Cross‐Border Mergers and Differences in Corporate Governance

We examine whether corporate governance differences affect firm valuation in cross‐border mergers. We find that takeover premiums are decreasing in the quality of the foreign acquirer's home country governance for deals completed with stock, suggesting that the acquirers compensate target shareholders for the resulting exposure to inferior corporate governance regimes. Correspondingly, we find that the acquiring firm stockholders' abnormal returns at the merger announcement are increasing in the quality of corporate governance for stock offers. Finally, we find that foreign acquirers from countries with better corporate governance are more likely to make stock offers.     

Analysis of a merger from a governance perspective: the case of Abitibi‐Consolidated and Donohue

Adopting a governance perspective, this study analyzes the merger between closely‐held Donohue Inc. and widely‐held Abitibi‐Consolidated Inc. Findings suggest that the absence of a controlling shareholder and weak board governance at Abitibi might explain both (a) its executives' interests in the transaction and (b) its CEO's compensation increase despite underperformance. Second, an intergeneration shift of control at Quebecor (Donohue's parent company) led to a strategic reorientation that (a) transformed Donohue into a target and (b) insured that Donohue's executives had incentives to pursue a deal. Finally, Donohue's noncontrolling shareholders benefited from the transaction while Abitibi shareholders experienced wealth reduction. The merger's aftermath provides some counter evidence regarding blockholders' power in widely‐held firms. Copyright © 2008 ASAC. Published by John Wiley & Sons, Ltd.     

Consequences of Riding Takeover Waves: Australian Evidence

This paper uses Australian data to analyze takeover bid premiums and long‐term abnormal returns for mergers that occur during wave and non‐wave periods. Findings reveal that bid premiums are slightly lower in wave periods, and bidding firms earn normal post‐takeover returns (relative to a portfolio of firms matched on size and survival) if their bids were made in non‐wave periods. However, bidders who announced their takeover bids during wave periods exhibit significant underperformance. For mergers that took place within waves, there is no difference in bid premiums nor is there a difference in the long‐run returns of bidders involved during the first half and second half of the waves. We find that none of prominent theories of merger waves (managerial, misvaluation, and neoclassical) can fully account for Australian takeover waves and their effects. Instead, our results suggest that Banal‐Estanol et al.'s screening theory of merger activity, by combining the misvaluation and neoclassical theories, may provide a better explanation.     

How Reliable Are the Findings of ‘Foreign’ Investor Studies That Use TIC Data? A Look from the Host Market

Empirical literature on foreign investors' trading in stock markets heavily relies on US Treasury International Capital (TIC) data. Biases in TIC data and the fact that it represents only one source country raise questions on how reliable the conclusions based on TIC data are. Employing novel data of complete foreign flows compiled at destination, we answer these questions. Although the correlations between net flows derived from TIC and destination‐compiled data are low, and visible differences exist in some individual country results, TIC findings are not far off in central tendency. Notably, however, net foreign flows' persistence, positive response to world returns and positive contemporaneous correlation with local returns are more significant than TIC data suggest. Measurement noise in TIC data appears to result in underestimation of these key features.     

Termination fees and bilaterally efficient merger contracts

We present a simple model of exchange in which mutual gains from trade motivate the use of termination fees in merger contracts. The inclusion of a termination fee permits bilaterally efficient merger contracts that make merger consummation more likely and result in higher merger payoffs for both the bidder and the target compared to contracts without termination fees. Introducing risk aversion for either the bidder or the target has negligible effects upon the preferred contracts, revealing that termination fees are not primarily a form of bidder insurance, although they do increase the probability that a merger is consummated. The model provides a rich collection of predictions, all of which are consistent with the empirical regularities reported to date.     

