Target governance provisions and acquisition types

Abstract

We examine the role of target firms’ governance characteristics in determining their survival status and acquirer type. We find that conditional on being a takeover target, firms with a powerful board, those that are insider dominated and immune from shareholder oversight, are more likely to undergo a private equity backed buyout compared to acquisition by public firms or a non-private equity backed buyout. We document a positive (negative) relationship between anti-takeover provisions and the likelihood of being acquired by a public company (going-private transaction). Firms do not seem to change their governance characteristics in anticipation of being taken over. Overall, our results from multinomial regressions provide robust support for the notion that likelihood of being a target and undergoing a specific type of transaction is a matching process in which both the target and the acquirer try to maximize their own welfare.