Cross-border mergers in a mixed oligopoly

This paper identifies the unique strategic issues of cross-border mergers in a mixed oligopoly showing that the presence of a welfare maximizing public firm increases the incentive for such mergers. The well-known merger paradox that two-firm mergers are rarely profitable is substantially relaxed in the cases of both linear and convex production costs. The ability to identify profitable two-firm mergers in this context takes on added importance as the recent cross-border merger wave often involved industries with public firms.     

HORIZONTAL MERGERS IN A DIFFERENTIATED COURNOT OLIGOPOLY

Using a standard differentiated goods quantity competition setting, we show three facts about horizontal two‐firm mergers that are not true for a homogeneous goods Cournot market. First, merger of two firms is profitable for the merging firms provided that goods are sufficiently distant substitutes. Second, merging of two firms can lead to more two‐firm mergers. Third, an initially non‐profitable two‐firm merger can occur in anticipation of subsequent mergers. These facts imply that mergers are more likely to occur in differentiated goods markets than in homogeneous goods markets.     

The closed‐loop effect and the profitability of horizontal mergers

Abstract.  We study the profitability of horizontal mergers in a dynamic competition context with sticky prices. It is shown that, when firms use open‐loop strategies, a merger is profitable only if the share of the market that merges is significant enough. In the case where firms use closed‐loop strategies we provide a method to conduct analytically the study of the profitability of horizontal mergers. We first prove the existence of an equilibrium of the game when a subset of firms merges. When firms use feedback strategies, mergers are profitable even when the share of the market that merges is arbitrarily small. JEL Classification:D4, L13     

Bilateral Merger a Note on Salant-Switzer-Reynolds Model

The SSR (1983, QJE) paper shows that in an oligopoly industry of kfirms (k > 2) with linear demand and identical (constant) average cost of production, a bilateral merger is never profitable when all firms choose their quantities simultaneously. In this paper we re-examine the issue when some firms have first-mover advantage. We find that in a leader-follower structure a bilateral merger is always profitable when a leader and a follower merge together and the merged firm behaves like a leader. But, a bilateral merger between leaders or between followers may not be privately profitable.

     

Monopolization through endogenous vertical mergers

While endogenous merger analysis has been applied to horizontal mergers, the thrust of vertical merger analysis has been based on exogenous mergers. The goal of this paper is to analyze endogenous vertical mergers. I consider a market structure with a downstream monopolist and an oligopolistic upstream industry. The downstream monopolist chooses to buy a certain number of the upstream firms. Mergers are endogenous, in the sense that the bids made by the downstream firm must be accepted by each of the integrated upstream firms, and must not exceed the increase in the profits of the downstream firm. It is shown that the unique equilibrium is complete monopolization: the buyer buys all the firms in the upstream industry. This result is consistent with the result that vertical mergers are profitable. However, it is in contrast with horizontal endogenous mergers, where complete monopolization is generally not an equilibrium.     

Sequential mergers and competition policy under partial privatisation

We examine optimal merger and privatisation policies in a partially privatised oligopoly with differentiated goods. We first show that under the subgame perfect Nash equilibrium, sequential mergers either emerge completely or do not emerge at all. Given this outcome, we derive the following policy implications. First, the level of social welfare can be U‐shaped with respect to the number of merged firm pairs. That is, given that there are some mergers that have already taken place, further mergers may actually lead to welfare improvement. However, these welfare‐improving mergers may not be privately profitable, implying that merger‐friendly policies are appropriate. Second, policymakers can halt privatisation in order to diminish the private incentive for further sequential (welfare‐deteriorating) mergers and improve welfare. Third, full nationalisation is never optimal unless the goods are homogeneous or independent. Our results are applicable to the Japanese life insurance industry and the partial privatisation of Japan Post Insurance.     

Multidivisional firms, internal competition, and the merger paradox

Abstract.  Traditional modelling of mergers has the merged firms (insiders) cooperate and maximize joint profits. This approach has several unappealing results in quantity‐setting games, for example, mergers typically are not profitable for insiders, but are profitable for non‐merging firms (outsiders). We take a different approach and allow for a parent company that can play each insider off one another. In quantity‐setting games, with our approach mergers are profitable for insiders, unprofitable for outsiders, socially beneficial, and involve (in a non‐monopolizing merger) a small number of firms. Finally, we find that the optimal strategy depends on whether firms compete in quantity or prices. JEL classification: L000     

Mergers,multiperiod Cournot competition,and Coasian dynamics

Under the simplifying conditions of product homogeneity, linear demand, symmetric and constant marginal costs, the static Cournot–Nash equilibrium predicts that exogenous horizontal mergers generate losses for the participants if the participants represent less than 80% of the firms in the industry. I successfully challenge the applicability of this well-known merger paradox to markets for durable goods by introducing Coasian dynamics to the quantity competition, while maintaining all other simplifying conditions. I demonstrate that exogenous mergers with a relatively small number of insiders in industries with a relatively large initial number of firms can be profitable as long as the common discount factor is sufficiently high and the decision-making horizon is sufficiently long. Unlike previous research on mergers in durable-goods industries, the significance of the decision-making horizon is emphasized; mergers that are unprofitable in a short-horizon version of my model for all values of the discount factor can prove profitable in a long-horizon version provided that agents are sufficiently patient.     

