专利提前公开的资本市场动因——基于企业被并购压力视角的研究

Drivers of Early Patent Publication in Capital Markets:The Takeover Pressure Perspective

随着我国资本市场建设的日益完善,上市公司控制权市场活跃度得到显著提升,企业如何应对被并购压力成为值得关注的议题。本文研究企业是否会选择发明专利公开时点来应对被并购压力。研究发现,当被并购压力增大时,上市公司会越早公开专利。这是因为专利提前公开能够提升公司股票的异常回报,从而降低企业成为被并购目标的可能性或提高企业可获得的并购溢价。异质性分析发现:(1)被并购压力增大时,既有分析师关注度和风险投资者持股比例越高的企业越可能提前公开专利;(2)企业更可能选择技术成熟、质量较高的专利进行公开;(3)其他替代策略的存在会削弱被并购压力对专利提前公开的影响。在使用工具变量、行业并购政策变化和举牌事件作为外生冲击对内生性问题进行处理后,结果仍然稳健。

Mergers and acquisitions(M&A)are common economic activities that are essential for the efficient allocation of social resources.As China's capital market has matured,M&A activities by listed companies have become frequent.However,research on the M&A activities of Chinese listed firms mainly focuses on how the reform of the corporate control market or the within-firm adoption of anti-takeover provisions affects firm value.How firms respond to increased takeover pressure has not been fully explored.More recently,voluntary disclosure has been identified as a firm strategy for dealing with takeover pressure.By changing information disclosure,firms can reduce the likelihood of being acquired or strive to gain higher price premiums in future M&A deals.This paper studies whether firms respond to rising takeover pressure by adjusting the timing of the publication of their invention patents.In China,by default,invention patents are published by the China National Intellectual Property Administration(CNIPA)18 months after filing,making the patent specification and other relevant details available to the public.However,inventors can also request early publication of their patents,which means that they can decide at what point within the 18-month period to publish their patents.As innovation is closely related to firm value,timely disclosure of innovation achievements can alleviate undervaluation of the firm.However,different ways of disclosing innovation information may alleviate information asymmetry in different ways:compared with announcements,conference calls,and other traditional forms of voluntary disclosure,the publication of patents is done through official agencies and can help outsiders learn the details of patents quickly.The information about innovation achievements is thus more comprehensive and credible,and should accordingly have a more significant influence on firm valuation.Therefore,we expect that firms may time their patent publications to deal with takeover pressures.We first estimate the takeover pressure faced by listed companies,following the literature(e.g.,Billett and Xue,2007;Cremers et al.,2009).Next,we conduct an empirical test based on 77,276 invention patent samples of listed companies from 2007 to 2016.We find that firms publish their patents earlier when takeover pressure increases.Mechanism tests show that the early publication of patents can increase the abnormal returns of stocks,thus reducing the probability of being targeted in the future or increasing the price premium that can be obtained from future M&A transactions.Further research shows that when takeover pressure increases,firms with more analyst coverage and a higher proportion of venture investors are more likely to publish patents in advance;firms are more likely to select high-quality patents and those involving mature technology for publication;and when there are alternative strategies,the effect of takeover pressure on patent publication is weakened.The results remain robust when we use instrumental variable analysis and two exogenous shocks to takeover pressure to deal with the endogeneity problem.Finally,accelerating patent publication because of rising takeover pressure helps improve peer companies'innovation efficiency.This paper contributes to several strands of the literature.First,we expand the literature that considers voluntary disclosure as a strategy for coping with takeover pressure.Unlike previous research that focuses only on traditional voluntary disclosure(Healy,2015;Chen et al.,2022),we show that patent publication,as a unique form of information disclosure,can be used as an effective coping strategy.Second,this paper enriches research on patent publication from the perspective of the capital market.Previous studies mainly focus on the impact of the technology market and product market pressure on patent publications(Glaeser and Landsman,2021).From the perspective of M&A,we document that pressure from the capital market can also affect firms'patent publication decisions.This paper has valuable policy implications.First,there is still no agreement on whether an active M&A market should be encouraged.We provide direct evidence to support the bright side of takeover pressure,which contributes to the overall assessment of active M&A activities.Second,aside from encouraging increased innovation input,it is very important to improve innovation efficiency.This paper provides new insights for improving a society's overall innovation efficiency,which can promote economic growth.