Bidders’ gains and family control of private target firms

This paper examines the announcement returns of bidders acquiring private firms owned by families versus the returns of bidders acquiring non-family controlled private firms. The sample consists of 391 acquisitions of private targets in seven continental European countries for the period 1997–2008. We find evidence that bidder's cumulative announcement returns (CARs) are lower when they acquire family controlled targets compared to non-family controlled targets. We show that this result holds regardless of whether the deal is paid with shares or cash and whether or not the bidding firm is also privately owned. Moreover, the result is independent of the size of the acquisition relative to the size of the acquiring firm. Our findings are consistent with the notion that the bidder has to pay a higher price in order to convince the family owners to sell in return for giving up private benefits.     

When Organizational Justice Matters for Affective Merger Commitment

We investigate when organizational justice matters to employees’ commitment in the postacquisition process after a company is taken over in a cross‐border acquisition. Overwhelming evidence from the literature suggests that employees who are treated fairly during acquisitions are more committed to their new firms. We extend this finding by dividing organizational justice into three subdimensions: informational justice, interpersonal justice, and procedural justice. We find evidence that procedural justice is an important antecedent of affective merger commitment at an early stage of the integration period, while informational justice becomes important at a later stage. Further analysis on heterogeneity between the target firm's employees and the bidder firm's employees reveals that, immediately after the acquisition, target firm's employees value knowing where they will be at the new firm (procedural justice), while bidder firm employees are more concerned about communication and transparency (informational justice). Our results point to the importance of organizational justice in a cross‐border merger and acquisition (M&A) setting and the need for a separate study of issues related to bidder firms and target firms. © 2016 Wiley Periodicals, Inc.     

The Market Timing Power of Moving Averages: Evidence from US REITs and REIT Indexes

I present evidence that a moving average (MA) trading strategy dominates buying and holding the underlying asset in a mean‐variance sense using monthly returns of value‐weighted and equal‐weighted US REIT indexes over the period January 1980 until December 2010. The abnormal returns are largely insensitive to the four Carhart factors and produce economically and statistically significant alphas of between 10 and 15% per year after transaction costs. This performance is robust to different lags of the MA and in subperiods while investor sentiment, liquidity risks, business cycles, up and down markets, and the default spread cannot fully account for its performance. The MA strategy works just as well with randomly generated returns and bootstrapped returns. The substantial market timing ability of the MA strategy appears to be the main driver of the abnormal returns. The returns to the MA strategy resemble the returns of an imperfect at‐the‐money protective put strategy relative to the underlying portfolio. The lagged signal to switch has substantial predictive power over the subsequent return of the REIT index. The MA strategy avoids the sharp downturn at the beginning of 2008 and substantially outperforms the cumulative returns of the buy‐and‐hold strategy using all of the 20 REIT indexes. The results from applying the MA strategy with 274 individual REITs largely corroborate the findings for the REIT indexes.     

Market Timing With Moving Averages

I present evidence that a moving average (MA) trading strategy has a greater average return and skewness as well as a lower variance compared to buying and holding the underlying asset using monthly returns of value‐weighted US decile portfolios sorted by market size, book‐to‐market, and momentum, and seven international markets as well as 18,000 individual US stocks. The MA strategy generates risk‐adjusted returns of 3–7% per year after transaction costs. The performance of the MA strategy is driven largely by the volatility of stock returns and resembles the payoffs of an at‐the‐money protective put on the underlying buy‐and‐hold return. Conditional factor models with macroeconomic variables, especially the default premium, can explain some of the abnormal returns. Standard market timing tests reveal ample evidence regarding the timing ability of the MA strategy.     

Kraft's acquisition of Cadbury: Was it an amicable transatlantic merger or a hostile takeover?

This case‐based research evaluates and discusses Kraft's 2009–2010 acquisition of the UK‐based Cadbury, which turned into a bitter fight and a hostile takeover. As both firms have a rich history and distinct brand identities, the merger came to the attention of the global media and public on both sides of the Atlantic. Drawing on the merger's lengthy negotiations and the two companies' distinctive corporate cultures, this article analyzes the merger and its chaotic negotiations and developments. The merger was opposed in the United Kingdom because of Kraft's harsh approach of targeting an iconic British brand that had been in business for over 150 years. Eventually, both companies did compromise in an amicable manner and concluded a friendly tie‐up. The postmerger period reveals that Kraft's acquisition was a part of its future reorganization and expansion in global markets. This case‐based research also provides academic and practical implications for international business managers as well as multinational corporations.     

