Too Busy or Well-Connected? Evidence from a Shock to Multiple Directorships

2018 ◽  
Vol 94 (2) ◽  
pp. 83-104 ◽  
Author(s):  
Anna Bergman Brown ◽  
Jing Dai ◽  
Emanuel Zur

ABSTRACT Prior literature documents that multiple directorships are negatively associated with operating performance due to overly busy directors; however, multiple directorships may also increase firm value because directors gain access to valuable connections, resources, and information through their multiple appointments. This paper examines M&A that terminate target firms' entire boards as a negative shock to both board busyness and connections at other firms, as a complement to Hauser (2018). We document that firms experiencing a decrease in multiple directorships due to M&A exhibit improved operating performance, monitoring, and strategic advising, on average. Firms with the smallest decrease in board connections experience the greatest improvement in operating performance and advising, while firms with the greatest decrease in board connections experience null or negative effects on operating performance and advising. Our findings provide new evidence of the costs and benefits of multiple directorships based on board busyness and connections.

2020 ◽  
Author(s):  
Deqiu Chen ◽  
Huasheng Gao ◽  
Yujing Ma

We present evidence that the desire to gain human capital is an important motive for corporate acquisitions. Our tests exploit the staggered recognition of the Inevitable Disclosure Doctrine (IDD) by U.S. state courts, which prevents employees with trade secret knowledge from working for other firms. We find a significant increase in the likelihood of being acquired for firms headquartered in states that recognize such a doctrine relative to firms headquartered in states that do not. Our result is stronger for firms with greater human capital and for firms whose employees have better ex ante employment mobility. We show that the IDD is positively associated with the retention of target firms’ key technicians, employees, and top executives after an acquisition. We also show that the IDD is positively associated with synergy creation, acquirers’ announcement returns, and acquirers’ long-run stock and operating performance. Overall, our result indicates that corporate acquisitions can be used as a means for firms to overcome labor market frictions and gain access to valuable human capital. This paper was accepted by David Simchi-Levi, finance.


Author(s):  
Ilona Babenko ◽  
Fangfang Du ◽  
Yuri Tserlukevich

We analyze how employee compensation contracts of target firms affect merger terms and outcomes. Using unique data from merger agreements, we document that in 80.0% of all merger and acquisition (M&A) deals, at least some of the target’s employee stock options (ESOs) are canceled by the acquirer and not replaced by new equity-based grants. Contract modifications reduce the value of ESOs by 38.4% in the average M&A deal. Further, the combined merger returns are larger when employees experience greater losses. Overall, our results indicate that the benefits of reducing the number of ESOs outweigh the potential negative effects on firm value.


2011 ◽  
Vol 25 (1) ◽  
pp. 177-195 ◽  
Author(s):  
Kim Nam Gon ◽  
Park Young-Seog

Author(s):  
Matthew E. Souther

Researchers disagree about the impact of board independence on firm value. The disagreement generally stems from the endogenous nature of board appointments. I add new evidence to this discussion by using a sample of closed-end funds to document the value-enhancing effects of independent boards. Using cross-sectional, difference-in-differences, and instrumental variables techniques, I address these endogeneity concerns and find consistent evidence that board independence is associated with higher firm value.


Author(s):  
Simi Kedia ◽  
Laura Starks ◽  
Xianjue Wang

Abstract Hedge fund activists have ambiguous relationships with the institutional shareholders in their target firms. While some support their activities, others counter their actions. Due to their relatively small holdings in target firms, activists typically need the cooperation of other institutional shareholders that are willing to influence the activists’ campaign success. We find the presence of “activism-friendly” institutions as owners is associated with an increased probability of being a target, higher long-term stock returns, and higher operating performance. Overall, we provide evidence suggesting the composition of a firm’s ownership has significant effects on hedge fund activists’ decisions and outcomes.


