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Article
Publication date: 9 April 2024

Timothy Galpin and Maja de Vibe

Aspects of ESG have become key considerations during many M&A transactions. This ranges from the type of assets a firm purchases, to evaluating the management practices of target…

Abstract

Purpose

Aspects of ESG have become key considerations during many M&A transactions. This ranges from the type of assets a firm purchases, to evaluating the management practices of target firms, to incorporating ESG assessments into due diligence checklists and valuation models, to including specific ESG provisions in the sale and purchase agreement (SPA). Companies are increasingly concluding that a more robust focus on ESG in deal-making allows for greater value to be captured. This article identifies how companies can go about incorporating ESG throughout the deal process, from pre-deal analysis through post-transaction integration. A case example is provided.

Design/methodology/approach

This article provides key actions firms can take to incorporate ESG throughout the deal process, from pre-deal analysis through post-transaction integration. A case example from a large state-owned Norwegian utility is provided.

Findings

Various components of ESG have rapidly become key considerations in transactions. Firms that incorporate ESG across their M&A process, both pre- and post-deal can reap significant benefits. While firms that ignore ESG during M&A not only miss the upside potential, but also risk making damaging and costly deal mistakes.

Practical implications

M&A practitioners will find this article particularly useful, as many firms struggle with how to effectively include ESG in their transactions. This article provides M&A practitioners with key actions they can take to incorporate ESG throughout the deal process, from pre-deal analysis through post-transaction integration. A case example from a large state-owned Norwegian utility is provided.

Originality/value

The body of literature about M&A transactions is extensive, as is the recent writing about the importance of ESG to firms' costs, revenue, and societal impact. This article brings these two aspects together by providing M&A practitioners with key actions they can take to incorporate ESG throughout the deal process, from pre-deal analysis through post-transaction integration.

Details

Strategy & Leadership, vol. 52 no. 1
Type: Research Article
ISSN: 1087-8572

Keywords

Article
Publication date: 21 March 2024

Sugandh Ahuja, Shveta Singh and Surendra Singh Yadav

The purpose of this study is to examine the differential impact of qualitative and quantitative informational signals within the merger and acquisition (M&A) press releases on deal

Abstract

Purpose

The purpose of this study is to examine the differential impact of qualitative and quantitative informational signals within the merger and acquisition (M&A) press releases on deal completion and duration. A significant percentage of deals by emerging market acquirers get abandoned before completion, and those that are completed have a longer duration. The limited information about the operations of acquirers from emerging markets creates suspicion among the stakeholders involved in deal resolution, hindering the completion of deals. Thus, using the signal-feedback paradigm, authors investigate how informational signals in the M&A press release impact the deal resolution.

Design/methodology/approach

The study employs content analysis on M&A press releases announced by firms from five emerging economies: Brazil, Russia, India, China and South Africa. The technique is applied based on the exploration-exploitation framework developed by March (1991) to categorize the announced deal motives (qualitative information). Next, the authors identify the percentage of relevant quantitative information disclosed in the press release, following which results are obtained using logistic and ordinary least square regressions.

Findings

The study reports that deals with declared exploratory motives take longer to complete. Additionally, deals disclosing higher percentage of quantitative disclosure exhibit lower completion rate and increased deal duration.

Originality/value

This is the first study to provide evidence that familiarity bias impacts deal duration as relative to exploitation deals that are familiar to the stakeholders; exploratory deals take longer to conclude. Further, our analysis indicates that a greater percentage of quantitative disclosure may not always reduce information risk but rather be interpreted negatively in the form of the acquirer’s overconfidence in the deal’s potential.

Details

Review of Behavioral Finance, vol. ahead-of-print no. ahead-of-print
Type: Research Article
ISSN: 1940-5979

Keywords

Book part
Publication date: 15 June 2018

Elisa Labbas, Padma Rao Sahib and Trang Thu Doan

Many announced cross-border mergers and acquisitions (M&As) are never brought to completion despite potential negative consequences to acquirers and targets. This paper presented…

Abstract

Many announced cross-border mergers and acquisitions (M&As) are never brought to completion despite potential negative consequences to acquirers and targets. This paper presented evidence on the dynamic effects of spatial distance and two industry-level characteristics, namely industry relatedness between the two firms and technological intensity, on the completion likelihood of cross-border M&A deals. Based on a sample of 8,489 M&A transactions we found that the completion likelihood of cross-border M&As increases with spatial distance. The effect is more pronounced for deals across technology-based industries, evidence for related deals is inconclusive.

