Publications
Publications
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- All HBS Web
(1,703)
- Faculty Publications (498)
- Article
Agency Costs, Mispricing, and Ownership Structure
By: Sergey Chernenko, C. Fritz Foley and Robin Greenwood
Standard theories of corporate ownership assume that because markets are efficient, insiders ultimately bear all agency costs that they create and therefore have a strong incentive to minimize conflicts of interest with outside investors. We argue that if equity is... View Details
- December 2012
- Article
Shareholder's Value?: Reassessing Investors' Functions
By: Jay W. Lorsch and Justin Fox
This article examines the three functions shareholders are supposed to provide: money, information, and discipline. View Details
- November 2012
- Teaching Note
Brink's Company: Activists Push for a Spin-off (TN)
By: Suraj Srinivasan
The case this Teaching Note addresses studies the decision of the security services company Brink's Corporation to spin off its home security division from the rest of the company. The decision followed intense pressure on the company by three activist hedge funds that... View Details
- October 2012
- Case
Hill Country Snack Foods Co.
By: W. Carl Kester and Craig Stephenson
Hill Country Snack Foods, located in Austin, Texas, manufactures, markets, and distributes snack foods and frozen treats. The CEO is passionate about maximizing shareholder value and believes in keeping tight control over costs and operating the business as efficiently... View Details
- October 2012
- Article
The Effect of Reference Point Prices on Mergers and Acquisitions
By: Malcolm Baker, Xin Pan and Jeffrey Wurgler
Prior stock price peaks of targets affect several aspects of merger and acquisition activity. Offer prices are biased toward recent peak prices although they are economically unremarkable. An offer's probability of acceptance jumps discontinuously when it exceeds a... View Details
- July 2012
- Case
Barclays Capital and the Sale of Del Monte Foods
By: John Coates, Clayton Rose and David Lane
This case explores the reputational and legal issues that arise as Barclays Capital attempted to manage client conflicts by following established industry practice in the face of changing legal norms. In February 2011, Judge Travis Laster granted a preliminary... View Details
- July 2012
- Case
El Paso's Sale to Kinder Morgan
By: John Coates, Clayton Rose and David Lane
On October 16, 2011, El Paso agreed to sell itself to Kinder Morgan for just over $21 billion. Shareholders filed suit, arguing that the process was tainted by conflict and that a higher price could be obtained. Delaware Chancellor Leo Strine agreed with the plaintiffs... View Details
- July–August 2012
- Article
What Good Are Shareholders?
By: Justin Fox and Jay W. Lorsch
The article looks at the role outside shareholders play in corporate governance in the U.S., and the relationship between companies' shareholders and managers, as of 2012. It recounts the shift beginning in the 1970s toward shareholders claiming an increasing amount of... View Details
- June 2012
- Article
Short Termism: Don't Blame the Investors
By: Francois Brochet, George Serafeim and Maria Loumioti
The article presents research on executives and corporation investor relations. A study is conducted of the language used by executives in conference calls discussing earnings with investors and financial analysts. A correlation was found between the use of language... View Details
- May 2012
- Article
Global, Local, and Contagious Investor Sentiment
By: Malcolm Baker, Jeffrey Wurgler and Yu Yuan
We construct investor sentiment indices for six major stock markets and decompose them into one global and six local indices. In a validation test, we find that relative sentiment is correlated with the relative prices of dual-listed companies. Global sentiment is a... View Details
- April 2012 (Revised May 2012)
- Case
Merck: Operating Science-Based Business
By: Ananth Raman, Inga Maurer and William Schmidt
Merck is known for its commitment to investing in basic R&D. Are Merck's long-term investments justifiable when the firm faces extreme earnings pressure? View Details
- 2012
- Working Paper
How Short-Termism Invites Corruption—And What to Do About It
Researchers and business leaders have long decried short-termism: the excessive focus of executives of publicly traded companies-along with fund managers and other investors-on short-term results. The central concern is that short-termism discourages long-term... View Details
- February 2012
- Article
