MERGERS AND PROFITABILITY: A MANAGERIAL SUCCESS STORY?*

Since 1983 expenditure on acquisitions in the UK has more than doubled in real terms, despite the fact that the consensus of opinion in the academic literature is that acquisitions are not, on average, performance enhancing for the acquiring firm. Such literature, however, relates mainly to the acquisition of large, public companies. Drawing on survey evidence from 146 of the UK's top 500 companies, this article reports the results from a survey which encompasses all takeovers. The study revealed that is the expected reward of increased profitabililty which is used in ex-post evaluation. The major finding of the study is, however, that managers firmly perceive that their takeover activity has been performance enhancing for their company. The evidence presented does suggest that the integration of small acquisitions into an existing organizational structure may be achieved without severe problems of loss of control, and the subsequent decline in performance which beset large acquisitions     

The Impact of Organizational and National Cultural Differences on Social Conflict and Knowledge Transfer in International Acquisitions

The purpose of this paper is to elucidate the effects of organizational and national cultural differences on international acquisitions. We argue that cultural differences prompt social identity building that leads to ‘us versus them’ thinking and thereby creates the potential for social conflict. We also maintain that the same cultural differences can contribute to learning in terms of knowledge transfer. We develop a structural equation model to test these hypothesized effects on a sample of related international acquisitions. Our analysis shows that cultural differences at the organizational level are positively associated with social conflict, but that national cultural differences can decrease social conflict. Furthermore, both organizational and national cultural differences are positively associated with knowledge transfer. This analysis shows the importance of disentangling the various effects that cultural differences have on international acquisitions. It also suggests that national cultural differences are less of a problem in international acquisitions than is usually assumed.     

频繁并购重组与异常审计收费

以2012—2017年A股上市公司为样本,采用异常审计费用衡量审计师对上市公司频繁并购重组的风险溢价,探究企业频繁并购重组与审计师风险溢价收费的关系,研究发现企业频繁并购重组会导致审计师风险溢价提高。从商誉和盈余管理角度探究其路径机制发现,商誉和真实盈余管理是频繁并购重组导致更高审计师风险溢价两个重要中介变量,而应计盈余管理并没有发挥中介作用,即频繁并购重组企业操纵利润的手段倾向于采用真实盈余管理,而非应计盈余管理。     

Managing employee expectations during acquisitions

There is a wide body of evidence that suggests that the management of 'human factors' in post‐acquisition implementation is important and, where it is badly managed, helps to explain why up to half of acquisitions are not deemed to be successful. A central feature in this process is the management of employee expectations. Using research insights drawn from the management and formation of expectations in recruitment and from breaches of the psychological contract, this article reports on research in organisations subject to a takeover within two years of the field work. Detailed findings on two of these cases are used to explore the dimensions of dual expectations in such circumstances. It is suggested that employees in acquired companies have concerns that become expectations concerning both themselves ('me') and their work group ('us'), ranging from immediate job and employment worries on transfer to longer‐term status and behavioural and cultural concerns in the 'new' organisation. These expectations will vary over time and have different facets according to the seniority of the employee, the degree of integration sought by the acquirer and the extent to which expectations formed are proven to be realistic and realisable. The two cases analysed reveal different aspects of unmet expectations in acquisitions. Seven factors were identified as influential in shaping employees' expectations in acquisitions: quality of communication, believability of information, trust in management action, credibility of leadership, fairness of action, consistency of action and communication and logic of management action or behaviour.     

Knowledge transfer and competitive advantage on environmental uncertainty: An empirical study of the Taiwan semiconductor industry

This study investigates the inter-relationships among environmental uncertainty, knowledge transfer, and competitive advantage. Based on 176 subjects from the R&D and manufacturing department of 56 Taiwan semiconductor companies, this paper implements a structural equation model to test the research framework and hypotheses. It finds that knowledge transfer could develop semiconductor firms’ core competence and then build their own competitive advantage. In addition, this study considers that environmental uncertainty is a vital factor during knowledge transfer. Research results indicate that the partially mediated model shows good model fitness for this relationship. In addition, the relationship between environmental uncertainty and knowledge transfer is negative, and knowledge transfer and competitive advantage have a positive relationship. This means that environmental uncertainty could hinder knowledge transfer and lead semiconductor firms to develop knowledge by themselves. Therefore, knowledge transfer to semiconductor firms is very important for technological and knowledge management activity in this rapidly changing industry environment.     

IT服务企业跨项目知识转移的影响因素研究

跨项目知识转移是许多企业内部知识积累和创造的重要途径。以一般知识转移相关研究为基础，本文构建了跨项目知识转移影响因素的初步理论模型；然后以K公司房地产事业部为案例研究对象，通过案例分析进一步修正和完善了该理论模型。研究发现，与一般知识转移相比，项目任务特征（任务相似性、任务紧迫性）和知识的嵌入性特征会影响到跨项目知识转...     

