The share buyback regulation was enacted by the Government of India (GOI) in 1998 with an objective to revive the fast declining Indian capital markets and protect the interest of the investors and companies from hostile takeover bids [1]. Until 2004, the buyback process did not gain any momentum, but the year 2004 witnessed a series of share buyback announcements and this process has continued until the present day. There is much discussion in media and financial circles about this issue, but little effort was made to know the reasons behind such buyback decisions. The present study has analyzed the corporate actions such as the "free cash" policy, dividend distribution, change in capital structure and lower profitability while deciding interpreting the intent behind these 'tender offer buyback' and 'open market buyback' offers between January 2004 to December 2017.The study uses a sample of ninety open market repurchasing companies with a similar number of non-repurchasing companies and of fifty-four tender buyback companies with fifty-four non-repurchasing companies in the same industry having similar market capitalization and listed on Bombay stock exchange (BSE). To investigate the drivers of open market buyback and tender offer buyback in India, a Tobit regression analysis has been used. The study concludes that 'Tender offer buyback' is used more predominantly for capital structure corrections, while in the case of open market repurchase in India, dividend substitution and capital structure correction act as the key drivers. Whether 'size of the firms' make any significant difference or not, study revealed positive impact on the motive for buybacks. A hostile takeover is a corporate phenomenon that entails the acquisition of a certain block of equity shares of a company giving the acquirer a larger stake in the company than its promoters. That enables the acquiring company to exercise control over the affairs of the company.

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ABSTRACT

The paper aims to identify the variables contributing to special payouts considering open market repurchase, tender offer repurchases, and special dividends. A multinomial logit model has been used to investigate the choice of payout out of 754 payout announcements made between 2004 and 2017 in India. The study investigates agency cost, shareholder heterogeneity, clientele effect, distribution size, misvaluation, and takeover threat. The MNL results suggest that open market repurchase is chosen when the takeover threat is high, firms are significant, or in case of undervaluation of firms. Tender offer repurchase is preferred in high agency cost, high takeover threat, low shareholder heterogeneity, and undervaluation. The study further investigates the nature of ownership in terms of a business group affiliated and standalone firms. The result of the study suggests the nature of ownership impacts the choice of dividend payout choice. Group affiliated firms are driven by clientele effect and distribution size, and in standalone firms' agency and shareholder heterogeneity holds. The Bayesian approach which is based on the combination of previous information and the current data available is used in the study for MNL. The findings suggest that payout choices of open market repurchase and tender offer repurchase over special dividends are based on misvaluation and shareholder heterogeneity.