Value-Maximizing Managers, Value-Increasing Mergers and Overbidding

Some acquisitions can be viewed as a means for procuring proprietary technology. For such acquisitions, it may be just as important to block competitors from getting the technology as it is to obtain the technology. If a firm will be adversely affected by a competitor\u27s acquisition, then it can rationally overpay for the target to avoid this outcome within a value-maximizing framework. We study the behavior of two bidders that enter a bidding contest for the target where the contest is modelled as a second-price auction with costly losing. In contrast to most of the existing literature, the model supports various outcomes that are consistent with empirical evidence within a rational and value-maximizing framework. The model reconciles two empirical regularities: Mergers increase value through synergies, and acquirors earn zero or negative returns on average. It also is consistent with the recent empirical evidence suggesting that mergers come in response to an economic change, and tend to cluster within industries

Gaining a competitive edge through acquisitions: Evidence from the telecommunications industry

I study the announcement effects of all acquisitions in the recent telecom wave on both the acquirers and their industry competitors. I find evidence of negative rival returns (- 0.55%, t-stat = 2.47) by focusing on non-horizontal acquisitions where rivals are less susceptible to experience positive returns due to increased market power or expectation that some will become future targets themselves. I find that this effect is worse for closer rivals defined as having similar size and being in the same primary service area as the acquirer. Competitor returns are positively correlated with those of the acquirers suggesting that the negative impact experienced by competitors is driven by acquisitions in which the acquirer itself is earning negative abnormal returns. Results are broadly consistent with the Competitive Advantage Hypothesis that posits acquisitions are a means of corporate restructuring in a changing environment, awarding the acquirer a competitive edge and thereby making these acquisitions costly for their non-merging competitors.Competitive advantage Mergers Rivals Corporate restructuring

Investment and Competition

This paper examines how industry structure affects corporate investment patterns. Real-options theory shows that deferring irreversible investment in the face of uncertainty is valuable. Theory also shows that the value of waiting to invest falls if investment opportunities are contestable. Consistent with these theories, we find that firms in monopolistic industries exhibit lower investment-q sensitivity and are slower to invest than firms in competitive industries. However, we find that investment-q sensitivity and investment speed are highest in oligopolistic industries, suggesting that the value of investing strategically can outweigh the value of waiting. Indeed, oligopolistic industries experience less entry and more exit than other industries

Externalities and Corporate Investment

We show that investment patterns often associated with agency and information problems can emerge as rational responses to product-market rivalry. We establish this result using simultaneous and sequential models of innovative investment that balance two negative externalities. One externality arises when all competing firms invest, thus eroding the gains to innovation accruing to any one firm. Another externality arises when some firms do not invest and lose out to rivals who do innovate. The value of innovative investment therefore depends on the innovation\u27s intrinsic value to each firm and the actions of all competitors. Our analysis can rationalize investment patterns that might appear suboptimal when these externalities are ignored. For instance, our simultaneous model can justify investment levels that might otherwise be interpreted as under or over-investment. Our sequential model shows that value-maximizing firms might optimally herd in their investment decisions. We present evidence supporting key aspects of both the simultaneous and sequential models