Mergers and acquisitions (M&A) are one of the fastest strategic options that companies choose to face the global competitive market. However, previous researches have highlighted the high rate of failure among M&A. In fact, the merging companies have to face the issue of cultural differences which is one of the common reasons of M&A failure, reinforced when it comes to cross-borders combinations. Indeed, both partners incorporate in the new merged company the national and the corporate cultures. So, in order to be successful, the leaders have to consider the importance and the influence of these issues meticulously during the post-merger integration process; at the same level as the synergies, business performance and profit improvement. In order to have a better understanding of the corporate culture mismatches issues, we will present first in the theoretical part three major sections: the merger and acquisition context, the corporate culture and its concepts and finally the leaders‟ role within the M&A integration process. The second part will be illustrated by two case studies: the Daimler-Chrysler (a failure) and the Cloetta Fazer (a success) mergers. The first case represents the complexity that leaders can meet in any international merger. It is the typical frame where the cultural issues have been underestimated. On the other hand, Cloetta Fazer is one of the successful mergers that can be taken as a reference for managers in future merger integration. In that case, the pre-merger phase played an important role in the integration process because each aspect of the cultural differences was identified and a new and shared corporate culture was implemented.

One outcome of ever increasing competition and consolidation in the financial services industries has been the declining significance of the mutual organizational form in the U.S. life insurance industry. The process of converting from a mutual to a stock company gives rise to a variety of issues. The first three essays in this dissertation focus on the growing movement toward demutualization in the U.S. life insurance industry where essay one discusses industrial organization background. In essay two, I improve on the existing literature regarding the determinants of life insurer demutualizations by investigating an expanded data set and utilizing more robust econometric techniques to allow for different forms of demutualization. I also model the demutualization process as a two step process to account for the timing of demutualization, time-varying covariates, and censoring. These models yield results that strongly support the access to capital hypothesis. In essay three, I examine changes in risk management and investment strategies of demutualizing life insurers following conversion. The empirical tests reveal that demutualizing life insurers increase total risk after conversion consistent with their increased abilities and incentives for risk taking. They achieve this increase by hedging interest rate risk and increasing their core-business risks as proxied by investments in various illiquid asset classes. The final essay is on diversifying mergers and acquisitions. Conventional wisdom suggests diversification reduces risk. However, the change in the riskiness of the firm after diversifying acquisitions has not been directly tested in the literature. Using a sample of diversifying M&As, I find that total firm risk does not decrease significantly after these transactions. I then show that while total firm risk does not change, core-business risk increases significantly after the diversifying M&A transactions. I also find that capital expenditures in the acquirers’ core business segments increase significantly more after diversifying transactions relative to that of non-diversifying transactions. Overall, the evidence in this essay adds to the risk management literature that says hedging is a means of allocating risk rather than reducing risk and offers an alternative explanation for why firms diversify.

ABSTRACT MANAGERIAL INCENTIVES AND TAKEOVER WEALTH GAINS By EBRU REIS DECEMBER 5, 2006 Committee Chair: Dr. Jayant R. Kale Major Department: Finance This study examines the relationship between managerial equity incentives and takeover wealth gains both for target and acquirer firms. Although there is some research about the effect of acquirer managers’ incentives on acquirer wealth gains, this paper is one of the first to investigate the effect of target managers’ incentives on the wealth effects of target firms in corporate takeovers. In addition, prior research has focused on the alignment effect of equity incentives in takeovers. However, takeovers provide an opportunity to liquidate personal equity portfolio for managers who hold an undiversified portfolio of their firms’ stock. In this study, I identify two hypotheses that potentially explain the effect of target managers’ incentives on wealth gains. While incentive alignment hypothesis predicts a positive relationship, diversification driven-liquidity hypothesis predicts a negative relationship between target managerial incentives and target wealth gains. I use a sample of 656 successful and 104 failed acquisitions over the period 1994-2003 to test these competing hypotheses. I find that for targets that are less (more) diversified, equity incentives are negatively (positively) related to wealth effects. I also find that the target managerial incentives increase the success probability of a takeover bid and this positive effect is less pronounced for diversified target managers. Based on these results, I conclude that incentive alignment argument is dominated by liquidity argument in less diversified target firms, however, holds in diversified firms. For acquirer managers, I do not find any evidence that supports incentive alignment or diversification arguments.