Predation and mergers: Is merger law counterproductive?

This paper extends the literature on predation and mergers to a multi-firm setting. Two new arguments why predation is rational when a merger is an alternative are provided. First, predation is less prone to the free-rider problem, since mergers concentrate the costs of eliminating a rival with one firm, whereas predation allows the costs to be spread out. Second, predation can be profitable since it limits the negative effects of the bidding competition for the prey. It is also shown that a restrictive merger policy might be counterproductive by “helping” predators avoid the disadvantageous bidding competition for the prey.     

Efficiency Defense in EU and US Horizontal Merger Control if Costs are Endogenous

If fixed costs are endogenous, following from profit maximization, horizontal mergers are always profitable. They cause the price to rise and consumer surplus to decrease. A case of horizontal merger in which, according to the requirement of US and EU Merger Guidelines for an efficiency defense to be acceptable, the price declines or remains constant does not exist and therefore cannot be expected by profit maximizing partners to arise following a merger. Merger control should be guided by focusing on total welfare. Permitting cooperation in R&D, although profitable, is likely to be detrimental to welfare.     

The Insiders’ Dilemma: An Experiment on Merger Formation

This paper tests the insiders’ dilemma hypothesis in a laboratory experiment. The insiders’ dilemma means that a profitable merger does not occur, because it is even more profitable for each firm to unilaterally stand as an outsider (Stigler, 1950; Kamien and Zang, 1990, 1993). The experimental data provides support for the insiders’ dilemma, and thereby for endogenous rather than exogenous merger theory. More surprisingly, our data suggests that fairness (or relative performance) considerations also make profitable mergers difficult. Mergers that should occur in equilibrium do not, since they require an unequal split of surplus.JEL Classification: C78, C92, G34, L13, L41     

Trade Liberalization and the Profitability of Domestic Mergers

It is often thought that a tariff reduction, by opening‐up the domestic market to foreign firms, should lessen the need for a policy aimed at discouraging domestic mergers. This implicitly assumes that the tariff in question is sufficiently high to prevent foreign firms from selling in the domestic market. However, not all tariffs are prohibitive, so that foreign firms may be present in the domestic market before it is abolished. Furthermore, even if the tariff is prohibitive, a merger of domestic firms may render it nonprohibitive, thus inviting foreign firms to penetrate the domestic market. Using a simple example, the authors show that, in the latter two cases, abolishing the tariff may in fact make the domestic merger more profitable. Hence trade liberalization will not necessarily reduce the profitability of domestic mergers.     

Mergers in the Electric Utility Industry in a Deregulatory Environment

We document that the merger announcement returns are positive and significant for targets of acquiring electric utility industry firms, but are not as algebraically large as target returns documented in non-regulated industry merger announcements. Additionally, electric utility acquirer firms earn significant negative announcement returns when acquiring an electric utility. We find announcement returns for acquirers vary significantly based upon the timing of the merger announcement, with mergers announced after the Energy Policy Act of 1992 generating negative returns for acquirers. We also find a significant difference in the percentage change in aggregate entity value around the announcement date for diversifying mergers as compared to non-diversifying mergers, with diversifying merger announcements resulting in a decrease in aggregate entity value.     

Horizontal Mergers and Merger Waves in a Location Model

We consider sequential mergers in a spatial model with Cournot competition. This model is suitable for explaining the behaviour of some industries where several brands of the same product are delivered by plants. The automobile and oil product industries are examples. To discuss sequential mergers, we use the method of Nilssen and Sørgard (1998). We show that if the transportation cost per length is large relative to market size, a merger wave occurs. In addition, it might improve social surplus. On the other hand, if the transportation cost per length is relatively small, a merger wave does not occur even though firms would be better off with sequential mergers.
We also compare our model to that of Levy and Reitzes (1992) who consider horizontal mergers with spatial price competition. We show that in a merger of neighbouring firms the merged firm's profit decreases. This result is opposite to that of Levy and Reitzes (1992).
Finally, we consider how a regulator affects sequential mergers. When each merger occurs, the regulator assesses each merger. In this case, there is a possibility that the existence of the regulator deters welfare-improving sequential mergers.     

