Picking cherries or lemons: A unified theory of cross‐border mergers and acquisitions

This article provides a theoretical framework that enhances understanding of empirical evidence suggesting that international mergers and acquisitions, a key source of foreign direct investment, seemingly target in‐country firms that are at the extremes of the productivity spectrum—either high‐productivity firms, so‐called cherries, or low‐productivity firms, the “lemons.” The framework demonstrates that foreign firms with intermediate inputs seek high‐productivity domestic firms, while foreign firms with managerial expertise seek low‐productivity domestic firms. We also show that because of the difference in available outside options, high‐productivity domestic firms can demand a significantly higher portion of profits in the partnership than low‐productivity domestic firms.     

Building a global corporate social responsibility program via mergers and acquisitions: A managerial framework

While previous studies and management conventions often adopted a finance-centric view of cross-border mergers and acquisitions (CBM&A or CBA), we demonstrate that CBA can be an effective platform upon which to build a global corporate social responsibility (CSR) program and that CSR initiatives can be customized for different locales. These CSR-CBA interconnections and customizations respond to a range of stakeholder interests associated with both national and societal institutional factors. We develop a managerial framework for the CSR-CBA setting and illustrate the framework with an exemplar of international expansion through acquisitions combined with the international development and implementation of CSR.     

Two ethical issues in mergers and acquisitions

With the recent rash of mergers and friendly and unfriendly takeovers, two important issues have not received sufficient attention as questionable ethical practices. One has to do with the rights of employees affected in mergers and acquisitions and the second concerns the responsibilities of shareholders during these activities. Although employees are drastically affected by a merger or an acquisition because in almost every case a number of jobs are shifted or even eliminated, employees at all levels are usually the last to find out about a merger transaction and have no part in the takeover decision. Second, if shareholders are the fiduciary beneficiaries of mergers and acquisitions, then it would appear that they have some responsibilities or obligations attached to these benefits, but little is said about such responsibilities. In this essay I shall analyze these two ethical issues, and at the end of the paper I shall suggest how they are related. Patricia H. Werhane is Professor of Philosophy at Loyola University of Chicago. She is one of the founding members of the Society for Business Ethics. Her publications include Philosophical Issues in Art, Ethical Issues in Business, coedited with Tom Donaldson, Persons, Rights and Corporations, Philosophical Issues in Human Rights, edited with D. Ozar and A. R. Gini.     

Learning by doing: Cross-border mergers and acquisitions

We rely on organizational learning theory and strategic momentum research to examine the international merger and acquisition (M&A) activities of a sample of S&P 500 firms. We hypothesize that the learning associated with a firm's prior acquisition experience increases the likelihood the firm will engage in subsequent international acquisitions. Results from a sample including company-country level data indicate that both prior domestic acquisitions and international acquisitions influence the likelihood of acquisitions in foreign markets by U.S.-based firms. We also find that prior experience with international acquisitions is more predictive of subsequent international acquisitions than prior domestic acquisition experience. Moreover, we find that the acquisition experience within a host country had a stronger influence on subsequent acquisitions within that country than other prior non-host country international acquisition experiences.     

Evaluating marketing assets in mergers and acquisitions

Marketing factors often explain why mergers and acquisitions subsequently succeed or fail. Here are guidelines for appraising the value of marketing assets of companies that are M&A candidates.     

A global market advantage framework: the role of global market knowledge competencies

The globalization forces engender companies to develop a new set of competencies that would enable the generation of abnormal returns in the global marketplace. This article reviews the extant literature regarding the effect of globalization on organizations and develops a conceptual framework that underlines the importance of knowledge management competencies in creating global market advantage. The knowledge management competencies consist of global customer, competitor and supplier knowledge development, inter-functional coordination and value chain coordination. The relationship between global market knowledge competencies and global market advantage is partially mediated by company's responsiveness. Global market advantage is positively associated with company's strategic and financial performance.     

