Eat or Be Eaten: A Theory of Mergers and Firm Size
提出一个并购理论,结合管理层并购动机与行业层面的制度变迁,解释防御性收购和定位性收购如何发生,以及收购方和目标方的身份如何取决于行业内企业规模分布。
ABSTRACT We propose a theory of mergers that combines managerial merger motives with an industry‐level regime shift that may lead to value‐increasing merger opportunities. Anticipation of these merger opportunities can lead to defensive acquisitions, where managers acquire other firms to avoid losing private benefits if their firms are acquired, or “positioning” acquisitions, where firms position themselves as more attractive takeover targets to earn takeover premia. The identity of acquirers and targets and the profitability of acquisitions depend on the distribution of firm sizes within an industry, among other factors. We find empirical support for some unique predictions of our theory.