TY - JOUR
T1 - The choice between various freeze-out procedures and its consequences
AU - Lauterbach, Beni
AU - Lyandres, Evgeny
AU - Mugerman, Yevgeny
AU - Yarkoni, Barak
N1 - Publisher Copyright:
© 2021 B. Lauterbach, E. Lyandres, Y. Mugerman and B. Yarkoni
PY - 2021/11/8
Y1 - 2021/11/8
N2 - We develop a model of freeze-out merger and tender offers and test it in an economy where merger and tender regulation are extremely different. Using a relatively large sample of 329 freeze-out offers in Israel during 2000–2019, we document evidence consistent with the model. We also find that tender offers: (1) are the preferred technique; (2) offer lower premiums; and (3) suffer from a relatively large (40%) offer rejection rate. These findings diverge from U.S. evidence, and are partly due to differences in the tender offer procedures. Thus, our study illustrates that the tender offer procedure is a delicate one, and explains why Delaware has often amended it.
AB - We develop a model of freeze-out merger and tender offers and test it in an economy where merger and tender regulation are extremely different. Using a relatively large sample of 329 freeze-out offers in Israel during 2000–2019, we document evidence consistent with the model. We also find that tender offers: (1) are the preferred technique; (2) offer lower premiums; and (3) suffer from a relatively large (40%) offer rejection rate. These findings diverge from U.S. evidence, and are partly due to differences in the tender offer procedures. Thus, our study illustrates that the tender offer procedure is a delicate one, and explains why Delaware has often amended it.
KW - Controlling shareholders
KW - Going private transactions
KW - Mergers
KW - Tender offers
UR - http://www.scopus.com/inward/record.url?scp=85119043044&partnerID=8YFLogxK
U2 - 10.1561/108.00000055
DO - 10.1561/108.00000055
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AN - SCOPUS:85119043044
SN - 2380-5005
VL - 6
SP - 315
EP - 351
JO - Journal of Law, Finance, and Accounting
JF - Journal of Law, Finance, and Accounting
IS - 2
ER -