The potential for improving intra-organizational communication in the process of mergers and acquisitions via accounting systems

As the number of mergers and acquisitions (M&A) continues to increase on a global basis, more managers are called upon to develop their M&A transition skills. While, undoubtedly, organizations realise the importance of good communications for successful implementation of change programs throughout the entire M&A process, they often find it hard to make this communication both constant and lucid. The article argues that accounting systems display the potential for improving intra-organizational communication by infusing managers and 'non-accountants' with a common financial vocabulary for communication and 'reading' the state of the business.

Dynamic due diligence : an entrepreneurial business planning method for evaluating mergers and acquisitions: theory, case application and general implications

This paper presents a method for conducting dynamic due diligence to evaluate Mergers and Acquisitions; demonstrates its effectiveness in a particular case; and extrapolates its theoretical and practical implications to the general case. It may be called the ‘ECIPP’ method - an acronym for: Establishing mandates; Creating projections; Identifying issues; Prioritizing procedures and Performing them.

Two established alternative due diligence methods are examined. The prevailing finance-theory-based procedure has the virtues of simplicity and elegance; the vice is abstraction. The prevailing practitioner-based regime has the virtues of thoroughness and concreteness but the vices of rigidity and inefficiency. Resolving the tradeoffs inherent in both static prescriptions provides an opportunity for a dynamic, innovative approach derived from grounded theory and an application of Hindle’s (1993) theory of venture renaissance through application of an enhanced paradigm of Entrepreneurial Business Planning. The ECIPP method retains simplicity, concreteness and thoroughness but eliminates abstraction, rigidity and inefficiency.

This is demonstrated in a case. ChildCo’s CEO had only one month to complete his M&A evaluation; no expertise or previous experience; severely limited budget for the exercise and had been flatly informed by prevailing M&A experts that what he wanted could not be done. Using the ECIPP method, the CEO and the author did it: on time, within budget and to the satisfaction of a previously skeptical board of one of the world’s largest multi-national companies including arguably the world’s most professional corporate M&A division.

The replicability logic of the case research permits two generalisations. (1) ECIPP extends the range and utility of Entrepreneurial Business Planning as a management technology, well beyond the constraints to which it is usually confined. (2) The ECIPP method of dynamic due diligence is an innovation worthy of mature consideration and further investigation by theorists and practitioners in the M&A field, in the disciplines of both Finance and Entrepreneurship and, well beyond, in the realms of general management theory, methodology and practice.

REIT mergers and acquisitions : a meta-analysis

Purpose – Mergers and acquisitions in the real estate investment trust (REIT) sector have been studied in distinct periods and locations, often leading to findings which are relevant only for the period and/or location investigated. The purpose of this paper is to examine the merger and acquisition studies in aggregate using meta-analysis so that broader findings of factors influencing the returns by targets and bidders are divulged.

Design/methodology/approach – Using a methodology similar to Veld and Veld-Merkoulova a sample of 15 REIT studies with 35 observations for bidders and 25 observations for targets is analysed. A variety of potential factors influencing the returns for bidders and targets are explored.

Findings – Consistent with prior non-REIT research, the evidence shows targets enjoy positive and significant gains in a merger. There is also evidence that acquirers earn significant wealth when all previous studies are examined in aggregate. Meta-analysis results show targets experience higher wealth gains by accepting cash financed deals, but share total gains when both parties are REITs. Additionally, acquirers enjoy improved abnormal returns when the target is privately listed and the use of scrip and/or a combination of scrip and cash produces higher wealth gains for bidding REITs.

Originality/value – This paper aggregates the merger and acquisition literature of REITs to understand better factors influencing returns made by bidders and targets.

The role of leverage in cross-border mergers and acquisitions

We examine the relationship between leverage and cross-border mergers and acquisitions. Using a sample of 85,560 cross-border mergers and acquisitions in 57 countries over the period 1990 to 2010, we find that firms with higher leverage are less likely to acquire foreign targets, whereas firms with lower leverage tend to be targets acquired by foreign firms. These effects are more pronounced in Asian countries than North America. Acquisition premium, the likelihood of all-cash offer and the percentage of cash in the acquisition offer decrease with leverage in cross-border mergers and acquisitions. Foreign targets gain positive abnormal returns in the both short run and long run, while acquirers earn positive abnormal returns in the short-run, but negative returns in the long run. We also find that firms adjust their capital structure after the acquisition by issuing more equity if they were overleveraged, or issuing more debt if they were underleveraged before the acquisition. Our results provide international evidence on how leverage affects managerial decision to acquire foreign targets, payment method and acquisition premium in cross-border mergers and acquisitions. This study shows that the interdependent relationship between investment decision and financing decision exists worldwide.

