scholarly journals Insider Trading and Institutional Holdings in Mergers and Acquisitions

2018 ◽  
Vol 6 (4) ◽  
pp. 144-155
Author(s):  
Ching-Chih Wu ◽  
Bing-Huei Lin ◽  
Tung-Hsiao Yang
Keyword(s):  
Mergers And Acquisitions ◽  
Insider Trading ◽  
Institutional Holdings

The SEC’s Impact on the Federalization of Corporate Governance—A Traditional Perspective

2018 ◽  
Author(s):  
Marc I. Steinberg
Keyword(s):  
Corporate Governance ◽  
Mergers And Acquisitions ◽  
Insider Trading ◽  
Securities And Exchange Commission ◽  
Outside Directors ◽  
Tender Offers ◽  
Going Private ◽  
Rule Making

This chapter examines, from a traditional perspective, several areas where the Securities and Exchange Commission (SEC) has impacted corporate governance in a meaningful way. By way of example, these subjects include insider trading, qualitative materiality, the role of gatekeepers (such as outside directors, attorneys, and accountants), the Commission’s use of disclosure to influence conduct, the implementation by subject companies of undertakings pursuant to SEC enforcement proceedings, and mergers and acquisitions (including tender offers and going-private transactions). This chapter’s focus is on the manner in which the SEC for well over 50 years has impacted corporate governance by means of exercising its rule-making and oversight authority.

Autophagy

2016 ◽  
Author(s):  
Michael Kinch
Keyword(s):  
New York ◽  
Erectile Dysfunction ◽  
Pharmaceutical Industry ◽  
Mergers And Acquisitions ◽  
Insider Trading ◽  
High Profile ◽  
The Past ◽  
Innovative Company ◽  
Martha Stewart ◽  
A Company

The title of the chapter is a Greek term that literally translates into “eating oneself” and is representative of a trend of mergers and acquisitions that has subsumed the drug development enterprise over the past three decades and now fundamentally threatens our ability to develop new medicines. We begin with two examples of acquisitions by Eli Lilly & Company. One product resulted from an unexpected discovery by Pfizer scientists of a drug meant to treat angina that had the unexpected but not undesired effect of treating erectile dysfunction. The second acquisition, of New York-based Imclone, was the final step in a high profile controversy that led the jailing of its CEO and the celebrity Martha Stewart for insider trading. Despite these two acquisitions, Eli Lilly largely did not participate in the merger mania of the past few decades and we relate how this most innovative company fell through the rankings to become a middling contender. This waning resulted from the meteoric rise of Pfizer as one of the most aggressive purveyors of pharmaceutical industry consolidation and the unlikely rise of Valeant Pharmaceuticals, a company with a checkered history and ongoing woes.

Summary of Recommendations for Adoption

2021 ◽  
pp. 301-322
Author(s):  
Marc I. Steinberg
Keyword(s):  
Corporate Governance ◽  
Mergers And Acquisitions ◽  
Insider Trading ◽  
Securities And Exchange Commission ◽  
Business Practices ◽  
Due Diligence ◽  
Securities Litigation ◽  
Legitimate Business ◽  
Adoption And Implementation ◽  
The U.S

This chapter summarizes key recommendations that are proffered throughout this book. Recommendations that are proposed encompass the areas of the disclosure framework, issuer exemptions from Securities Act registration, exemptions for resales of securities, the Securities Act registration framework, due diligence in registered offerings, the federalization of corporate governance, private securities litigation, insider trading, mergers and acquisitions, and the Securities and Exchange Commission. In total, well over 100 recommendations are set forth in this chapter. Hence, this book has identified problematic areas, analyzed their shortcomings, and recommended solutions that should ameliorate the deficiencies that exist. With the adoption and implementation of the recommendations made herein, the U.S. securities framework should become more transparent, even-handed, and investor-oriented without imposing undue burdens on legitimate business practices.

Regulatory Ambiguity

2021 ◽  
pp. 132-148
Author(s):  
Laura Pinto Hansen
Keyword(s):  
Mergers And Acquisitions ◽  
Insider Trading ◽  
Hedge Funds ◽  
Employee Involvement ◽  
White Collar Crime ◽  
White Collar ◽  
The Political ◽  
Senior Executives ◽  
Employee Stock Ownership ◽  
Financial Investments

Ordinarily “black money” is considered a part of illegal transactions involving cash payments. However, in the case of illegal insider trading, illegal profits are often hidden in the purchase of luxury items and financial investments through offshore accounts. Aiding in this particular white-collar crime is the ambiguity of regulation, often dependent on the political whims of whatever party is in office at the time. Adding to the confusion is the fact that in some cases, “insider traders” are acting legitimately, as in the case of senior executives with stock buying options within their compensation or with lower-level employees participating in employee stock ownership programs (ESOPs). Though there are exhaustive ways by which illegal trading information is passed around, there are certain industries, including finance, that lend themselves to greater risk for employee involvement in illegal insider trading. This chapter includes discussions of mergers and acquisitions frenzies, as well as hedge funds and their contributions to illegal insider trading.

scholarly journals Insider Trading and Institutional Holdings in Seasoned Equity Offerings

2018 ◽  
Vol 11 (3) ◽  
pp. 53 ◽  
Author(s):  
Ching-Chih Wu ◽  
Tung-Hsiao Yang
Keyword(s):  
Insider Trading ◽  
Institutional Investors ◽  
Explanatory Power ◽  
Spillover Effects ◽  
Seasoned Equity Offerings ◽  
Trading Behavior ◽  
Equity Offerings ◽  
Institutional Holdings ◽  
Insider Trades ◽  
The Impact

We investigate three issues about the impact of insider trades and institutional holdings on seasoned equity offerings (SEOs). First, we test how insider trades affect the trading behavior of institutional investors in SEOs. Second, we test whose trading behavior, either insiders or institutional investors, has greater explanatory power for the performance of SEO firms after issuing new stocks. Third, we analyze the industry-wide spillover effects of insider trades and institutional holdings. Empirically, we find that insiders and institutional investors of SEO firms may utilize similar information in their transactions because insider trades induce similar trading behavior for institutional investors. In addition, insider trades, relative to institutional holdings, have greater explanatory power for SEO firm’s long-term performance. Finally, compared with insider trades, institutional holdings have a more significant spillover effect in the industry of SEO firms.

Mergers and Acquisitions: Sharing Lessons Learned

2011 ◽  
Author(s):  
Robin R. Cohen ◽  
Kim Stepanski ◽  
Miriam Ort ◽  
Eryn A. O'Brien
Keyword(s):  
Mergers And Acquisitions ◽  
Lessons Learned
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