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Book part
Publication date: 14 July 2015

Kamal Ghosh Ray and Sangita Ghosh Ray

Management buyout (MBO) is a specialized form of acquisition with different motives. Sometimes, there are initiatives taken by the senior management to bailout the firm from…

Abstract

Management buyout (MBO) is a specialized form of acquisition with different motives. Sometimes, there are initiatives taken by the senior management to bailout the firm from sickness. The predominant agency theory focuses only on the governance issues in the MBO firms and this theory can be applied to understand how managerial discretion can play vital roles in mitigating value destruction in the post-MBO firm. A CEO-led MBO is presumed to be greed-driven (Bebchuk, L., Cremers, M., & Peyer, U. (2011). The CEO pay slice. Journal of Financial Economics, 102, 199–221.). But a senior management team-led MBO is said to be a socialistic move. By default, MBOs are debt-driven, unless the buying management team is financially affluent, which may be rare, considering the price for the buyout. Private equity (PE) players play a dominant role in providing and or arranging funds in the form of equity and or debt. There is a notion that the PE investors help promote entrepreneurial and modern management practices. The MBO target firm has to ensure returning the entire money back to the sponsors within the shortest possible time out of the operational cash flow. Therefore, various issues like identifying a target firm, sourcing mix of finance, MBO price determination, value creation and value delivery to all stakeholders are all important for understanding the subject. This chapter attempts to construct a robust model for structuring MBO to ensure value fairness to all parties involved in the transaction.

Details

Advances in Mergers and Acquisitions
Type: Book
ISBN: 978-1-78560-090-6

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Book part
Publication date: 19 September 2014

Christian Landau

We investigate whether active involvement of private equity firms in their portfolio companies during the holding period of a later-stage private equity investment is related to…

Abstract

We investigate whether active involvement of private equity firms in their portfolio companies during the holding period of a later-stage private equity investment is related to increased levels in operating performance of these companies. Our analysis of unique survey data on 267 European buyouts and secondary performance data on 29 portfolio companies using partial least squares structural equation modeling indicates that private equity firms, that is, their board representatives, can increase operating performance not only by monitoring the behavior of top managers of portfolio companies, but also by becoming involved in strategic decisions and supporting top managers through the provision of strategic resources. Strategic resources, in particular expertise and networks, provided by private equity firm representatives in the form of financial and strategic involvement are associated with increases in the financial performance and competitive prospects of portfolio companies. Operational involvement, however, is not related to changes in operating performance. In addition to empirical insights into the different types of involvement and their effects, this chapter contributes to the buyout literature by providing support for the suggested broadening of the theoretical discussion beyond the dominant perspective of agency theory through developing and testing a complementary resource-based view of involvement. This allows taking into account not only the monitoring, but also the more entrepreneurial supporting element of involvement by private equity firms.

Book part
Publication date: 30 November 2020

Kamal Ghosh Ray

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…

Abstract

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.

Book part
Publication date: 14 July 2015

Abstract

Details

Advances in Mergers and Acquisitions
Type: Book
ISBN: 978-1-78560-090-6

Book part
Publication date: 8 June 2011

Mike Wright

Purpose – Although there is extensive work on labor mobility, research on entrepreneurial mobility is fragmented and many aspects are largely neglected. We develop a framework for…

Abstract

Purpose – Although there is extensive work on labor mobility, research on entrepreneurial mobility is fragmented and many aspects are largely neglected. We develop a framework for analysis that integrates different perspectives on entrepreneurial mobility to provide a broad agenda for future research.

Design/methodology – We build upon the strategic entrepreneurship, entrepreneurial behaviour theory, resource-based theory and other literatures, to distinguish four quadrants involving high and low geographical mobility and high and low organizational mobility.

Findings – Within each quadrant we identify different types of entrepreneurial mobility, specifically habitual entrepreneurs, management buyouts, university spin-offs, returnee entrepreneurs and transnational entrepreneurs. Issues concerning the development of research programs and methods, with particular emphasis on datasets, are discussed.

Originality/value – It is hoped that this chapter will spur entrepreneurship and strategy scholars to recognize that the scope of the entrepreneurial mobility concept is considerably greater than hitherto appreciated, providing interesting new avenues for theoretical and methodological development in this area.

Book part
Publication date: 11 December 2007

William P. Mako and Chunlin Zhang

In the mid-1970s, China's economy had only two forms of public ownership: state ownership and collective ownership. In the agricultural sector, virtually all production was…

Abstract

In the mid-1970s, China's economy had only two forms of public ownership: state ownership and collective ownership. In the agricultural sector, virtually all production was organized into collectively owned Production Brigades (villages) and People's Communes (townships or groups). In industry, SOEs accounted for 80% of total industrial output, with the remaining 20% shared by urban and rural collectives. By the late 1990s, SOEs and collectives accounted for less than 50% of GDP (International Finance Corporation, 2000; p. 18). Transformation of the ownership of production has undoubtedly been one of the key components of China's successful reform program. This has been achieved through combined efforts: privatization of agricultural production on collectively owned land; new entry of collectively owned industrial enterprises, especially township and village enterprises (TVEs), and their subsequent privatization; new entry of foreign-invested and domestic private enterprises; and ownership transformation of existing SOEs (Mako & Zhang, 2003).

Details

Privatization in Transition Economies: The Ongoing Story
Type: Book
ISBN: 978-1-84950-513-0

Book part
Publication date: 13 October 2016

Tim C. Hasenpusch and Sabine Baumann

The fast-changing, highly competitive and technology-driven business environment forces established firms to continually search for new business opportunities and innovative…

Abstract

The fast-changing, highly competitive and technology-driven business environment forces established firms to continually search for new business opportunities and innovative ideas. In reaction, corporations such as Google, Microsoft, Cisco and Bertelsmann have launched new corporate venture capital (CVC) units or have intensified existing CVC activities. This chapter examines the structure, patterns and investment focus of telecommunication, IT, consumer electronics and media & entertainment firms’ CVC investments by conducting a data-mining project based on the Thomson Reuters Private Equity database. The data-mining project reveals the increasing importance of CVC activities as a strategic development tool to address the requirements of the increasing costs, speed and complexity of a technology-driven industry since the bursting of the Internet bubble. Therefore, following chapter is one of the first CVC studies to describe and compare CVC investments of the last CVC wave across industry sectors.

Details

Mergers and Acquisitions, Entrepreneurship and Innovation
Type: Book
ISBN: 978-1-78635-371-9

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