Domestic mergers and acquisitions in BRICS countries: Acquirers and targets

We study the firm value determinants for domestic acquisitions within BRICS countries considering both acquirer and target shareholders. Targets earn significant positive announcement returns of 1.45% on average. Acquirers lose slightly. We employ a comprehensive set of explanatory variables and test for cross-sectional return drivers. Target returns are negatively related to pre-announcement returns and firm size, while they are positively related to GDP growth. Our results are consistent with insider trading capturing some of the target excess returns, which are highest for small targets based in countries with high recent GPD growth.     

Idiosyncratic volatility and mergers and acquisitions in emerging markets

Given the recent findings in the literature that idiosyncratic volatility reflects stock price informativeness, we analyze the impact of idiosyncratic volatility on many acquisition parameters. We find that idiosyncratic volatility is positively related to acquisition premium; the relationship is more significant in deals that occurred in information-poor economies where acquirers have difficulty gathering information about the targets. These deals typically involve bidders from emerging markets and those that have less experience in the target country. Idiosyncratic volatility is also positively related to acquisition completion rate, the likelihood of the bidder acquiring majority control, but is negatively related to takeover probability.     

New trends in mergers and acquisitions: Idiosyncrasies of the European market

While policy makers link the recent increase of M&A activity in Europe to the benefits of European legislation and European institutions to create a fertile ground for acquisitions in Europe, others deny the benefit of regional integration. This study evaluates the characteristics and the key determinants of the likelihood of completion of M&As in the European Union between 1997 and 2007. The results of this study suggest that M&As in Europe feature unique characteristics, while still suffering from country-specific challenges. In Europe the deal attitude and the presence of competing bids are more important for the completion of a deal than the deal origin, the payment method, or industry regulation. The reported idiosyncrasies of M&A in Europe seem to arise not merely from European regulations about acquisitions, but mostly from the structural characteristics of the European business environment.     

Understanding cross‐border mergers and acquisitions of African firms: The role of dynamic capabilities in enabling competitiveness amidst contextual constraints

This article builds on existing international business literature that examines the drivers of cross‐border mergers and acquisitions (M&As) within emerging and developing economy contexts, theoretically exploring how dynamic capabilities (DCs) are connected to these drivers, and how African emerging multinational enterprises (EMNEs) can pursue them to achieve competitiveness. The article's contribution is the development of a DC framework and testable propositions for African EMNEs' cross‐border M&As. The theoretical framework shows the division of DC dimensions—sensing, seizing, and transforming—and establishes explanations for their linkage with institutional and resource drivers for African EMNEs' cross‐border M&A competitiveness. In addition, the article outlines managerial implications to this effect. Overall, the article contributes to the emerging literature on the international expansion of African EMNEs through cross‐border M&As by underscoring the role of DCs.     

跨国并购浪潮中的风险防范

近日,新闻集团宣布以50亿美元的价格收购道琼斯公司,这一收购案如果最终成功,道琼斯公司拥有的《华尔街日报》、道琼斯通讯社等商业和财经领域的     

Antecedents of growth through mergers and acquisitions: Empirical results from Belgium

This paper empirically investigates the antecedents of growth through mergers and acquisitions (M&As) in a typical continental European country, Belgium. The article reports on a study using data on 484 private and listed bidders engaging in 990 M&As during 1997-2007, and matches this sample with companies that did not pursue any external growth. By analyzing firm characteristics, industry, and aggregate financial market variables, the study can also discern the motives that are important in the decision to acquire. The results show that neither the firm's cash position nor its cash-generating abilities influence its choice to grow externally. Yet, intangible assets affect the M&A decision positively, whereas ownership concentration and bank loans have a negative effect. In industries where incumbents are operating at a lower scale and in more highly concentrated industries, the odds of firms participating in M&As are larger. Industry deregulation, industry growth, and financial market conditions have no influence. These findings are largely comparable across listed and private firms. Yet, the data do reveal that the operating scale of industry incumbents and industry concentration matter only in horizontal and domestic takeover decisions.     

