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Journal of Financial and Quantitative Analysis Vol. 57 No. 7 2022

Why Are Bidder Termination Provisions Included in Takeovers?

Zhiyao Chen; Hamed Mahmudi; Aazam Virani; Xiaofei Zhao

Abstract

We present a rationale for bidder termination provisions that considers their effect on bidders’ and targets’ joint takeover gains. The provision’s inclusion can create value by enabling termination when the target becomes less valuable to the bidder than on its own, but creates a trade-off because termination may also occur when the target is more valuable to the bidder than on its own. This trade-off explains why the provision is included in only some deals, and explains variation in termination fees. Inclusion of the provision is associated with larger combined announcement returns, provided that the termination fee is priced appropriately.

DOI
10.1017/s0022109021000508
Volume
57
Issue
7
Pages
2860-2896
Language
en
Sources
bibtex:phds-export.bib crossref openalex

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