How do cross-border mergers and acquisitions affect firms’ management and stakeholders? Part 2

The effect of mergers and acquisitions (M&A) on different stakeholders is dependent on a number of factors. These factors can include but are not limited to: the type of M&A; each firm's reasons for the M&A; the offer amount; the product market of both the acquirer and target firms; the political environment; the economic environment; and the current situation of each firm. Employees play a significant role in businesses in which employee satisfaction affects the quality and quantity of business output. Firms interested in embarking on cross-border mergers have new employees to manage and must determine an appropriate wage to match the level of productivity of target employees. Wages may need to be altered as a result of employee relocation; employee compensation can be a complex matter, as the cost of living in each area varies greatly.

Industry expertise, information leakage and the choice of M&A advisors

This paper examines the impacts of M&A advisors’ industry expertise on firms’choice of advisors in mergers and acquisitions. We show that an investment bank’s expertise in merger parties’ industries increases its likelihood of being chosen as an advisor, especially when the acquisition is more complex, and when a firm in M&A has less information about the merger counter party. However, due to the concerns about information leakage to industry rivals through M&A advisors, acquirers are reluctant to share advisors with rival firms in thesame industry, and they are more likely to switch to new advisors if their former advisors have advisory relationship with their industry rivals. In addition, we document that advisors with more industry expertise earn higher advisory fees and increase the likelihood of deal completion.

The privatisation experience in the Australian banking and insurance sectors: an explanation of the change in ownership structures

Deregulation has been a feature of the evolution of financial markets in the past two decades. Extending this trend has been the move to privatise government-owned financial institutions. In the 1990s, Australian governments progressively sold publicly owned banks and insurance institutions. One outcome has been that few of these privatised financial firms exist today, having been absorbed in mergers and acquisitions within the financial services sector. This paper uses an information cost framework to explain the experience of privatised banks and insurers. Our approach points to a dynamic process of organisational change that has influenced the outcomes of privatisation in the financial services sector.

Determinants of Central bank independence and governance : problems and policy implications

Central bank independence and governance (CBIG) is a term subject to conflicting definitions and so its related studies are difficult to compare. This paper therefore focuses on developing of a more useable definition, and an index model identifying the determinants of independence and governance and their possible policy implications. It also examines various independence measurement tools such as ranking and index. The index model resulting centres on key central bank independence and corporate governance issues, such as, legal aspects, political aspects, price stability objective aspects, exchange rate policy aspects, monetary policy and deficit financing aspects and finally, transparency and accountability aspects.

A critical analysis of central bank independence and governance in Australia and Bangladesh

This study examines central bank independence and governance (CBIG) in Bangladesh and Australia. It applies a unique index model of Ahsan, Skully and Wickramanayake (2008) to assess their respective legal, political, price stability objectives, exchange rate policies, monetary policy and deficit financing practices, transparency and accountability positions from 1991 to 2008. While the model shows CBIG is much weaker in Bangladesh than in Australia, the Bangladesh Bank’s CBIG shown considerable improvement over the period. These findings suggest that the Government of Bangladesh might learn from Australia’s experience with Reserve Bank of Australia and delegate further power and authority to Bangladesh Bank as well as lessen its political interference.

Central bank independence and governance in the South Asia

This paper constructs the central bank independence and governance (CBIG) index for eight South Asian countries and examines their relationship with inflation. This CBIG index is constructed following the unique model developed by Ahsan, Skully and Wickramanayake (2006). This index consists of total 26 variables; all variables together form the overall index and different sub-sets of these variables construct sub-indices (eg. legal; political; price stability objectives; exchange rate policy; monetary policy and deficit financing; and accountability and transparency).
Several countries have improved their CBIG in last fifteen years. The war torn Afghanistan have established a new central bank act in 2003 which has improved the standard of CBIG in the region. In recent time Nepal has made remarkable improvement in its ranking by allowing improved independence to its central bank. Bangladesh has taken lead in term of gradual CBIG improvement in last fifteen years. Sri Lanka, Indian and Pakistan are three countries always maintained a standard level of CBIG. Bhutan and Maldives showed less improvement among the countries. This paper also examines the statistical relationship between CBIG indices and inflation. The results indicate that there is a positive relationship between CBIG and inflation in the region which in contrary to normal expectation that inflation is one of the robust proxy of actual CBIG.

Financial crisis and central bank independence and governance (CBIG)

This study examines the impact of Asian financial crisis on central bank independence and governance in the Asia Pacific. It applies a unique CBIG index-model for 36 countries for the period 1991 to 2005. This paper examines changes in the CBIG in the Asia Pacific before and after the Asian financial crisis in 1997. It applies a panel data pooled regression model and finds that the Asian financial crisis dummy is significantly different in the post-crisis period compared to the pre-crisis period. As a result the improved CBIG in the post-crisis period has contributed to lower the inflation in the entire region.