Cross-Border Mergers as Instruments of Comparative Advantage

A two-country model of oligopoly in general equilibrium is used to show how changes in market structure accompany the process of trade and capital-market liberalization. The model predicts that bilateral mergers in which low-cost firms buy out higher-cost foreign rivals are profitable under Cournot competition. As a result, trade liberalization can trigger international merger waves, in the process encouraging countries to specialize and trade more in accordance with comparative advantage. With symmetric countries, welfare is likely to rise, though the distribution of income always shifts towards profits.     

Should the Pre‐Notification of Mergers Be Compulsory in Australia?

Australia is unusual among the world's antitrust jurisdictions in not making the pre‐notification of mergers compulsory. However, if the parties are concerned that the Australian Competition and Consumer Commission (ACCC) is likely to object to the merger, there are strong incentives for them to notify the ACCC as the regulator has developed a strong reputation for imposing heavy costs on parties that fail to notify such mergers. The result is a system of quasi‐compulsory notification that creates the strongest incentives for parties to notify the ACCC of those proposals to which it is most likely to object. This study analyses data extracted from the ACCC's merger database and the empirical results are consistent with this characterisation. Mergers reported voluntarily by the parties are found to experience longer delays to completion, and are more likely to be challenged by the ACCC, when compared with a sample of all other mergers assessed by the regulator. The results suggest that non‐compulsory notification allows the parties themselves to pre‐sort the proposed merger vis‐à‐vis its interest to the ACCC.     

The efficiencies defence in merger cases: implications of alternative standards

We compare alternative interpretations of the efficiencies defence, provided under Canadian competition law, for mergers found likely to lessen competition substantially. We find the respective percentage reductions in long-run marginal cost required for a profitable merger to satisfy the total surplus, price, and two weighted surplus standards, given pre-merger market structure. We find that when efficiency spillovers are low and markets are concentrated, the cost reduction required to satisfy the price standard is over four times higher than is required for a profitable, total-surplus-increasing merger and the cost reductions required to satisfy the weighted surplus standards are nearly twice as high.
Les auteurs comparent diverses interprétations des stratégies de défense en terme d'efficacité pour les fusions dont on pense qu'elles vont réduire substantiellement le concurrence dans le cadre de la loi sur la concurrence au Canada. Ils identifient que les réductions en pourcentage dans le coût marginal de longue période qui sont requises pour qu'une fusion profitable satisfasse aux normes du surplus total, du prix, et des deux surplus pondérés, compte tenu de la structure de marché avant la fusion. Il semble que quand les effets de débordement d'efficacité sont faibles et que les marchés sont concentrés, les réductions de coûts requises pour satisfaire la norme de prix soient quatre fois plus élevées que ce qui est requis dans le cas d'une fusion profitable qui accroît le niveau de mieux- être, et presque deux fois deux fois plus élevées pour satisfaire la norme des surplus pondérés.     

Upstream mergers,downstream mergers,and secret vertical contracts

In an industry characterized by secret vertical contracts, we consider a benchmark case where two vertical chains exist, with two upstream manufacturers selling to two downstream retailers, and show that the equilibrium prices are independent of whether upstream or downstream firms have all the bargaining power. We then analyse two alternative mergers, and show that a downstream merger (which gives the downstream monopolist all the bargaining power) is more welfare detrimental than an upstream merger (which gives the bargaining power to the upstream monopolist). We also show that downstream and upstream mergers have the same effects when contracts are observable.     

Trade Liberalization and the Profitability of Mergers: a Global Analysis*

We analyze the effects of bilateral tariff reductions on the profitability of cost‐reducing horizontal mergers. Given Cournot competition in a two‐country world, for any positive tariff below a certain threshold, marginal trade liberalization is shown to encourage only those domestic mergers with sufficiently large cost‐savings and to discourage the rest. For tariffs close to, but smaller than, the prohibitive tariff, however, marginal trade liberalization necessarily encourages all domestic mergers. Moreover, we show that for a given level of cost‐savings, the impact of marginal trade liberalization may not reliably predict that of nonmarginal liberalization. Although at high tariffs, domestic mergers are shown to be unambiguously more profitable than cross‐border mergers, near free trade, mergers which yield the most cost‐savings become the most profitable. Thus, when comparing domestic and cross‐border mergers, trade liberalization encourages the type which yields the most cost‐savings.     

Technology Transfer and Merger Activities with Trade and Tariffs

In order to better understand the effects of globalization on merger incentives this paper considers a set of commonly observed mergers whereby a restructured target (with improved managerial or technical capability) continues to supply the market. In contrast to the market‐concentrating merger literature it finds that trade barriers tend to encourage mergers, including potentially welfare‐reducing, tariff‐jumping mergers. Multilateral trade liberalization, however, encourages welfare‐improving mergers. Hence, and despite the skepticism of regulatory authorities towards the existence of cost synergies as a consequence of mergers, this paper suggests that in order to assess the impact of trade liberalization under the WTO on merger incentives, and consequently on prices, quantities, and welfare, accurate information on ex ante cost differences and the transferability of managerial and technical techniques is required.