Advances in Mergers and Acquisitions: Volume 19

The authors investigate the pre-merger process, defined as the period between the announcement and completion of an M&A (mergers and acquisitions) deal. Specifically, the authors examine if the timing of the announcement in a merger wave affects whether or not the M&A deal is completed, and how long this pre-merger process takes. The authors conduct a textual analysis of the 150 largest abandoned M&A deals in the sample. From this, the authors find that competing bidders, regulatory concerns, and shareholder opposition from the acquirer are major roadblocks in the pre-merger process, and that these hurdles often occur jointly. Subsequently, the authors examine a sample of 2,802 announced M&As across four industry waves and find that M&A deals initiated earlier in a merger wave are more likely to be completed and are completed more speedily.

The authors extend the existing research on acquisition programs by identifying four types of acquisition programs that we call: cautious approach, political approach, investment-intensive approach, and hybrid approach. The authors also provide a finer-grained distinction between various characteristics of these acquisition programs. Furthermore, when examining the performance of different types of acquisition programs, the authors found that an acquisition program has to be designed in a way that not only fits to the current environmental conditions in the host country, but also takes into account an acquirer’s acquisition capabilities and resources.

In this study, the authors examine acquirers’ selection of legal advisors for mergers and acquisitions (M&A) transactions. The authors first confirm the importance of their own prior experience and imitation within this context. Then, the authors propose and find that firms with less experience in performing M&A deals place more emphasis on imitating others while firms with more experience with a particular legal advisor focus less on others’ experience with this advisor. The authors further find that when they imitate, firms selectively, rather than broadly, imitate others by focusing on their industry or state peers. The authors present corroborating evidence for these hypotheses through analyzing a matched sample of acquirer – legal advisor pairs developed from an initial dataset of 29,398 domestic and cross-border acquisitions performed by US firms between 2000 and 2010.

This chapter presents a personal research journey starting from my interest in firms’ decision-making within the tradition of the behavioral theory of the firm to discovering mergers and acquisitions (M&A) as an ideal decision context to advance the theory. Using my two articles published in the Academy of Management Journal as examples, I showcase how to leverage the specific attributes of M&A together with the institutional context in which they occur to develop and test new theories. Each paper addresses a distinctive research question and provides a unique angle of theoretical insights to the theory of decision-making. In particular, I was able to dig deeper into the mechanisms of institutional logic, power, and coalition building for explaining how firms make strategic decisions, all owing to the significance and versatility of M&A.

The authors examine the role of national corporate governance characteristics on both the number of deals and the total value of acquisitions in 28 European countries between 2008 and 2015. In line with previous studies, our analysis suggests that deal value and number of acquisitions follow a cyclical trend but each with different peaks and troughs throughout the sample period. Likewise, we observe a positive relationship between the level of GDP and the number as well as the total value of acquisitions. Among the three types of corporate governance institutions, namely corporate ethics, accountability, and financial market development (efficiency), the authors find that efficiency and a relatively higher level of corporate ethics within the target country in comparison to the acquirer country are positively related to the value of acquisitions.

This chapter reviews the literature on servitization to understand whether and how mergers and acquisitions (M&As) have been dealt with and what the portrayed consequences are of servitization through M&As. Servitization refers to how manufacturing firms extend and remodel their offerings to focus on value in use rather than product transfer. The rationale of the chapter follows from how business model innovation or business modeling has been predicted as the next M&A wave, while the focus on servitization has been pronounced in research and practice as a means for manufacturing firms to refocus operations during the past decade. The chapter concludes that while the servitization literature is vibrant, the mode of reaching service competence and renewing business is not well explored in the literature. In line with the predicted next M&A wave, servitization through M&As would thereby create an interesting path for future research.

A corporate takeover (with major stake in equity) gives the acquirer the right to appoint majority of directors in the target’s board to control its management and policy decisions. When such acquisition is unsolicited and unwelcome, it becomes a “hostile takeover.” In such cases, the acquirer is said to be a “raider” and the raider’s management team may act under the influence of “hubris” implying that they seek to acquire the target for their own personal motives ignoring pure economic gains for the owners of both the companies. The hostile bidder makes all possible efforts to justify the takeover by paying handsome premium over the target’s fairly valued share price. In a hostile takeover, the target management or target promoters resist and fight tooth and nail against the raider to convey to the world that the bidder’s acts are not in the best interest of all their stakeholders. Any unsolicited and hostile takeover offer is generally viewed as oppression, domination or coercion by the bidding company against the target and its management. In a hostile bid, the existing target management always believes that whatever they do is in best interest of everyone. They feel complacent and assume that their standards of corporate governance are of highest order. Therefore, they are unwilling to succumb to the aggression and hostility of another corporate entity for takeover. The “so-called” victimized target resorts to all means to gain sympathy from peers, press, common shareholders, employees and general public. In today’s regulated market for corporate control, an intelligent hostile bidder would probably not acquire a business unless it has good strategic or financial reasons to do so. Hence, “stewardship” on the part of bidder’s management is very important in case of any hostile takeover. This chapter derives motivation from a three-and-half-decade-old abortive hostile takeover bid in India by Caparo Group of the UK and also the recently completed hostile takeover in India of a famous mid-sized information technology company, Mindtree by Larsen & Toubro, a major conglomerate. This research aims at developing a distinctive model to demonstrate that unsolicited hostile takeover may not be a good mechanism for a successful business combination.