Voluntary Disclosure with Uncertainty About Investors' Response: Evidence from M&A Conference Calls

I examine voluntary disclosure with uncertainty about investors’ response using conference calls around merger announcements. I find that deal announcement returns are either extremely positive or extremely negative for mergers with conference calls compared with such returns for mergers with no conference calls – a U-shaped relationship between returns and conference calls. This finding is consistent with voluntary disclosure theory, which suggests that managers disclose significant news when they are uncertain about investors’ response. The results are stronger when uncertainty about investors’ response is more pronounced: (a) when managers hold conference calls before they see investors’ response, (b) when acquirers’ stock return volatility prior to mergers is higher, (c) when acquirers have less agency concerns, and (d) when acquirers have more transient institutional ownership. Collectively, I show that uncertainty about investors’ response is a factor that should be considered when examining the consequence of voluntary disclosure.