Advances in Mergers and Acquisitions: Volume 6

We are celebrating our sixth annual volume of the Advances in Mergers and Acquisitions. We have attempted over the years to include a range of disciplines and orientations from occupational psychology to economics, to corporate strategy, to corporate finance, to marketing. This volume is no exception with academics from a range of disciplines and a number of countries (e.g. Germany, Finland, UK, Canada, Italy, US, and Mexico). The unimpeded growth in mergers and acquisitions (M&A) activity globally means that research and practice in this field is likely to become even more significant as large developing countries such as China, India, and Brazil begin to go globally and influence markets in a different but dynamic way.

The presumed financial benefits of mergers & acquisitions (M&As) often do not materialize. At the same time, M&As are reported to create a host of negative reactions on the part of the employees involved. In recent years, these circumstances have led many scholars to use the social identity approach (SIA) in order to better understand the group psychology of M&As. This paper reviews recent M&A research inspired by the SIA and derives three general lessons that are explained in some detail: First, post-merger identification is important for M&As integration and success. Second, M&As pose a threat to organizational identification. Therefore, and third, if you have to merge – merge right.

In the context of the conflicting results of earlier studies, this chapter proposes a model of pre-merger identification and commitment to merger (in a pre-merger setting) by taking into account the multi-dimensional nature of commitment. First it argues that commitment to merger, rather than commitment to organization, drives behaviour in a merger. Then pre-merger identification is hypothesized to be positively related to normative and continuance commitment and either negatively or not significantly related to affective commitment.

Different forms of inter-organisational encounters, including joint ventures, alliances, mergers and acquisitions, have over the last decades become fashionable and much-sought means of globalisation. A continuous concern shared by managers involved in these different forms of inter-organisational encounters is the challenge of making them work in practice – their successful implementation and management. The cultural dimensions of these different kinds of inter-organisational encounters, particularly in cross-border contexts, have been deplored as being particularly difficult. This paper builds on prior research and aims to understand how the cultural dimensions of inter-organisational encounters have been approached by researchers on mergers and acquisitions on the one hand and researchers on alliances and joint ventures on the other hand. Based on a comparative literature review, the findings suggest that the two fields, despite their valuable contributions and the similarities in the phenomena they study, have remained surprisingly isolated from one another and would offer opportunities for cross-fertilisation. Through its theoretical contribution, the paper intends to offer insights to researchers in both streams of research.

Why do managers continue to transact merger & acquisition (M&A) deals, in massive number and dollar terms, when so many are deemed to fail? This paradox is central to the study of M&A. Despite considerable research effort being devoted to refining and redefining assessments of M&A performance the consensus of opinion remains that most M&A fail. Certain of the high percentage of M&A failure, performance academics infer that the continued massive levels of transactions can only be explained as misguided actions by managers. This chapter believes that the performance paradox can begin to unravel if we move beyond simple inference of managerial intentions and observe what actually takes place in practice. For instance the underlying assumptions of performance academics, that; 1) each M&A must create greater value for acquiring shareholders; 2) no other reasons for an M&A are legitimate, are not adequate for capturing ‘legitimate’ managerial action in practice. This suggests that part of the reason for so many M&A appearing to be failures is a result of the ‘myopia’ of performance studies themselves, where assumed and simplified motives have resulted in crude categorisations and confounded data. These limitations in the M&A performance literature are addressed in this chapter by; 1) demonstrating a broader set of motivations for M&A; 2) establishing their legitimacy; 3) showing that motivations may not be singular in nature but intertwined and complex; 4) presenting a way in which this greater complexity may be conceived in order for more sensitive empirical tests to be performed.

We propose a model to explain how and why merger & acquisition (M&A) can affect firms' technological performance. The model presents two key novel features. First, we conceptualize technological performance as a bi-dimensional construct that includes both the quantity of innovations produced as well as their quality (or type). Second, we characterize the outcome of the innovation process as essentially dependent on two variables: the resources available in the process and the organizational incentives that govern the use of these resources. We then argue that two types of resources are particularly relevant to explain technological performance: technological resources and complementary assets. Moreover, we contend that not only do incentives influence the propensity of firms to innovate (i.e., the quantity of innovations produced), but they also shape the type of innovations pursued. Our thesis is that M&A influence technological performance by altering simultaneously the resources firms' can use in their innovation process as well as the incentives firms undergo in the innovation process. Some preliminary empirical findings along these lines are also discussed.

This study uses a new, fine-grained, firm-based measure of target resources to investigate the relationship between target resource type and acquirer stock market performance. Our findings suggest that the market punishes acquirers of knowledge-based resources more than those that buy property-based resources due to the perceived uncertainty regarding the value of targets’ knowledge resources. In support of the underlying uncertainty argument, we find that managers announcing knowledge-based mergers provide more information in their press releases than those announcing property-based transactions. While prior studies have suggested that resource relatedness may moderate the resource type and acquisition performance link, our findings do not support either a direct or moderating relationship.

In acquisitions of technology-based firms the focus is typically on the technology and the target firm's engineers and scientists. But a firm is a social entity with a range of important internal and external relationships that are essential to the exploitation of existing capabilities, and the development of new ones. These relationships need to be maintained, subsequent to acquisition, to preserve the target firm's ability to innovate and compete. I argue for the importance of the target firm's relationships with its customers, and show that the degree to which the acquisition creates or destroys value for the target firm's customers is a significant predictor of acquisition success.

This paper empirically investigates the profit impact of externally sourcing technology through acquisition. Specifically, it questions whether biopharmaceutical acquirers benefit from taking over technologies which are pre-marketed more than those that have already been approved for market. This paper utilizes the resource-based view to determine that the decision depends on the relative value chains of the acquirer and target. We assert that companies with lower research and development (R&D) intensity than their targets benefit from acquisitions of pre-marketed drugs more than they would with marketed drugs because of a complementary combination of competitive assets. Estimations from the U.S. biopharmaceutical sector in the 1990s show that acquirers that take over pre-marketed drugs from targets with higher R&D intensity than themselves have post-acquisition returns between 2% and 11% higher than if they took over marketed drugs.