such takeovers and raises welfare. With taxation, incumbents would never prefer to defend against take-overs by purchasing votes, but raiders might well prefer this method.

This paper offers a direct econometric test of the proposition that U.S. merger activity has occurred in waves. The authors fit a set of sine waves to the annual time-series data on mergers and find that the sine curves generally provide significant explanatory power. The parameters are statistically significant and reasonable in magnitudes, and the implied timing of peaks and troughs in merger activity is close to the actual dates of the peaks and troughs in the data. Thus, this formal test confirms what others have observed impressionistically: the data are consistent with a wave characterization. Copyright 1993 by MIT Press.