PhD Lunch Seminars Amsterdam

Speaker(s)
Christel Karsten (VU University)
Date
2012-03-20
Location
Amsterdam

This paper uses proprietary access to 151 takeover contracts to empirically study the provisions that are being used to sell privately held targets. We analyze the factors that drive the variation in two sets of key contract provisions, those on the design of the payment structures and those on the warranties granted by the sellers. We find that economic and legal variables account for 13% of the variation in the payment provisions and 37% of the variation in warranties provisions. We then show that the styles of the law firms (“law firm fixed effects”) and those of the lawyers involved in the deals (“lawyer fixed effects”) explain a substantial additional part of the variation in contract provisions. The impact of both law firms and lawyers depends highly on the type of contract provision. Our findings suggest that takeover contracts reflect underlying economic and legal conditions, but also the preferences or expertise of the involved legal advisors.