Darryl Laws
Previous literature in corporate finance shows that risk averse CEOs should exercise stock options well before expiration due to the suboptimal concentration of their portfolio in company-specific risk. Malmendier and Tate (2008) classify CEOs as overconfident when they display the opposite behavior. Example: if they hold company stock options until the last year before expiration. This behavior suggests that the CEO is persistently bullish about his company’s future prospects.
Malmendier and Tate (2008) find that overconfident CEOs are more likely to conduct mergers / acquisitions than rational CEOs at any point in time. The higher acquisitiveness of overconfident CEOs on average suggests that overconfidence is an important determinant of merger / acquisition activity. Further, the effect of overconfidence on merger activity comes primarily from an increased likelihood of conducting diversifying acquisitions. Previous literature suggests that diversifying mergers are unlikely to create value in the acquiring firm (Lamont and Polk, 2002). Thus, it is consistent with current theory that overconfident managers are particularly likely to undertake diversified mergers / acquisitions. Additionally, the authors found that the relationship between overconfidence and the likelihood of doing a merger is strongest when CEOs can avoid equity financing to facilitate the gap in value. More often overconfident CEOs typically prefer to use internal cash or leveraged debt (senior and sub-debt) to finance their mergers / acquisition in lieu of their using their company’s stock as a check book unless their company appears to be overvalued by the capital market.
The empirical tests that the Malmendier and Tate (2008) conducted corroborate their results. First, they show that the observed differences in option exercises and merger decisions are not due to inside information. Instead, the hypothetical returns CEOs could have obtained by exercising their options earlier are positive on average. Second, the acquisitions of overconfident managers are distributed uniformly over their tenures suggesting that the effect of overconfidence is a true managerial fixed effect. Third, to bolster their portfolio measure of overconfidence the authors constructed an alternative measure based on how a CEO is characterized in the press. They analyzed the difference in merger activity between CEOs who are portrayed in the business press as confident and optimistic and CEOs who are portrayed instead as reliable, cautious, conservative, practical, frugal, or steady. Controlling for the total number of press mentions, they performed the same empirical analysis as with the portfolio overconfidence measure. Their results replicated the previous results. Furthermore, they posit that the two measures are highly correlated.
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