Habit,prisoner's dilemma and Americans’ welfare cost of working much more than Europeans

Europeans work much less than Americans. Some studies claim this is due to Europe's high taxes and that Europeans would gain by adopting US tax rates and work time. I argue that Americans would gain by reducing work time to Europe's level. Due to historical experience, Europe is able to internalise work‐time‐related negative externalities by enacting restrictive work‐time policies, while the United States is not, resulting in a prisoner's dilemma equilibrium and “overworking trap.” A simple model and work‐time data are used to derive the US welfare gain from reducing work time to Europe's level. Findings are as follows: (i) parameter values are consistent with experimental results on own vs. other people's income value; (ii) the welfare gain's present value is between 80 and 120% of annual welfare; and (iii) a European policy that reduces work time excessively remains beneficial if the reduction is less than twice the optimal one.     

Thinking or Feeling the Risk in Online Auctions: The Effects of Priming Auction Outcomes and the Dual System on Risk Perception and Amount Bid

The present research sheds new light on the antecedents and outcomes of bidders' perceived risk. It examines the role of the two-system model in the context of activating the potential to either win or lose an online auction. This study demonstrates that when a bidder's affective system is primed, concern about losing the item is greater and ultimately the bid amount is higher when the bidder expects to lose rather than win. Conversely, when the cognitive system is primed, the anticipated goals of winning the auction – rather than the fear of losing – drive the bidder's actions. In the latter case, the bidder pays a higher amount if the expectancy of winning is primed, as opposed to the expectancy of losing. A field study on eBay and two lab studies confirm this phenomenon.     

EU's competition policy and the GE‐Honeywell merger fiasco: Transatlantic divergence and consumer and regulatory issues

This article discusses and analyzes the European Union's (EU's) competition policy and the 2001 General Electric‐Honeywell merger fiasco within the areas of global business and transatlantic issues. Based on a brief literature review of marketing, competition policy/antitrust law, vertical/horizontal integration, and global business, the article tries to explain those conditions that led to this failed merger. It is expected that in the coming years, the EU's competition policy and the United States' antitrust law will continue to differ and may create problems for those multinationals seeking large‐scale mergers and acquisitions in North America and Europe. © 2005 Wiley Periodicals, Inc.     

Momentum Strategies and Investor Sentiment in the REIT Market

Comparing across three momentum measures, we empirically find that the 52‐week high strategy plays a dominant role in generating momentum profits in the Real Estate Investment Trust (REIT) market. The profitability of the 52‐week high strategy, however, varies with the state of investor sentiment. Specifically, we find that the 52‐week high momentum earns significantly positive returns following optimistic periods and significantly negative returns following pessimistic periods. Further evidence indicates that investor sentiment serves as a better predictive variable in explaining the REIT momentum than market states, business cycles, legislation changes, and monetary policy changes. Overall, our findings are in line with behavioral theories in explaining the REIT momentum.     

The implied volatility smirk of commodity options

This paper studies the implied volatility (IV) smirks in four commodity markets by adopting Zhang and Xiang's methodology. First, we document the term structure and dynamics of IV smirks. Overall, the commodity IV curves are negatively skewed with a positive curvature. Then we analyze the commodity and S&P 500 returns' predictability based on in‐sample and out‐of‐sample tests and find that the information embedded in IV smirks can significantly predict monthly commodity and S&P 500 returns. For example, the risk‐neutral fourth cumulant (FC) from the crude oil market outperforms all of the standard predictors in predicting the S&P 500 returns.     

