Changing disclosure requirements and the evolution of US markets in the 21st century have created historic shifts in the exit strategies and payoffs for private firms. The propensity to sell to an acquirer has dominated firm exits in recent decades, especially for smaller private firms in highly concentrated industries. Exceptions to the merger exit preference are venture capital-backed firms, which exhibit an enduring preference for IPOs, likely due to the reputation effects associated with this strategy. While the premium for IPO exits has exceeded that for M&A exits in the past, we document a reversal in this pricing trend: in more recent years firms that sell out earn higher risk-adjusted premiums than firms that conduct IPOs. Our empirical tests examine potential drivers of this effect. We believe we are the first to document this reversal in the economics of the exit decision.
This paper examines the impact of the repatriation tax provision of the Tax Cuts and Jobs Act (TCJA) on firms' dividend policy. Our findings show that the firms most affected by the repatriation tax provision, that is, those with high foreign sales, reward shareholders by substantially increasing dividends per share, but maintain aggregate dollar dividends. Dividend per share (DPS) increasing firms repurchase at significantly higher magnitudes than non-dividend per share increasing firms, suggesting that DPS increasing firms partially utilize repurchases to avoid substantial increases in their long-term aggregate dividend commitments. We also investigate whether managers reap the rewards of dividend increases, finding that firms with high levels of executive ownership and foreign sales are more likely to increase their dividends per share after the TCJA was enforced. Overall, our results highlight the importance of the interconnection between dividends and repurchases in examining the response of firm payout policy to external shocks.
This paper examines the factors influencing female board membership in Taiwan over the period from 1996 through 2017 and the potential impact of female board representation on firm performance. With 16,477 firm-year observations, our findings show that Taiwanese firms with higher board independence and institutional ownership tend to have lower female board representation. In examining performance implications, the results suggest that board gender diversity is positively associated with firm performance overall. This positive relationship is even stronger in small firms, where female directors may have more influence. In subsample analysis based on lowest and highest ultimate control ownership, we document that the positive impact of board gender diversity is mainly driven by firms that have high ultimate control ownership. Our findings suggest that, in environments with weak corporate governance, female board members may act as effective monitors, especially in smaller firms. Regulators and firms in developing economies with weak corporate governance environment should encourage gender diversity on boards.
This study examines the impact of economic freedom in mergers and acquisitions (M&A) using a global sample of 6159 takeovers involving acquirers from 56 different countries and foreign targets from 130 countries. The results reveal that acquirers with an economic freedom advantage over their targets experience higher short-run and long-run abnormal returns after controlling for other important country and merger characteristics. At the same time, the level of economic freedom in the target country relative to the bidder country positively impacts target shareholders’ announcement wealth effects and merger premiums. The results are robust to various control variables, industry, year and country fixed effects, modifications to the target sample, and changes to the merger announcement window. These findings add to the institutional theory and suggest that differences in institutional quality, captured as economic freedom advantage, benefit bidders and targets in cross-border M&A.
While the gains to acquirers in public mergers and aquisitions (M&A) tend to be small or non-existent, acquirers of unlisted targets have been a notable, robust exception. Prior studies often point to an illiquidity discount as the reason why these non-public targets are good deals for acquirers. This paper examines acquirer wealth gains and bid premia in M&A involving unlisted/listed firms over the past three decades. Our findings show that, while target listing status was a significant determinant of acquirer wealth gains and bid premium in early years, it no longer has significant shareholder wealth implications for either acquirers or targets in M&A. These results are consistent with recent studies that suggest a changing landscape in the public funding markets and an increased availability of alternative funding sources for unlisted firms.
Building upon athletes' positive attributes recognized by the theory of deliberate practice and research in sports psychology, this study examines the relationship between a person's participation in competitive sports during formative years and the propensity for creating a new venture later in life. The analysis of the biographies of 2,084 American executives reveals that individuals who participated in competitive sports in their youth are more likely to become entrepreneurs. Our research indicates that participation in individual sports (such as tennis, running, and swimming), but not in team sports, drives the results. Moreover, being a star youth athlete further enhances the likelihood of entrepreneurial action. Thus, we contribute to research on personal characteristics in entrepreneurship by shedding light on the relevance and importance of an athletic background and qualities developed through sports to entrepreneurs. We discuss the practical policy implications of our findings.