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The purpose of this research is to provide the members of Safeguard Fire Security with the knowledge and tools to make an informed decision as to whether the business should be enlarged by extension into new geographical areas through acquisitions and mergers, or by diversification into other product-markets. In order to optimise the company's growth objectives, strategic decisions must be made and the reasons why firms diversify or expand is discussed. Different types of diversification strategies are contemplated and considered. It is noted that expansion offers a strong transfer of technology and or marketing competence, while in diversification novel products are acquired and previously unexplored markets are entered. Since diversification is costly and risky, attention is given to the question of whether the firm can solve its problems without diversifying (internal assessment). The discussion on the internal assessment of the firm is done through an 'internal assessment diagram' that steers the assessment through several steps. In order to analyse the product-market opportunities that are available to the firm outside its present scope and thus produce the final decision whether the firm should diversify, an external appraisal of the firm is done. The analysis is done through an 'external assessment diagram' that puts the firm in the position to make a diversification decision. The firm can now make a choice to pursue expansion, diversification, or both. The particular course of action chosen and its timing depends on the risk philosophy of the firm's management. After the firm has applied the procedure for developing product-market alternatives the stage is set for a major decision point at which the firm commits itself to a particular product-market scope and growth vector. Instead of seeking remedies in operational improvements (such as cost reduction, new managers or reorganising of the company), the members of Safeguard Fire Security decided to revamp the entire product-market position. It is pointed out that more diversification and expansion options should have been considered and several recommendations are made with the aim of guiding the members in their new venture. It was concluded that the product diversification opportunity to manufacture fire appliance equipment for the fire industry was attractive enough to sacrifice expansion moves and even to relinquish some parts of the firm's present business. / Thesis (MBA)-University of Natal, 2003.

This dissertation is a focused qualitative case study analysis of UEC Technologies (Pty) Limited (UEC). UEC is a wholly owned subsidiary of the JSE listed telecommunications, multimedia and technology (TMT) group, Allied Technologies Limited (Altech). UEC is the only South African based TV set-top box (STB) developer and manufacturer. The focus of the case study analysis centres around UEC's strategies of growth and globalisation in the global set-top box industry. The research took the form of a qualitative case study based on in-depth personal interviews with key decision-makers at UEC. The research was supported by a detailed study of secondary data relating to the STB industry as well as documentation prepared specifically for UEC relating to its business practice and business methodology. The case study focused particularly on the concentric diversification strategy adopted by UEC. This strategy was analysed with specific reference to the acquisition process followed by UEC during the negotiations with Zenith Network Systems (ZNS), a division of the American electronics giant, Zenith. The research culminates in the formulation of a company-specific analysis model (figure 4.1) which is proposed to be used by UEC when analysing future potential acquisitions. This company specific analysis model takes into account the current academic theoretical stance on both growth and globalisation strategy while fine tuning the process by adopting the specific requirements for both the STB industry and UEC's current business position. The aim of this model is to analyse potential concentric diversification growth opportunities by analysing elements of the spheres of industry environment, operating environment and internal environment. The industry environment is influenced by the barriers to entry into the industry and the size of the market and industry. The operating environment is influenced by globalisation and the need for growth. The internal environment is influenced by access to new markets and clients as well as the need for new technologies and products. The research dissertation culminates in a discussion of the model and the design, as well as an evaluation thereof. The discussion in regard to the model concludes that the model is in line with current academic as well as strategic thinking. Furthermore that the model is meticulously designed to cater for UEC's unique requirements and the specific requirements of the STB industry. In conclusion to the dissertation, it is postulated that the model would be of considerable benefit to UEC when analysing future acquisition opportunities. The model is an ideal analytical tool as its elements are made up from corporate strategy, has been crafted to align with UEC's specific requirements. This model provides a formal framework for assessing acquisitions and thus enabling UEC to compare multiple potential acquisitions against a fixed criteria model. / Thesis (MBA)-University of Natal, Durban, 2001.

The purpose of this study is to examine the value generated to shareholders due to the announcement of mergers and acquisitions (M&A) in different industries. Only deals between firms in the OECD member countries over the period 2004-2014 are analysed. The value is measured by calculating the cumulative abnormal return for event periods close to the announcement date. Cumulative abnormal returns is often used for measuring the impact of events on a stock price and reflect what investors believe will be the value from resulting synergies to shareholders. Only transactions between target and acquiring companies that are operating in the industrials, financial services, information technology and consumer staples industry are examined. Previous research is used to determine industry conditions affecting value creation and the expected value creation for each of the four industries is determined. This study find that returns for acquirers are distributed around zero percent. The mean cumulative abnormal returns for acquirers are negative for three of the four industries examined. The only positive abnormal return for acquirers is found in the financial services industry. Target firm shareholders receive positive returns in all industries. Target firm shareholders in the consumer staples and industrials industries receive on average statistically significant results above zero percent for a significance level of 5%. These industries have also the highest target returns.

This study examined how to best transfer social capital during professional service firm acquisitions. Using a qualitative, multiple case-based approach the study makes two important contributions. First, all four cases were successful in client retention and professional staff retention, yet only two cases were successful in retaining partners. This finding contradicts previous studies that found when partners leave the firm after acquisition clients follow. This research study found that clients stayed with an acquiring firm as long as their on-site project team remained more or less intact. This finding implies that social capital can be transferred between individuals and organizations. Second, a framework of organizational factors that contribute to the successful retention of social and human capital was developed. Successful retention of clients was primarily dependent on the retention of the project team (professional staff), but the robustness of the contract, the nature of the project work and sufficient communication were factors as well. Successful retention of professional staff relied upon the integration process, of which sufficient communication; goodness of organizational fit and goodness of strategic fit were factors. Successful retention of partners was based on timely communication and the importance of leadership roles for some of the acquired partners. / Organizational Analysis

Diss. Stockholm : Handelshögskolan, 2006.

Universiẗat, Diss.--Erlangen-Nürnberg, 2007.