Book part
Publication date: 14 September 2022

Mazhar Islam, Carmen Weigelt and Haemin Dennis Park

We consider conditions under which firms hire an intermediary advisor in acquisition deals. Although acquirers pay large advisory fees to investment banks for their assistance in…

Abstract

We consider conditions under which firms hire an intermediary advisor in acquisition deals. Although acquirers pay large advisory fees to investment banks for their assistance in acquisitions, we know little about the conditions under which acquirers form a relationship with an investment bank for an acquisition deal. Specifically, we examine the role of overall acquisition experience, acquisition experience specific to the target’s industry, prior relationship-specific experience, and deal size in relationship formation and continuation. We test their hypotheses using a dataset of US-based acquirers and targets between 1991 and 2015. Our findings provide nuanced insights into the role of acquisition experience for acquirer–investment bank pairing up on acquisition deals.

Book part
Publication date: 19 April 2011

Etienne Redor

In a world of asymmetric information between managers and investors, the choice of the payment method is a key issue in mergers and acquisitions. Previous literature shows that…

Abstract

In a world of asymmetric information between managers and investors, the choice of the payment method is a key issue in mergers and acquisitions. Previous literature shows that contingent methods of payment other than stocks (e.g. contingent value rights, earnouts or convertible securities), even if they do not solve the information asymmetry problems, can mitigate their consequences. In this chapter, I examine the motivations and the effects of the inclusion of a contingent payment method the use of which has not been studied yet, the warrant. I show that this consideration is used mainly when information asymmetry problems are severe and that it can be used to solve the information problems.

Book part
Publication date: 1 January 2008

Christoph Grimpe and Katrin Hussinger

Purpose – Firm acquisitions have been shown to serve as a way to gain access to international markets, technological assets, products or other valuable resources of the target…

Abstract

Purpose – Firm acquisitions have been shown to serve as a way to gain access to international markets, technological assets, products or other valuable resources of the target firm. Given this heterogeneity of takeover motivations and the skewness of the distribution of the deal value we show whether and how the importance of different takeover motivations changes along the deal value distribution.

Methodology/approach – On the basis of a comprehensive dataset of 652 European mergers and acquisitions in the period from 1997 to 2003, we use quantile regressions to decompose the deal value at different points of its distribution.

Findings – Our results indicate that the importance of technological assets is higher for smaller target firms while the importance of non-technological assets seems to be higher for larger targets. The findings support the view on small acquisition targets to complement the acquirer's technology portfolio while larger acquisition targets tend to be used to gain access to international markets.

Research limitations/implications (if applicable) – Our findings suggest that the average firm as a reference for study might not be appropriate to address as the size of the target firm influences the value attribution to the target's assets.

Practical implications (if applicable) – Managers in the acquiring firm should be aware that they might overpay for the technological assets of a small firm. However, the acquisition of larger targets requires a well-developed integration strategy.

Originality/value of paper – For the first time, the broad merger motive of technology acquisition has been further qualified according to the size of the target which exhibits a considerable impact.

Details

New Perspectives in International Business Research
Type: Book
ISBN: 978-1-84855-279-1

Book part
Publication date: 8 April 2005

Fredrik von Corswant

This paper deals with the organizing of interactive product development. Developing products in interaction between firms may provide benefits in terms of specialization…

Abstract

This paper deals with the organizing of interactive product development. Developing products in interaction between firms may provide benefits in terms of specialization, increased innovation, and possibilities to perform development activities in parallel. However, the differentiation of product development among a number of firms also implies that various dependencies need to be dealt with across firm boundaries. How dependencies may be dealt with across firms is related to how product development is organized. The purpose of the paper is to explore dependencies and how interactive product development may be organized with regard to these dependencies.

The analytical framework is based on the industrial network approach, and deals with the development of products in terms of adaptation and combination of heterogeneous resources. There are dependencies between resources, that is, they are embedded, implying that no resource can be developed in isolation. The characteristics of and dependencies related to four main categories of resources (products, production facilities, business units and business relationships) provide a basis for analyzing the organizing of interactive product development.