Insiders' personal stock donations from the lens of stakeholder,stewardship and agency theories

This paper studies the relationship between personal stock donation by top executives and board of directors (insiders) of publicly traded corporations and their personal tax, shareholders' returns, and social responsibility. The study finds evidence that the timing of stock donations is driven by personal tax gain. The study further shows, comparing stock gift corporations relative to their non‐stock gift cohorts, that personal stock gifts are associated with lower short‐term and long‐term stock returns to shareholders. This implies that stock donation driven by insiders' personal gain adversely affects shareholder wealth. However, the likelihood and intensity of insiders to make personal stock donation is reduced when firms have strong corporate social responsibility (CSR). Agency theory explains insiders' opportunistic behavior, stakeholder theory is also supported by evidence that stock donation is negatively related to CSR, and stewardship theory offers a different view to explain the rationale behind insiders' stock donation and shareholders' reactions to stock gifts.     

Heterogeneous firm-level responses to trade liberalization: A test using stock price reactions

This paper presents novel empirical evidence on key predictions of heterogeneous firm models by examining stock market reactions to the Canada–United States Free Trade Agreement of 1989 (CUSFTA). I derive testable predictions for a class of models based on Melitz (2003). Using the uncertainty surrounding CUSFTA's ratification, I show that the pattern of abnormal returns of Canadian manufacturing firms was strongly consistent with predictions related to export (U.S.) tariff reductions, but less so with predictions related to import (Canadian) tariff reductions. Lower Canadian tariffs did have an effect through the implied reduction in intermediate input tariffs, however.     

Non‐Tradable Share Reform,Liquidity, and Stock Returns in China

This article studies the influence of the non‐tradable share reform in the cross‐section of stock returns in China. Prior research has generally neglected this important development in the Chinese stock market. We find that the firm‐specific illiquidity measures that reflect direct transaction costs, price impact and difficulties in trading immediacy, exhibit a positive and significant relationship with stock returns. These effects are particularly pronounced after the non‐tradable share reform. Furthermore, in the post‐reform era, portfolios with high illiquidity (i.e. high relative bid–ask spread, high Amihud illiquidity, low Amivest liquidity ratio) significantly outperform portfolios with low illiquidity, controlling for size, and book‐to‐market effects.     

A Simulation Model Of Multi‐Echelon Retail Inventory With Cross‐Channel Product Returns

This study explores the relationship between a retailer's product returns processing structure and Multi‐Echelon inventory system performance under cross‐channel and same‐channel product returns policies with nonstationary demand. Our research contributes to the growing body of reverse logistics literature, offering insight into how a retailer's logistical returns management strategy can impact inventory effectiveness in cross‐channel retail environments. Adopting a contingency framework, we develop research hypotheses which we test through experimentation on a Multi‐Echelon retail inventory system within a discrete‐event simulation. Model parameters are derived from data collected from a large U.S. retailer of consumer durable and nondurable goods. We find an amplifying effect of a cross‐channel returns policy on the positive relationship between a decentralized returns processing structure and inventory effectiveness. Further, through our analysis of nonstationarity in demand and resulting returns, we uncover strong main and interaction effects that seasonal demand variation can have on inventory outcomes, even under only moderate levels of seasonality. Our results highlight the need for firms to align logistical structures for returns processing with the returns policy and the external environment, while also lending credence to calls within the logistics literature for improved modeling of nonstationary demand in inventory management research.     

The reaction of stock returns to unexpected increases in the federal funds rate target

This paper analyzes the impact of an unexpected increase in the federal funds rate target on stock returns. The main innovation is the use of a measure of monetary policy shocks based on the ACH-VAR (autoregressive conditional hazard VAR) model for the federal funds rate target. This model allows the analysis of two sources of an unexpected increase in the Fed target. This unexpected increase in the Fed target can be due to an unexpected increase in the federal funds rate target when it is expected to remain constant, or it can be due to an expected decrease in the federal funds rate target that fails to occur. These two events in the ACH-VAR model give rise to completely different information on the expected future federal funds rate. We examine the responses of stock returns for both S&P 500 stock returns and stock returns of portfolio sizes. We find that stock returns are more responsive to unanticipated increases in the federal funds rate than they are to unrealized expectations of a decrease in the federal funds rate. Our results also indicate that the firms with larger capitalization respond less to the two unanticipated monetary policy shocks.