This paper examines the influence of private equity (PE) and venture capital (VC) ownership on the post-initial public offering (IPO) performance of newly-public acquirers. Our results show that acquirers with PE- or VC-backing at the time of the IPO perform better long-term than acquirers without such backing. More importantly, while acquirers without financial backing experience negative long-run returns from first-year acquisitions, acquirers with continued PE- and VCbacking perform significantly better when making acquisitions within the first year after going public. However, acquiring firms and investors should be aware that for mergers in the second and third year post-IPO, continued VC ownership has a detrimental long-term impact. In contrast, higher levels of continued PE ownership tend to have a positive relationship with long-run performance.
Do frequent acquirers learn from their experience in serial mergers? A recent stream of literature has proposed that the generally observed declining investor response (CARs) to successive acquisitions by frequent acquirers may be evidence of learning, rather than the result of commonly attributed causes such as managerial hubris or empire-building. We examine the learning hypothesis on a global scale, using a sample of 13,326 publicly listed acquiring firms representing 72 nations conducting 27,305 acquisitions over the period 1984 through 2014. Our results provide evidence of acquirer learning on a global scale in the valuation of private targets. In contrast, we find evidence of hubris in takeovers of public targets, especially in the U.S., and other competitive takeover markets, where acquirers experience persistent, significant losses over successive acquisitions, while targets continue to reap significant gains throughout the acquisition sequence.
This paper investigates the value of innovation for pharmaceutical firms and their strategic alliance partners. Rather than relying on the standard patent data to measure innovation success, we use a comprehensive data set on drug approvals by the United States Food and Drug Administration to examine the value of innovation for the drug companies and their alliance partners. In examining FDA approvals with different levels of innovation significance, our evidence shows that shareholders of the innovating firm and its alliance partners both benefit significantly from announcements of radical innovation. Furthermore, young, newly-public alliance partners with strong growth opportunities experience stronger spillover effects from radical innovation. More recently formed alliances are also associated with more significant spillover effects on alliance partners. Exploring the potential downside of alliance partnerships, we find that adverse events such as FDA warning letters or drug withdrawals cause significant wealth loss to the drug manufacturers, with some negative spillover effects on the firms' alliance partners.
Many private firms that go public opt for a dual-class share structure which gives insiders stronger voting power, at the expense of shareholder democracy. We examine how the dual-class structure influences the merger decisions of newly public firms, which have a notable appetite for acquisitions. Specifically, we compare acquisition activity, method of payment choice, and the long-run value implications of acquisitions by newly public single-class and dual-class US companies. Our results show that dual-class IPO firms make relatively more acquisitions in innovative industries and are less likely to pay with stock as compared to single-class IPO firms. The reluctance of dual-class firms to pay with stock is positively related to the wedge between the insiders’ voting rights and cash-flow rights. We also find that newly-public dual-class acquirers perform better in the long-run than newly-public single-class acquirers, mainly due to dual-class acquisitions in innovative industries. Our multivariate analysis shows that these findings hold after controlling for relevant risk factors associated with industry, deal, and firm specific characteristics. These results suggest that the dual class structure may enable newly-public firms to make better M&A decisions after going public.
Why do U.S. acquirers fare worse when acquiring targets in foreign countries than when acquiring domestic targets? This paper investigates reasons for the so called “cross-border effect” by examining the influence of target public status and competitiveness of the takeover market in the target country. Our findings show that the listing status of the target drives the cross-border effect in two opposite directions: acquirers of private targets fare worse in cross-border takeovers, while acquirers of public targets experience significantly higher gains in acquisitions of foreign targets. The positive cross-border benefit for acquirers of public targets is more pronounced if the target is from a country with a less competitive takeover market.
Are withdrawn IPOs that return to the market driven by the same acquisition motive as first-time IPOs? We examine the investment decisions of second-time IPO firms after successfully going public. Our findings show that, contrary to first time IPOs, second-time IPOs are not active acquirers and spend significantly more on CAPEX and R&D than first-time IPOs. Unlike acquisitions in the post-IPO period, CAPEX and R&D spending benefit second-time IPOs' long run performance. Published by Elsevier Inc. on behalf of Board of Trustees of the University of Illinois.
We examine the acquisition performance of family and non-family firms in the S&P 500 universe. Using style-adjusted and market-adjusted buy-and-hold returns (BHAR) and controlling for firm and merger characteristics, we find that the post-merger performance of family firms is significantly better than that of non-family firms. In particular, the mean one-year style-adjusted buy-and hold abnormal return is around 17% higher for family acquirers than for non-family acquirers. Further, contrary to the argument that founding family members make value-destroying diversifying acquisitions to minimize the risk of their personal portfolio, we do not find that family firms lose value in diversifying acquisitions. This result is consistent with Stein's model (1997) showing that diversification helps to reduce the cost of capital of the firm. (C) 2016 Elsevier Inc. All rights reserved.