Three in-depth case studies are used to explore the organizing of interactive product development with regard to dependencies. The first two cases are based on the development of the electrical system and the seats for Volvo’s large car platform (P2), performed in interaction with Delphi and Lear respectively. The third case is based on the interaction between Scania and Dayco/DFC Tech for the development of various pipes and hoses for a new truck model.

The analysis is focused on what different dependencies the firms considered and dealt with, and how product development was organized with regard to these dependencies. It is concluded that there is a complex and dynamic pattern of dependencies that reaches far beyond the developed product as well as beyond individual business units. To deal with these dependencies, development may be organized in teams where several business units are represented. This enables interaction between different business units’ resource collections, which is important for resource adaptation as well as for innovation. The delimiting and relating functions of the team boundary are elaborated upon and it is argued that also teams may be regarded as actors. It is also concluded that a modular product structure may entail a modular organization with regard to the teams, though, interaction between business units and teams is needed. A strong connection between the technical structure and the organizational structure is identified and it is concluded that policies regarding the technical structure (e.g. concerning “carry-over”) cannot be separated from the management of the organizational structure (e.g. the supplier structure). The organizing of product development is in itself a complex and dynamic task that needs to be subject to interaction between business units.

Details

Managing Product Innovation
Type: Book
ISBN: 978-1-84950-311-2

Book part
Publication date: 30 June 2004

Jerald Greenberg, Marie-Élène Roberge, Violet T Ho and Denise M Rousseau

In response to demands and opportunities of the labor market, contemporary employers and employees voluntarily are entering into highly customized agreements regarding nonstandard…

Abstract

In response to demands and opportunities of the labor market, contemporary employers and employees voluntarily are entering into highly customized agreements regarding nonstandard employment terms. We refer to such idiosyncratic deals as “i-deals,” acknowledging that these arrangements are intended to benefit all parties. Examples of i-deals include an employee with highly coveted skills who is compensated more generously than other employees doing comparable work, and an employee who is granted atypically flexible working hours to accommodate certain personal life demands. The nonstandard nature of i-deals is likely to prompt questions about the fairness of the arrangement among three principal stakeholders – employees who receive the i-deal, managers with whom the i-deal is negotiated, and the co-workers of these employees and managers. We analyze issues of fairness that arise in the relationships among all three pairings of these stakeholders through the lenses of four established forms of organizational justice – distributive justice, procedural justice, interpersonal justice, and informational justice. Our discussion sheds light on previously unexplored nuances of i-deals and identifies several neglected theoretical issues of organizational justice. In addition to highlighting these conceptual advances, we also discuss methods by which the fairness of i-deals can be promoted.

Details

Research in Personnel and Human Resources Management
Type: Book
ISBN: 978-0-76231-103-3

Book part
Publication date: 30 November 2020

Trang Thu Doan, Padma Rao Sahib and Arjen van Witteloostuijn

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…

Abstract

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.

Article
Publication date: 7 December 2023

Mohammad Fuad and Ajith Venugopal

Mergers and acquisitions (M&As) are important strategic actions undertaken by firms to access resources and markets. However, firms face substantial challenges in M&As during deal

Abstract

Purpose

Mergers and acquisitions (M&As) are important strategic actions undertaken by firms to access resources and markets. However, firms face substantial challenges in M&As during deal completion. While prior literature reviews synthesize the studies on the post-merger consequences of M&As, the literature on deal completion is largely fragmented. In this paper, the authors synthesize prior literature on deal completion into the antecedents and consequences framework and map various studies across the international business and management, finance and accounting literature at the macro-, meso- and micro-levels.

Design/methodology/approach

The authors adopt a content analysis-based methodology to conduct the review. First, the authors identify existing literature on deal completion based on keyword searches. Next, the authors propose a framework that integrates the extant literature from a multi-theoretic perspective across four broad themes: concepts, antecedents, implications and moderators. In this study, the authors consider not only empirical but also conceptual papers to strengthen the theoretical foundations of M&A literature. Finally, after synthesizing various studies, the authors highlight a future research agenda on deal completion.

Findings

Based on the review, this study provides important avenues for future research on M&A deal completion.

Originality/value

This study theoretically integrates multi-disciplinary and multi-country research on acquisition completion.

Details

Cross Cultural & Strategic Management, vol. 31 no. 1
Type: Research Article
ISSN: 2059-5794

Keywords

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