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Two-tier and negotiated tender offers: The imprisonment of the free-riding shareholder

Journal of Financial Economics 1987 19(2), 283-310
We measure the differential effects on shareholder wealth and tendering behavior of any-or-all, two-tier and partial tender offers and find no evidence that shareholders are disadvantaged by front-end-loaded corporate takeovers. Shareholders fare as well when the terms of an offer for control are negotiated with target-firm management as when they are not. Most cash tender offers executed between 1981 and 1984 were negotiated, and almost all two-tier offers were negotiated.

The Relative Signalling Power of Dutch‐Auction and Fixed‐Price Self‐Tender Offers and Open‐Market Share Repurchases

Journal of Finance 1991 46(4), 1243-1271
ABSTRACT We compare three forms of common stock repurchases. Dutch‐auction self‐tender offers and open‐market share repurchase programs are weaker signals of stock undervaluation than fixed‐price self‐tender offers. The price increase from buyback announcements is greater when insider wealth is at risk, greater following negative net‐of‐market stock returns, and unrelated to prior market returns. Buyback announcement returns are also increasing in the fraction of shares sought, which is consistent with both signalling and an upward‐sloping supply curve for stock.

The Relative Signalling Power of Dutch-Auction and Fixed-Price Self-Tender Offers and Open-Market Share Repurchases

Journal of Finance 1991 46(4), 1243
We compare three forms of common stock repurchases. Dutch-auction self-tender offers and open-market share repurchase programs are weaker signals of stock undervaluation than fixed-price self-tender offers. The price increase from buyback announcements is greater when insider wealth is at risk, greater following negative net-of-market stock returns, and unrelated to prior market returns. Buyback announcement returns are also increasing in the fraction of shares sought, which is consistent with both signalling and an upward-sloping supply curve for stock.