Footnotes 1 . The source of these statistics is Mergers & Acquisitions , September/October 1987. 2 . A recent study Gregg Jarrell, James Brickley, and Jeffrey Netter distinguishes between two broad categories of defensive measures‐those receiving voting approval by shareholders and those adopted unilaterally by management without shareholder approval. On average, those defensive tactics which require shareholder approval do not harm shareholders. However, those defensive actions which are adopted unilaterally by management are in most cases harmful to target shareholders. For further details, see G. Jarrell, J. Brickley, and J. Netter, “The Market for Corporate Control: The Empirical Evidence Since 1980,” forthcoming in the Journal of Economic Perspectives. 3 . See Harry DeAngelo, Linda DeAngelo, and Ed Rice, “Going Private,” Midland Corporate Finance Journal (Summer 1984). See also Khalil Torabzadeh and William Bertin, “Leveraged Buyouts and Stockholder Wealth,” Journal of Financial Research , (Winter 1987), p. 313–321. 4 . The argument for the control function of debt was first presented formally by Michael Jensen in “Agency Costs of Free Cash Flow, Corporate Finance, and Takeovers,” American Economic Review (May 1986), pp. 326–329. Free cash flow is the cash flow in excess of that required to fund positive net
Journal of Applied Corporate Finance – Wiley
Published: Mar 1, 1988
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