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Mitigating risk in international mergers and acquisitions: the role of contingent payouts

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  • Jeffrey J Reuer

    (Kenan-Flagler Business School, University of North Carolina, Chapel Hill, NC, USA)

  • Oded Shenkar

    (Fisher College of Business, The Ohio State University, Columbus, OH, USA)

  • Roberto Ragozzino

    (Fisher College of Business, The Ohio State University, Columbus, OH, USA)

Abstract

Previous internationalization studies have focused on the entry modes employed by multinational firms but have not considered the contractual heterogeneity that underlies each mode. It is important to examine these contractual details, as the firm may be able to obtain some of the benefits typically associated with one entry mode while selecting another. In the case of international mergers and acquisitions (M&As), a key contractual variable is whether the parties agree to a performance-contingent payout structure, which can mitigate the risk of adverse selection. In this paper, we examine the antecedents of contingent payouts in the form of earnouts and stock payments. The results indicate that firms lacking international and domestic acquisition experience turn to contingent payouts when purchasing targets in high-tech and service industries. Firms tend to avoid contingent payouts in host countries with problems with investor protection and legal enforceability. Journal of International Business Studies (2004) 35, 19–32. doi:10.1057/palgrave.jibs.8400053

Suggested Citation

  • Jeffrey J Reuer & Oded Shenkar & Roberto Ragozzino, 2004. "Mitigating risk in international mergers and acquisitions: the role of contingent payouts," Journal of International Business Studies, Palgrave Macmillan;Academy of International Business, vol. 35(1), pages 19-32, January.
    • Handle: RePEc:pal:jintbs:v:35:y:2004:i:1:p:19-32
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