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A Clinical Exploration of Value Creation and Destruction in Acquisitions, Organizational Design, Incentives, and Internal Capital Markets

In: Mergers and Productivity

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  • Steven N. Kaplan
  • Mark Mitchell
  • Karen Wruck

Abstract

This paper presents clinically-based studies of two acquisitions that received very different stock market reactions at announcement one positive and one negative. Despite the differing market reactions, we find that ultimately neither acquisition created value overall. In exploring the reasons for the acquisition outcomes, we rely primarily on interviews with managers and on internally generated performance data. We compare the results of these analyses to those from analyses of post-acquisition operating and stock price performance traditionally applied to large samples. We draw two primary conclusions. (1) Our findings highlight the difficulty of implementing a successful acquisition strategy and of running an effective internal capital market. Post-acquisition difficulties resulted because: (a) managers of the" acquiring company did not deeply understand the target company at the time of the acquisition; (b) the acquirer imposed an inappropriate organizational design on the target as part of the post-acquisition integration process; and (c) inappropriate management incentives existed at both the top management and division levels. (2) Measures of operating performance used in large sample studies are weakly correlated with actual post-acquisition operating performance."
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Suggested Citation

  • Steven N. Kaplan & Mark Mitchell & Karen Wruck, 2000. "A Clinical Exploration of Value Creation and Destruction in Acquisitions, Organizational Design, Incentives, and Internal Capital Markets," NBER Chapters, in: Mergers and Productivity, pages 179-238, National Bureau of Economic Research, Inc.
  • Handle: RePEc:nbr:nberch:8651
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    References listed on IDEAS

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    1. Mitchell, Mark L & Stafford, Erik, 2000. "Managerial Decisions and Long-Term Stock Price Performance," The Journal of Business, University of Chicago Press, vol. 73(3), pages 287-329, July.
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    Cited by:

    1. Siti Jeslyn Hasan Author_Email: jeslyn@kelantan.uitm.edu.my & Faizah Mohd Khalid & Raedah Sapingi & Noormala Ahmad, 2011. "What Drives And Crushes Merger And Acquisition? A Review Of Merger & Acquisition Exercise Of Major Companies In Malaysia," 2nd International Conference on Business and Economic Research (2nd ICBER 2011) Proceeding 2011-162, Conference Master Resources.
    2. Felipe Balmaceda, 2002. "Corporate Diversification: Good for Some Bad for Others," Documentos de Trabajo 141, Centro de Economía Aplicada, Universidad de Chile.
    3. Blasko, Matej & Netter, Jeffry M. & SinkeyJr., Joseph F., 2000. "Value creation and challenges of an international transaction The DaimlerChrysler merger," International Review of Financial Analysis, Elsevier, vol. 9(1), pages 77-102, February.
    4. Inderst, Roman & Wey, Christian, 2004. "The incentives for takeover in oligopoly," International Journal of Industrial Organization, Elsevier, vol. 22(8-9), pages 1067-1089, November.
    5. Aktas, Nihat & de Bodt, Eric & Roll, Richard, 2013. "Learning from repetitive acquisitions: Evidence from the time between deals," Journal of Financial Economics, Elsevier, vol. 108(1), pages 99-117.
    6. Górska Ewa, 2009. "Optimization of Workplace Design for People with Alternative Abilities," Foundations of Management, Sciendo, vol. 1(2), pages 7-24, January.
    7. Gérard Charreaux, 2000. "L'approche économico-financière de l'investissement: une vision critique," Working Papers CREGO 1000501, Université de Bourgogne - CREGO EA7317 Centre de recherches en gestion des organisations.
    8. Fee, C. Edward & Thomas, Shawn, 2004. "Sources of gains in horizontal mergers: evidence from customer, supplier, and rival firms," Journal of Financial Economics, Elsevier, vol. 74(3), pages 423-460, December.

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