Management Practices across Firms and Countries
By: Nicholas Bloom, Christos Genakos, Raffaella Sadun and John Van Reenen
For the last decade we have been using double-blind survey techniques and randomized sampling to construct management data on over 10,000 organizations across 20 countries. On average, we find that in manufacturing American, Japanese, and German firms are the best... View Details
Keywords: Management Practices and Processes; Competency and Skills; Governing Rules, Regulations, and Reforms; Organizations; Developing Countries and Economies; Economic Sectors; Performance; Business and Shareholder Relations; Private Equity; Multinational Firms and Management; United States; Germany; Japan; China; India
- 2012
- Working Paper
Earnings Management from the Bottom Up: An Analysis of Managerial Incentives Below the CEO
By: Felix Oberholzer-Gee and Julie Wulf
Performance-based pay is an important instrument to align the interests of managers with the interests of shareholders. However, recent evidence suggests that high-powered incentives also provide managers with incentives to manipulate the firm's reported earnings. The... View Details
- December 2011 (Revised May 2015)
- Case
Aviva Investors
By: George Serafeim
The Aviva Investors case describes the challenge of integrating sustainability considerations into the strategy and business practices of companies and into the decision making process of the investment community. Steve Waygood, Chief Responsible Investment Officer at... View Details
Keywords: Investing; Investment Management; Shareholder Activism; Disclosure; Stock Exchanges; Sustainability; Sustainable Development; Sustainability Reporting; ESG; ESG (Environmental, Social, Governance) Performance; Social Impact; Activism; Investment; Management; Business and Shareholder Relations; Environmental Sustainability; United Kingdom
- December 2011
- Article
CEO and Board Chair Roles: To Split or Not to Split?
By: Aiyesha Dey, Ellen Engel and Xiaohui Liu
We examine the performance and compensation implications of firms' decisions to combine the roles of CEO and board chairman (duality). We document that firms that split the CEO and chairman positions due to investor pressure have significantly lower announcement... View Details
- 2011
- Working Paper
From Single Deals to Negotiation Campaigns
By: David A Lax and James K. Sebenius
Negotiation scholars typically take the individual deal, or a few linked deals, as the unit of analysis. While analyzing one deal requires a familiar conceptual framework, doing the same for a broader "negotiation campaign" calls for a different focus and set of... View Details
Keywords: Negotiation Deal; Framework; Business Subsidiaries; Agreements and Arrangements; Mergers and Acquisitions; Information Management; Finance; Business and Shareholder Relations; Corporate Governance; Business and Government Relations; Governing Rules, Regulations, and Reforms; Cross-Cultural and Cross-Border Issues
- November 29, 2011
- Article
The Role of The Board in Creating a Sustainable Strategy
By: Robert G. Eccles, Ioannis Ioannou and George Serafeim
While conceptually elegant, the belief that a corporation's role is to maximize value for shareholders is under increasing challenge as society's expectations for companies change. An equally elegant new concept that takes account of these dual pressures has yet to... View Details
Keywords: Value Creation; Business and Stakeholder Relations; Corporate Strategy; Business and Shareholder Relations; Corporate Social Responsibility and Impact; Performance Expectations; Governing and Advisory Boards; Management Practices and Processes; Decisions; Risk and Uncertainty; Cost vs Benefits; Information
- November 2011 (Revised September 2012)
- Case
Underwater Engineer at Intel Corporation
Molly Miller, an Intel employee and shareholder, must decide whether to vote FOR or AGAINST Intel's proposed 2009 option exchange program. Given recent declines in Intel's stock price, more than 99% of Intel's outstanding employee stock options are "underwater," and... View Details
- November 2011 (Revised May 2012)
- Case
SecondMarket—Providing Liquidity for Shareholders of Privately Held iContact
By: William A. Sahlman, Ramana Nanda and James McQuade
In 2011, SecondMarket was an online platform that facilitated secondary transactions of illiquid assets, including private company stock. This case explores reasons for the decline in small-cap IPOs in the United States from the 1990s to the 2000s and how the emergence... View Details
Keywords: Business and Shareholder Relations