Author(s):  
Pradit Withisuphakorn ◽  
Pornsit Jiraporn

Abstract We contribute to the debate on the costs and benefits of busy directors by investigating the effect of busy directors on firm value during a stressful time, i. e. during the Great Recession. Our results show that busy directors improve firm value significantly during the financial crisis. In particular, a rise in directors’ busyness by one standard deviation results in an improvement in Tobin’s q by 6.41 %. Directors with multiple board seats appear to help firms navigate the crisis more successfully, supporting the notion that multiple board seats signal higher quality. Outside the crisis period, however, we find that busy directors reduce firm value, consistent with many prior studies. Our results are crucial as they show that governance mechanisms function differently during stressful times than they do during normal times. Firms should exercise great caution before imposing limits on outside board seats on their directors.


2009 ◽  
Vol 5 (1) ◽  
pp. 37-47
Author(s):  
Andrea Graf ◽  
Markus Stiglbauer

Determining the optimum size of corporate boards is an important task for companies. Agency theory suggests that either too large or too small boards cause negative effects on firm operating performance. For a given sample of 113 listed firms in the German Prime market, we tested the effect of board size on return on assets and return on equity. Our findings provide evidence that there is a significantly negative Management Board size effect both on return on assets and return on equity. The results are consistent with the assumption of dysfunctional norms of behaviour within the German two-tier board structure.


2014 ◽  
Vol 30 (6) ◽  
pp. 1577 ◽  
Author(s):  
Kun Su ◽  
Rui Wan

<p>Using a firm-level panel data of Chinese listed firms, this paper examines the effects of state control on firm value and the different impacts that have under different degree of marketization deeply. The results show: compared with non-state controlled firms, state controlled firms are imposed by much policy burden and have more serious tunneling or expropriation behaviors. Therefore, firm values in state controlled firms are lower than in non-state controlled firms. For state controlled firms, the lower the government administrative ranks, the more serious the intervention or expropriation behaviors imposed by government, and thus the lower the firm value. Compared with low marketization regions, the negative effects of state control and low government administrative rank control on firm value is relatively smaller in regions with high degree of marketization.</p>


2007 ◽  
Vol 5 (2) ◽  
pp. 125 ◽  
Author(s):  
Rafael Liza Santos ◽  
Alexandre Di Miceli da Silveira

This paper investigates the simultaneous participation of directors in different companies from 320 Brazilian listed firms in 2003 and 2005. We identify which firms are connected through a network of directors, which corporate characteristics contribute to this phenomenon, and if board interlocking influences firm value and operational performance. The results show that interlocking directorates are a common practice in Brazil. Besides, larger boards, more dispersed ownership structures, and larger firm size are factors associated with a high level of board interlocking. Moreover, we find that firm value is, on average, negatively impacted by higher levels of board interlocking, especially on firms with board of directors considered too busy (those in which a majority of directors hold three or more directorships) or on firms where their CEO hold directorships in other companies. Besides being a pioneer work on this field in Latin America, the paper provides subsides for the preparation of good corporate governance practices from regulators regarding the effectiveness of multiple directorships and its consequences for corporate value.


2019 ◽  
pp. 158-176
Author(s):  
Gary G. Mittelbach ◽  
Brian J. McGill

The consequences of beneficial interactions for the diversity and functioning of communities remain poorly understood, but this is changing. This chapter examines how mutualism may evolve in the face of cheating, using the concept of biological markets where members of each species exchange resources and services, with associated costs and benefits. Understanding the evolution and maintenance of positive interactions in communities requires that we consider the broader web of interactions and abiotic conditions in which mutualisms are embedded—their context dependency. Ant-plant mutualisms, plant-Rhizobium mutualisms, and plant-mycorrhizal fungi mutualisms are discussed as examples of shifting costs and benefits based on context dependency. Recent advances at incorporating positive interactions into community theory allow species to have both positive and negative effects on each other’s population growth rate. For example, the presence of a neighboring plant may enhance survival in a harsh environment, but may reduce plant growth due to competition for resources.


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