We provide new evidence on termination provisions and the takeover bidding process. Our central contribution is a novel database from Securities and Exchange Commission (SEC) documents that accurately measures the incidence of termination provisions and the depth of competition in takeover deals. We show that biased data in prior research produced incorrect conclusions on the relation between termination provisions and judicial decisions, bidder toeholds, and deal size. Our comprehensive data also show that termination provisions are positively related to takeover competition. Our evidence is consistent with the information/commitment hypothesis in which termination provisions do not truncate bidding but instead culminate the takeover process.

We study patterns of new lists, delisting and mergers in deregulated industries in the 1973 to 2017 period. Consistent with prior research, we find that merger activity tends to cluster in deregulated industries. But we provide new evidence that new lists and overall delisting also cluster in deregulated industries, with new lists preceding delisting. We also find that deregulated industries are growing in size and value prior to deregulation and grow significantly larger, more valuable and more competitive following deregulation. The results are consistent with the linkage of deregulation and industries undergoing significant change; deregulation aids in industry adaptation to change and facilitates expansion. Moreover, the results provide a specific mechanism by which industries undergo event waves.

We study the causes and effects of the competition for order flow by U.S. regional stock exchanges. We trace the origins of competition for order flow to a change in the role of regional exchanges from being venues for listing local securities to being more direct competitors for the order flow of NYSE listings. We study the way regionals competed for order flow, concentrating on a series of stock‐exchange mergers that occurred in the midst of this transition of the regional exchanges. The merging exchanges attracted market share and experienced narrower bid‐ask spreads.

As measured by the number of bidders that publicly attempt to acquire a target, the takeover arena in the 1990s appears noncompetitive. However, we provide novel data on the pre‐public, private takeover process that indicates that public takeover activity is only the tip of the iceberg of actual takeover competition during the 1990s. We show a highly competitive market where half of the targets are auctioned among multiple bidders, while the remainder negotiate with a single bidder. In event study analysis, we find that the wealth effects for target shareholders are comparable in auctions and negotiations.

The authors have been editors of the Journal of Corporate Finance for nineteen years and are now stepping down. Here we offer some observations from our years as editors of the Journal. We hope they are useful to the new editors, the publisher, referees and authors. Thank you to all those who helped us in our task as editors.

Research on information economics and securities markets dating back to Stigler (Journal of Political Economy, 69 (1961), 213–225; Journal of Business, 37 (1964), 117–142) argues that trading will tend to centralize in major market centers such as the New York Stock Exchange (NYSE). The NYSE's recent mergers with Archipelago and Euronext bring questions about the viability and effects of competition between stock exchanges to the policy forefront. We examine the largely forgotten but unparalleled episode of competition between the NYSE and the Consolidated Stock Exchange of New York (Consolidated) from 1885 to 1926. The Consolidated averaged 23% of NYSE volume for approximately forty years by operating a second market for the most liquid securities that traded on the Big Board. Our results suggest that NYSE bid-ask spreads fell by more than 10% when the Consolidated began to trade NYSE stocks and subsequently increased when the Consolidated ceased operations. The empirical analysis suggests that this historical episode of stock market competition improved consumer welfare by an amount equivalent to US$9.6 billion today.

We study the causes and effects of the competition for order flow by U.S. regional stock exchanges. We trace the origins of competition for order flow to a change in the role of regional exchanges from being venues for listing local securities to being more direct competitors for the order flow of NYSE listings. We study the way regionals competed for order flow, concentrating on a series of stock‐exchange mergers that occurred in the midst of this transition of the regional exchanges. The merging exchanges attracted market share and experienced narrower bid‐ask spreads.