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1 – 10 of over 19000Grace Qing Hao and John S. Howe
A friendly merger can be structured as a one‐step transaction or a two‐step transaction. For a variety of reasons, such as the fast speed with which two‐step mergers are…
Abstract
Purpose
A friendly merger can be structured as a one‐step transaction or a two‐step transaction. For a variety of reasons, such as the fast speed with which two‐step mergers are completed, there are concerns about whether target shareholders are disadvantaged by this structure in comparison with one‐step mergers. The purpose of this paper is to examine the effects of the two types of merger structures from the shareholder point of view.
Design/methodology/approach
In order to compare the shareholder wealth effects of merger structure, the authors control for deal and firm characteristics and the endogenous nature of the choice of transaction form. Specifically, the authors follow the literature to use a switching regression framework with endogenous switching to address endogeneity.
Findings
No evidence was found of detrimental effects of two‐step mergers on target shareholders. The findings suggest that at least some one‐step mergers could benefit from using the two‐step structure. The authors provide several explanations for the continued use of one‐step mergers.
Originality/value
Although there is some literature on freeze outs of minority shareholders, no one has examined two‐step mergers in comparison with one‐step mergers. The paper's results will be valuable to corporate managers, M&A advisors, regulators, and policy makers.
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– The purpose of this paper is to show how corporate policy with respect to the seniority structure of debt changes after a merger.
Abstract
Purpose
The purpose of this paper is to show how corporate policy with respect to the seniority structure of debt changes after a merger.
Design/methodology/approach
The author uses data on the seniority and other properties of outstanding bonds of acquiring and target firms before mergers and of the combined firm after the merger. The author tests whether a combined firm that has acquired junior debt in the merger attempts to move toward the senior-only structure of the acquiring firm before the merger.
Findings
The author finds that acquiring firms do not rapidly move back toward that structure after acquiring senior debt.
Research limitations/implications
The results of this study are consistent with those of many recent studies on capital structure, which find that changes in capital structure tend to persist, and that firms are slow to revert to previous structures aftershocks, such as those that may result from mergers.
Practical implications
The paper suggests that there may be an advantage for firms to sell off acquired junior debt after a merger.
Originality/value
This paper extends previous studies of capital structure to the more detailed level of debt seniority structure.
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The purpose of this paper is to examine the role that pre-merger identification plays within a post-merger setting. Social Identity Theory (SIT) has conflicting reports on the…
Abstract
Purpose
The purpose of this paper is to examine the role that pre-merger identification plays within a post-merger setting. Social Identity Theory (SIT) has conflicting reports on the role that pre-merger identification plays in post-merger integration. The current research explores a case study where enhancing pre-merger identification resulted in positive post-merger identification and intergroup relations; progressing knowledge in the field by analysing the contextual factors that facilitate this outcome.
Design/methodology/approach
The research follows a case study design applying integration method for the study of changes over time. Two sets of in-depth semi-structured interviews underwent content analysis to derive thematic findings. Case detail was also provided to frame the results.
Findings
Findings of the research showed that the integration strategy used to facilitate pre-merger ingroup identification reduced the perceived status differences between groups, moderately improved ingroup relations, and significantly improved intergroup relations.
Practical implications
For strategic planners involved in managing change during a merger, the findings provide an alternative integration strategy to be used within a joint-brand structure. The research also provides several analysis points that managers can use to design appropriate integration strategies.
Originality/value
The findings are important for the application of SIT to mergers and acquisitions, which commonly view pre-merger identification as a barrier to integration. The current study outlines the contextual factors which strengthen the relationship between pre-merger identity and post-merger identification.
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The purpose of this paper is to examine the effects of the post-merger integration duration on acquiring firms’ leverage behavior before and after a merger, using a dynamic model…
Abstract
Purpose
The purpose of this paper is to examine the effects of the post-merger integration duration on acquiring firms’ leverage behavior before and after a merger, using a dynamic model in which full merger benefits cannot be consumed at the instant of a merger, but rather after a pre-specified post-merger integration period.
