Sky Blog
Despite the trillions of dollars spent annually on mergers and acquisitions (M&A)[1], surprisingly little is known about the bidding strategies of potential acquirers and how negotiations unfold. For example, do bidders begin with a low-premium offer and increase …
Almost exactly a year after issuing a Notice of Proposed Rulemaking (NPRM) on Personal Financial Data rights, on October 22, 2024, the Consumer Financial Protection Bureau (CFPB) issued its final Rule under Section 1033 of the Consumer Financial Protection Act. …
Environmental, Social, and Governance (ESG) activity at real-world firms is largely about disagreements among shareholders over optimal corporate decisions and not about conflicts between shareholders (as a group) and stakeholders (e.g., customers, suppliers, and employees) who have transactional or contractual …
I remember that day in 2006 at my OECD office in Paris when a colleague told me he had received a call from the Saudi government. The gentleman on the other end of the line had been inquiring about circuit-breaker …
The venue for stock trading is important. Exchanges provide high immediacy and transparency, while dark markets are slower and more opaque.[1] Traders generally prefer exchanges when they want to capitalize on information before it becomes known but value dark markets …
In recent years, the U.S. Commodity Futures Trading Commission (“CFTC”) has expressed concern about the lack of cohesive product standards and the potential for fraud within the voluntary carbon markets. Just this month, the CFTC announced its first …
Corporate governance research has historically focused on agency costs (imposed by professional managers) or principal-principal expropriation (imposed by dominant shareholders). We seek to reverse this theoretical focus on private benefits of control, and its preoccupation with the principal/shareholder and agent/manager …
On October 16, 2024, the U.S. Federal Trade Commission (FTC) announced that it has finalized its new Negative Option Rule (Rule), which represents a significant expansion of its 1973 Negative Option Rule and is guaranteed to have a far-reaching impact …
In a new paper, we explore the often-misunderstood role of short sellers in corporate misconduct and securities class actions. Short sellers are investors who bet on a future decline in a company’s stock price. While their actions are sometimes criticized …
Each month, we publish a roundup of the most important SEC enforcement developments. This month included the SEC’s fiscal year end and a large number of enforcement actions of note, and we examine:
Are “lost-premium” provisions – clauses that typically allow a target to recoup the premium its shareholders were denied because a buyer wrongfully backed out of a deal – enforceable? In a surprising decision last year, the Delaware Court of Chancery …
On October 9, 2024, the Commerce Department’s Bureau of Industry and Security (BIS) issued new guidance for financial institutions on best practices for compliance with export control laws and regulations (the Guidance).[1] The Guidance caps a series of notes …
In leveraged buyouts (LBOs), a private equity (PE) sponsor acquires controlling ownership of a target company, typically by using a significant amount of bank loans. In a new study, we focus on a controversial issue: Many PE sponsors have prior …
In recent years, scholars and other observers have expressed starkly different understandings of the political landscape of corporate America. While the conventional wisdom has cast large American businesses as a conservative stronghold, others have reached the opposite conclusion, arguing that …
Nearly four years ago, Jen Psaki was freshly in her White House press secretary job when she had to answer questions about the GameStop fallout from the podium.[1] A few months later, my first testimony as SEC Chair was …
Firms’ green claims have become ubiquitous in recent years. Products are “recycled” or “responsibly sourced,” financial instruments are “green” or “ESG,” firms promise to become “carbon neutral” or “net-zero,” and so on. But can the recipients of such claims assess …
On 30 September, the UK Digital Securities Sandbox was officially declared open. The announcement was made by the Bank of England (BoE) and the UK Financial Conduct Authority (FCA), following the consultation earlier this year on …
In recent years, consumers, investors and regulators have become increasingly aware of the climate crisis and accompanying risks, leading to increased demand for transparency and accountability from corporations about their business practices and sustainability footprints. This, in turn, has led …
Is 24/7 Trading Better?
Since the founding of the New York Stock Exchange in 1792, trading hours have closely mirrored the conventional workday due to the human involvement that was essential for trading. But times have changed. Electronic execution has …
In a new paper, we discuss our findings on how ESG disclosure mandates affect IPO underpricing – the tendency of IPO share prices to jump on the first day of trading – which is a substantial cost of going public.…