International mergers and acquisitions in the UK 1985-94: a comparison of national HRM practices

The paper investigates HRM practices adopted by companies from the USA, Japan, Germany and France in UK companies that they have acquired. UK/UK acquisitions are used as a control. The research is based on a survey instrument applied to 201 companies and interviews with forty. It notes that there is some convergence of HRM practices, in that, for example, all countries researched employ performance-related pay and increase the amount of training in their new subsidiaries. It finds, however, that there is a distinct difference in the HRM practices employed by companies from each of the countries, influenced by the characteristic HR practices common to companies in the country of origin of the parent.     

审计师会收取并购商誉风险溢价吗？——基于代理成本和经营风险视角

并购是企业提高竞争力的重要手段,但近期并购商誉中对未来预期的风险暴露引起资本市场震动。以2008—2018年中国A股上市公司为研究样本,实证分析并购商誉对审计费用的影响。研究结果表明：并购商誉与审计费用正相关,即审计师能够成功识别商誉风险并在审计费用上加以反应,体现出审计制度的有效性。通过作用机制检验发现,代理成本和经营风险在并购商誉对审计费用的影响中发挥了部分中介作用。进一步考虑外部监督的调节效应,发现机构投资者能调节代理成本和经营风险的中介效应。     

When do Firms go in for Growth by Acquisitions?

This paper analyses the incidence of acquisitions, and the determinants of expenditure or acquisitions, in a sample of 110 UK quoted companies, 1970–89. Financial variables, especially those related to Jensen's ‘free cash flow’ theory of acquisitions are found to be significant, notably for dominant firms. But there is little support for the inclusion of market structure variables which seek to capture the strategic role of acquisitions as an instrument of competition in oligopolistic markets.     

The influence of small town context on access to external knowledge

ABSTRACT

The relative lack of variety and density of people, companies and knowledge institutions in small towns compel companies to seek new knowledge beyond their location. However, there is only scant research explaining the local characteristics that influence companies’ ability to access external knowledge. In this article, the focus lies on the obstacles and opportunities that arise due to companies’ location in small towns and that emerge when they seek to access external knowledge sources. A multiple case study design with qualitative interview data from five multinational high-tech companies in small towns in the eastern part of Switzerland is used. Also, a theoretical replication of the case study by investigating two single domestic high-tech companies was conducted. The results show that a thin labour market, a lack of urban amenities and the availability of transportation connections to bigger cities are most important for accessing the knowledge of new employees, collaborating with universities and for attending workshops or conferences. On the whole, multinational companies in small towns face the same obstacles and opportunities as single domestic companies in small towns.     

The impact of M&A experience on strategic HRM practices and organisational effectiveness: evidence from Greek firms

Experience with mergers and acquisitions makes companies develop practices that enable them to handle the process more effectively. This study examines the practices that successful companies, with acquisition experience, adopt when managing their personnel. We examine strategic Human Resource (HR) practices that differentiate top-performing from non-top performing companies, using the 1999 Cranet data. Increased HR involvement in strategic decisions, formalisation of HR practices, building organisational capability through training and development activities, line management devolvement and internal labour market opportunities are the main strategic HR practices adopted by successful companies.     

企业并购中的财务风险与应对措施

随着经济形势成熟化的发展,中国的并购市场也得到了发展与壮大。但是,根据相关数据显示,我国企业并购的成功率与欧美等发达国家相比较,仍然还有一定的差距。伴随经济全球化发展,各大企业面临着越来越大挑战。一个企业如果想仅仅依靠自己的力量去开拓新领域,在新领域发展变得越来越困难。这时,企业并购给了这些企业希望,企业并购成为企业开拓新领域的一种新的方式。这也是最近几年企业并购在国内外兴起的重要原因。本文将对企业并购与风险进行介绍和分析,得出企业并购中存在的风险,分析各风险形成因素,提出合理的防范措施。     

Macroeconomic factors and firm’s cross-border merger and acquisitions

This study investigates the impact of macroeconomic variables on the wealth effects of cross-border acquisitions by Malaysian multinational companies. The sample consists of 159 cross-border acquisitions by Malaysian MNCs bidding in 22 countries around the world from 2000 to 2007. The macroeconomic variables examined in this study are foreign economic condition, GNP correlation between countries, and level of economic development of target country. The findings indicate that, foreign economic condition affects the wealth effect negatively, while the level of economic development of target country affects the wealth effect positively. Aside from the macroeconomic variables, we also find that English or non-English language, government’s rules index and the telecommunication infrastructure all play certain roles in the Malaysian cross-border acquisitions. Implied from this study is that, value creation of the Malaysian cross-border acquisitions is a function of the foreign economic condition and the level of economic development of the target foreign country.     

How does knowledge depth moderate the performance of internal and external knowledge sourcing strategies?