Design/methodology/approach
This paper presents a dynamic model and empirical tests that describe the impact of the post-merger integration period on the capital structure dynamics of the acquiring and target firms before a merger and during the post-merger integration period. By incorporating costs associated with the post-merger integration period, the model can provide new implications for the leverage behavior around the merger.
Findings
The model generates new implications related to acquiring firms’ leverage dynamics along with method of payment choice. Specifically, the model indicates that the post-merger integration duration is negatively associated with the market leverage of newly-merged firms at the time of merger completion and during the integration period. Further, acquirer managers are more likely to use equity to finance a merger when the integration duration is likely to be lengthy.
Originality/value
This is the first model in the literature that assumes that both the acquiring and the target firms can change their capital structure overtime, which allows us to analyze both the financing structure and the merger timing. Previous empirical studies also ignore the integration period in the analysis of the method of payment choice and leverage behavior around mergers. In the tests reported in this paper, the authors control for the factors mentioned above and demonstrate that the expected integration duration is not subsumed by those variables implying that it has its own power in explaining the choice of leverage and merger financing method.
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Aihie Osarenkhoe and Akmal Hyder
A review of extant literatures shows that most mergers fail during the integration process. Little is known about how the realization of operating synergies and dissemination of…
Abstract
Purpose
A review of extant literatures shows that most mergers fail during the integration process. Little is known about how the realization of operating synergies and dissemination of available know-how in the merged firm are managed in the post-merger phase. The purpose of this paper is to provide insights on the process of integrating operating synergies by focusing on the critical success factors that facilitate integration of the skills of merged banks.
Design/methodology/approach
The authors draw on three research traditions in merger literature and reconcile them with three dimensions of integration. In-depth interviews were conducted with Nordea managers from four Nordic countries.
Findings
Having learned from the mistakes of previous mergers, Nordea’s “guiding star” for managing its post-merger integration process was expressed as focus, speed and performance from top management. A hands-on leadership style, vision-led thinking, a bias for action, involvement of the entire staff, continuous focus on customers, open and honest communication with employees are critical to success.
Practical implications
The motive for a merger has an important impact on the degree of interaction and degree of integration. The authors expand on previous findings by, among other things, synthesizing three theoretical lenses into an integrative model, and addresses post-merger issues with a sharp eye towards clear managerial relevance.
Originality/value
The authors respond to the call to expand inter-firm relationships study beyond the narrow dyadic relationship focus and not solely conceptualize mergers as one of companies’ entry modes to implement mechanistic growth strategy. The three dimensions of integration imbued with three research traditions in merger literature provides us with a conceptual lens to conceive mergers also as engines for change emerging from the merged firms to enhance a bespoke performance of their business process.
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This study aims to test the authors’ theory that in an integrated sales team, the larger team (either from the acquiring or acquired firm) dominates the smaller team, even though…
Abstract
Purpose
This study aims to test the authors’ theory that in an integrated sales team, the larger team (either from the acquiring or acquired firm) dominates the smaller team, even though it may be less competent than the smaller one, and that the level of competence of the integrated entity with the dominant but inferior larger team is bound to deteriorate.
Design/methodology/approach
The study tests the theory by conducting a laboratory experiment.
Findings
The results from the experiment show that an asymmetrical employee composition structure creates merger dominance in the post-integration group and influences the integration performance.
Research limitations/implications
Considering the lack of mergers and acquisitions research in the marketing literature, the author believes that this study contributes new information to the literature. The finding that an integrated entity with a dominant but inferior larger partner will demonstrate a resulting degeneration of competence invites empirical research for validation.
Practical implications
The integration of sales teams is central to ensuring revenue growth and driving the value that mergers promise but often fail to realize. The study findings provide some practical insights in this regard.