The function-specific microfoundations of dynamic capabilities in cross-border mergers and acquisitions

In mergers and acquisitions, the acquiring firm must combine two firms’ resources and capabilities so that the outcome yields value. In individual firms, the marketing & sales, and R&D functions have typically developed intertwined and complex relationships over time. These multifaceted dependencies may obscure the integration of the firms and their functions. In order to reveal to what extent cross-functional relationships determine the success or failure of an acquisitions, we have made one of the first attempts to study merging firms’ function-specific capabilities, underlying microfoundations, and their cross-functional relationships during the integration process—instead of focusing on acquisition capabilities as such. We use longitudinal data from two cross-border acquisitions between US and Finnish SMEs. Our results indicate that major differences between merging firms’ cross-functional microfoundations—that is, their structures, processes, routines, and skills—might either enforce or erode the seemingly promising synergies at the product and market levels, depending on managerial awareness of their nature.     

Technological advantage,alliances with customers,local knowledge and competitor identification

Research typically studies competitor identification in stable markets and seldom considers possible antecedents in a dynamic context. To address this situation, this study combines a relational view, a capability-based approach, and a managerial cognition view to predict competitor identification. The hypotheses concern how a firm's customer ties, technological advantage, their interaction, and top manager's local knowledge influence competitor identification. Using a sample of 1348 firms across manufacturing and servicing sectors in China, we find that strong customer ties have a positive impact on competitor identification, firm-specific technological advantage has a negative impact, and the interaction of the two positively relates to competitor identification as does having greater local knowledge. These results suggest that a relational view, a capability-based view and a managerial cognition view complement one another in determining competitor identification in a dynamic environment.     

Exploring the link between management communication and emotions in mergers and acquisitions

News on merger and acquisition (M&A) activities frequently dominate the popular business press. While the announcement of an M&A usually elicits enthusiasm in the business community, it also results in increased levels of uncertainty, stress, and anxiety for employees. Based on a qualitative analysis of four international M&A cases, this paper integrates emotions and communication during mergers and acquisitions in a conceptual framework. We argue that management communication and information flows during all stages of an M&A process represent affective events, which in a cognitive appraisal process trigger positive and negative emotions. These in turn may influence employee attitudes, behaviour, and performance, and ultimately also M&A success. Copyright © 2016 ASAC. Published by John Wiley & Sons, Ltd.     

The impact of mergers and acquisitions on brand equity: A structural analysis

An overlooked strategic benefit of mergers and acquisitions (M&As) is their impact on brand equity. M&As may affect consumer brand preferences, which in turn will affect a firm’s profit. We develop a structural model with a difference-in-differences specification to measure how M&As affect a firm’s profit through three mechanisms: brand equity, cost synergies, and product portfolios. We analyze Lenovo’s acquisition of IBM’s PC division in China’s PC market and find that the increase in brand equity contributed the most to increasing Lenovo’s profit, followed by cost synergies. To explore the generalizability of our modeling approach, we apply it to Geely’s acquisition of Volvo and also find that the gains in brand equity contributed the most to Geely’s profit increase.     

中国企业跨国并购中的文化整合策略研究

文化整合对企业跨国并购的成败及发展有着重要的影响.本文结合中国企业跨国并购的情况分析了跨国并购中存在的文化整合问题,并在此基础上总结了中国企业在跨国并购中应采取的文化整合策略.     

Overbidding in cross-border acquisitions: Misperceptions in assessing and valuing knowledge

Many firms competing across borders use acquisitions to gain the knowledge and capabilities that reside in target firms. Assessing and valuing knowledge in the international context is complex and frequently error-prone. The international acquisition literature has not adequately addressed the difficulties of valuing knowledge, the costs associated with acquiring knowledge, the factors behind escalating bids to acquire knowledge, and the impact of knowledge acquisitions on returns. We conceptually explore several key dimensions that influence the assessment and valuation of knowledge and develop propositions positing the effects of predictor variables and moderators on knowledge assessment and valuation in cross-border acquisitions.