Purpose – The purpose of this paper is to reexamine the stock price drifts after open-market stock repurchase announcements by differentiating actual repurchases from repurchase announcements and by controlling for the repurchasing firms’ earnings improvement in the announcement year relative to the prior year. Design/methodology/approach – The authors use the calendar-time method and matching method based on different criteria to calculate the post-announcement abnormal returns. Findings – The results show that only firms actually repurchasing their shares exhibit a positive post-announcement drift. More importantly, the authors find that these repurchasing firms have the same post-announcement drift as their matching firms that have similar size and earnings performance but do not repurchase. This supports the argument that the post-repurchase announcement drift found in previous studies is not a distinct anomaly but the post-earnings announcement drift in disguise. Social implications – The post-repurchase announcement drift found in previous studies is the post-earnings announcement drift in disguise. Originality/value – The study shows that because high earnings performance positively relates to real repurchase activities, controlling for earnings performance in examining whether a drift occurs after repurchase announcements.
This paper investigates how firms' strategic alliance experience affects their valuations as acquisition targets or in initial public offerings (IPOs). We propose that alliance experience serves as a valuable signaling device for opaque firms. The results show that takeover targets with alliance experience receive higher premiums than those without such experience. More recent alliance experience as well as alliances in the same industry also contributes to a larger target gain. Similarly, IPO firms that have alliance experience obtain higher valuations than those without the experience. Finally, alliance experience increases the likelihood that private firms exit by going public rather than being acquired.
INTRODUCTION In cross-border acquisitions, do good things come to those who wait, or do early acquirers seize the best investment opportunities? While previous research has analyzed the advantages and disadvantages of either strategy in domestic takeovers, the value implications of cross-border MA Markides and Ittner 1994; Morck and Yeung 1992; Pantzalis, Park and Sutton 2008; Steigner and Sutton 2011). Although previous studies have identified certain factors that influence bidders' wealth gains in cross-border mergers, the strategic implications of early-mover versus late-mover acquisitions have not been specifically explored in a global context. …
Previous studies suggest that the market perceives IPOs as bad news to existing firms in the same industry. However, investors tend to be overly optimistic about IPO prospects, especially during hot IPO markets. Thus, the negative industry rival reaction could be the result of investors’ over-optimism about the IPOs’ prospects and underestimation of the competitive positions of industry rivals. Our findings show that rival firms use repurchases to correct for the market’s overreaction to the IPO threat. These IPO-induced repurchases are stronger when the rival firms are in a concentrated industry and experienced poor stock performance in the previous year.
The purpose of this paper is to examine how the timing of market entry affects the shareholder wealth gains in cross-border acquisitions made by U.S. firms. We find that cross-border acquisition announcements are generally favorable for late-movers, especially in countries most similar to the U.S. These late movers may be able to learn from early-movers and thereby avoid costly mistakes. While early mover advantages are not evident in the sample as a whole, benefits for early-movers are more apparent in takeovers in countries more dissimilar from the U.S., namely civil law countries and countries with high corruption.
Abstract We analyze 3,547 initial public offerings (IPOs) from 1985 through 2003 to determine the impact of acquisition activity on long-run stock performance. The results show that IPOs that acquire within a year of going public significantly underperform for 1- through 5-year holding periods following the 1st year, whereas nonacquiring IPOs do not significantly underperform over these time frames. For example, the mean 3-year style-adjusted abnormal return is – 15.6% for acquirers and 5.9% for nonacquirers. Our cross-sectional and calendar-time results suggest that the acquisition activity of newly public firms plays an important and previously unrecognized role in the long-run underperformance of IPOs.
We examine how cultural differences between bidder and target countries impact internalization benefits in cross-border takeovers. The value of internalizing intangible assets may increase if cultural differences create high transaction costs. On the other hand, integration difficulties between culturally distant acquirers and targets may reduce the value of internalization. Our results show that greater cultural distance (CD) has a positive influence on the long-run performance of bidders with high intangibles, suggesting that significant internalization benefits from technological know-how are realized when CD is great. These findings highlight the importance of national culture when examining internalization benefits in cross-border mergers.