Originality/value
Mergers between asymmetrical partners are common phenomena. However, few studies have investigated how an unequal size of sales teams in pre-merger firms influences the effective integration of different sales teams. To fill this research gap, this study examines whether the involvement of an unequal number of salespeople from pre-merger firms in a post-merger sales team may influence its post-merger performance.
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Joana César Machado, Leonor Vacas‐de‐Carvalho, Patrício Costa and Paulo Lencastre
In the context of a merger, the management of corporate identity – in particular of corporate names and logos – assumes a critical role. This paper aims to explore how name and…
Abstract
Purpose
In the context of a merger, the management of corporate identity – in particular of corporate names and logos – assumes a critical role. This paper aims to explore how name and logo design characteristics, and specifically figurativeness, influence consumer preferences in the context of a brand merger, in the banking sector.
Design/methodology/approach
This study develops a typology of the alternative corporate identity structures that may be assumed in the context of a brand merger by drawing on a literature review and secondary data, as well as an exploratory study analyzing consumers' preferences regarding alternative branding strategies.
Findings
The results suggest that there is a clear preference for figurative logos. Furthermore, there is evidence that logos may be as important as the company name in a merger situation, in terms of assuring consumers that there remains a connection to the brand's past. The data show that the logo chosen by consumers reflects their aesthetic responses, whereas the selected name reflects their evaluation of the brand's offers or its presence in the market.
Originality/value
The paper uses an innovative research design which gives respondents freedom to choose their preferred solution; hence, the richness of the results is enhanced. The results should guide managers in their evaluation and choices regarding post‐merger branding strategies.
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After a series of recent Delaware Chancery Court and Delaware Supreme Court decisions and the standard of judicial review applied in challenges to “going‐private” transactions…
Abstract
After a series of recent Delaware Chancery Court and Delaware Supreme Court decisions and the standard of judicial review applied in challenges to “going‐private” transactions, controlling stockholders seeking to privatize their subsidiaries may be induced to do so by means of a two‐step acquisition (i.e., unilateral tender or exchange offer, followed by a short‐form merger) instead of a negotiated, single‐step merger. That said, there are a range of practical considerations for public M&A advisors in the wake of these decisions that may not necessarily make the two‐step method the “be all and end all” approach. In any case, there is an incongruity in Delaware’s common law, which is policy‐driven and, to some degree, formalistic, and which may no longer be as defensible today as it once may have been. Accordingly, a critical review of the applicable Delaware precedents and, ultimately, the reversal or modification thereof, seems appropriate at this time.
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Ercan Emin Cihan, Cigdem Alabas Uslu and Özgür Kabak
This study aims to develop a new integrated decision-making framework specifically designed to address complexity and uncertainty for project portfolio management. It particularly…
Abstract
Purpose
This study aims to develop a new integrated decision-making framework specifically designed to address complexity and uncertainty for project portfolio management. It particularly focuses on managing portfolios in a post-merger context. The paper portrays a normative and prescriptive approach to effectively creating a well-balanced project portfolio in a post-merger scenario.
Design/methodology/approach
This study introduces hyper-project portfolio frame as a prospective methodology for evaluating post-merger portfolios. The proposed method especially addresses the challenges associated with integration following a merger.
Findings
Hyper-project portfolio frame provides fundamental leaps in post-merger project portfolios. The frame gives opportunities to check consistency with policy, organizational scalability, flexibility and product diversity. It also underpins achieving the strategic objectives of mergers and acquisitions (M&As).
Research limitations/implications
The literature synthesis is approached from an interpretative standpoint. The research incorporates discussions and comparative studies from the relevant literature and introduces a novel approach. Additionally, new descriptive studies can expand the proposed process-oriented decision-making. Moreover, this research does not consider hostile takeovers.
Originality/value
Nested in content and process-oriented fashion, the frame provides suitable prequalification analysis for portfolios in a post-merger under the concepts of complexity, uncertainty, risk and value.
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