Management literature has consistently shown that knowledge is the most important source of competitive advantage for a firm. However, it is still not clear how knowledge can lead to competitive advantage, and how firms can find strategies to leverage their knowledge bases. This study considers the strategic implications of knowledge depth and three knowledge-sourcing strategies: R&D, strategic alliances and acquisitions. The main and interaction effects of these factors were tested in the context of the US technology firms. The results confirmed the strategic role of knowledge and external leveraging strategies. We also found that technology firms with weak knowledge depth should focus on internal R&D to accumulate knowledge in core technology areas, while those with strong knowledge depth should lower internal R&D intensity and shift their strategic resources to inter-firm alliances and acquisitions.     

Compatibility and unlearning in knowledge transfer in mergers and acquisitions

Despite wide recognition of the central role of knowledge and its transfer, extant research has focused much on some important aspects of knowledge transfer and paid little attention to others. We focus on two underexplored issues in the knowledge transfer literature, namely: (a) compatibility of new knowledge with recipients’ needs, interpretations of its past experiences and its existing norms, and (b) organizational unlearning, which moderates the relationship between compatibility and extent of successful knowledge transfer. We examine different types and dimensions of knowledge compatibility and organizational unlearning within our proposed knowledge transfer process framework. We situate our discussion primarily within knowledge transfer in cross-border mergers and acquisitions. Based on the proposed model, we also offer propositions future research can test.     

The Transition from Strategic Technology Alliances to Mergers and Acquisitions: An Exploratory Study

This paper studies a number of research topics derived from the basic question: do interfirm alliances change into mergers and acquisitions as companies that were previously co-operating become integrated? The analysis is limited to the group of strategic technology alliances, i.e. those interfirm agreements for which joint technology development or technology sharing is part of the agreement. The paper first explores the literature that refers to the possible transition from strategic technology alliances to mergers and acquisitions. Based on this we formulate a number of hypotheses regarding the change in modes of governance and several dimensions of this process related to the international distribution of transformed alliances, their industry specificity, the size of firms, and the distribution of contractual and equity agreements. The major finding of our research is that the transformation from strategic technology alliance to merger and acquisition hardly ever takes place. This suggests that alliances and mergers and acquisitions are not part of a rather smooth continuum but they are first of all different modes of governance where one mode certainly does not lead to the other     

Introduction: New Labour,the new public management and changing forms of human resource management

The existence of distinctive and durable business systems has been a well-researched feature of the ‘varieties of capitalism’ literature. Organizational practices of firms belonging to and operating in these business systems reflect institutional logics that are unique to each particular system. However, the last decade has seen a large growth in cross-border mergers and acquisitions (M&;A), including acquisitions by firms from one business system of firms from another. A model is presented, utilizing an institutional framework and focusing on the acquisition of Japanese companies by foreign firms, to analyse and predict the trajectory of organizational change in such cases.     

企业竞争力的影响因素——企业并购的文化整合

企业的优势在于竞争力的强弱,每个企业都在追求更大的相对竞争力,并购是一个很好的方式。但是并购后,许多企业只重视财务和经营的整合,而忽略了文化的整合,使得并购失败,进而企业损失了竞争力。实际上,在并购的背后隐藏着巨大的企业文化冲击,使得并购不能如愿达到预定的目标,实践证明文化整合影响着并购的绩效,是整合成功的关键。同时在文化整合过程中存在着文化风险,它阻碍着整合的成功,这就需要各方面的协调才能削弱风险,提高整合的成果。     

中国矿产资源行业并购对股东财富的影响研究

随着我国股票市场的日趋成熟,并购在资本市场中扮演越来越重要的角色。同全球并购的缓慢复苏相比,2011年中国却并购掀起了新一轮的高潮。2011年中国能源及矿产行业完成的并购交易数量为153起,占并购总量的13.2%;并购交易金额高达219.83亿美元,占并购总额的32.8%。本文运用事件法,从股东财富的角度分析了2005-2011年间中国矿产资源类上市公司的短期并购绩效。通过对并购事件发生的窗口期[-5,5]内上市公司的超额收益率的研究发现并购公司在并购窗口期内的股东财富仅仅在宣告日前后两天有少量的增加,此后一直呈现下降的趋势。说明并购事件并未对股东财富形成积极的影响。本文试图从股票市场本身做出进一步的阐释,意在说明我国的股票市场中存在短期投机性。     

External Sources of Innovative Capabilities: The Preferences for Strategic Alliances or Mergers and Acquisitions

This paper explores the preferences that companies have as they use alternative (quasi) external sources of innovative competencies such as strategic technology alliances, mergers and acquisitions, or a mix of these. These alternatives are studied in the context of distinct industrial, technological and international settings during the first half of the 1990s. Different strategies followed by companies and the role played by routinized sets of preferences are also taken into consideration. The analysis demonstrates that these options are influenced by both different environmental conditions and firm specific circumstances, such as those related to protecting core businesses.