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Retaining problems or solutions? The post‐acquisition performance implications of director retention

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  • Robert J. Campbell
  • John R. Busenbark
  • Scott D. Graffin
  • Steven Boivie

Abstract

Research Summary Director retention is a common practice during acquisitions, whereby the acquiring firm adds at least one director from the target onto its board. Despite the regularity of the phenomenon, little is understood about the post‐acquisition financial implications of director retention. In this exploratory study, we investigate the financial impact (via long‐term investor value appropriation) of director retention in a sample of acquisitions among publicly traded firms. Our empirical analyses consistently illustrate negative financial ramifications of director retention for the acquiring firm across multiple analytic models, time horizons of performance, and samples. We delineate implications for research on boards of directors and acquisitions, and we offer preliminary theoretical logic and empirical analyses for future scholarship to elucidate the mechanisms driving antecedents and outcomes of director retention. Managerial Summary Despite the prevalence of director retention—a practice where an acquirer adds at least one director from the target onto the board of the ongoing firm—research on the topic is equivocal about the financial implications of this practice. We argue this is a crucial oversight because new directors can have an incredible influence on the trajectory of the firm and its subsequent performance, a fact that is particularly true in the turbulent post‐acquisition period. In our study, we empirically examine the impact of director retention on post‐acquisition performance. Across multiple analyses and time intervals of performance, we consistently find that director retention is negatively associated with the performance of the acquiring firm. Accordingly, our findings suggest that acquirers should generally approach direction retention with caution.

Suggested Citation

  • Robert J. Campbell & John R. Busenbark & Scott D. Graffin & Steven Boivie, 2021. "Retaining problems or solutions? The post‐acquisition performance implications of director retention," Strategic Management Journal, Wiley Blackwell, vol. 42(9), pages 1716-1733, September.
  • Handle: RePEc:bla:stratm:v:42:y:2021:i:9:p:1716-1733
    DOI: 10.1002/smj.3321
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    as
    1. Christopher F Baum & Arthur Lewbel, 2019. "Advice on using heteroskedasticity-based identification," Stata Journal, StataCorp LP, vol. 19(4), pages 757-767, December.
    2. Michael L. McDonald & James D. Westphal & Melissa E. Graebner, 2008. "What do they know? The effects of outside director acquisition experience on firm acquisition performance," Strategic Management Journal, Wiley Blackwell, vol. 29(11), pages 1155-1177, November.
    3. Yong Li & Ruth V. Aguilera, 2008. "Target Director Turnover in Acquisitions: A Conceptual Framework," Corporate Governance: An International Review, Wiley Blackwell, vol. 16(6), pages 492-503, November.
    4. Lewbel, Arthur, 2018. "Identification and estimation using heteroscedasticity without instruments: The binary endogenous regressor case," Economics Letters, Elsevier, vol. 165(C), pages 10-12.
    5. S. Trevis Certo & John R. Busenbark & Hyun‐soo Woo & Matthew Semadeni, 2016. "Sample selection bias and Heckman models in strategic management research," Strategic Management Journal, Wiley Blackwell, vol. 37(13), pages 2639-2657, December.
    6. J. Myles Shaver, 1998. "Accounting for Endogeneity When Assessing Strategy Performance: Does Entry Mode Choice Affect FDI Survival?," Management Science, INFORMS, vol. 44(4), pages 571-585, April.
    7. Lauren Cohen & Andrea Frazzini & Christopher J. Malloy, 2012. "Hiring Cheerleaders: Board Appointments of "Independent" Directors," Management Science, INFORMS, vol. 58(6), pages 1039-1058, June.
    8. Ryan Krause & Weiwen Li & Xufei Ma & Garry D. Bruton, 2019. "The board chair effect across countries: An institutional view," Strategic Management Journal, Wiley Blackwell, vol. 40(10), pages 1570-1592, October.
    9. Deepak K. Datta, 1991. "Organizational fit and acquisition performance: Effects of post‐acquisition integration," Strategic Management Journal, Wiley Blackwell, vol. 12(4), pages 281-297, May.
    10. Jeffry Netter & Mike Stegemoller & M. Babajide Wintoki, 2011. "Implications of Data Screens on Merger and Acquisition Analysis: A Large Sample Study of Mergers and Acquisitions from 1992 to 2009," Review of Financial Studies, Society for Financial Studies, vol. 24(7), pages 2316-2357.
    11. Harford, Jarrad, 2003. "Takeover bids and target directors' incentives: the impact of a bid on directors' wealth and board seats," Journal of Financial Economics, Elsevier, vol. 69(1), pages 51-83, July.
    12. Arthur Lewbel, 2012. "Using Heteroscedasticity to Identify and Estimate Mismeasured and Endogenous Regressor Models," Journal of Business & Economic Statistics, Taylor & Francis Journals, vol. 30(1), pages 67-80.
    13. Tomi Laamanen, 2007. "On the role of acquisition premium in acquisition research," Strategic Management Journal, Wiley Blackwell, vol. 28(13), pages 1359-1369, December.
    14. Jensen, Michael C. & Meckling, William H., 1976. "Theory of the firm: Managerial behavior, agency costs and ownership structure," Journal of Financial Economics, Elsevier, vol. 3(4), pages 305-360, October.
    15. Li, Yong & Aguilera, Ruth V., 2008. "Target Director Turnover in Acquisitions: A Conceptual Framework," Working Papers 08-0106, University of Illinois at Urbana-Champaign, College of Business.
    16. Abbie G. Oliver & Ryan Krause & John R. Busenbark & Matias Kalm, 2018. "BS in the boardroom: Benevolent sexism and board chair orientations," Strategic Management Journal, Wiley Blackwell, vol. 39(1), pages 113-130, January.
    17. Kyeong Hun Lee, 2018. "Cross‐border mergers and acquisitions amid political uncertainty: A bargaining perspective," Strategic Management Journal, Wiley Blackwell, vol. 39(11), pages 2992-3005, November.
    18. L. A. A. Van den Berghe & Abigail Levrau, 2004. "Evaluating Boards of Directors: what constitutes a good corporate board?," Corporate Governance: An International Review, Wiley Blackwell, vol. 12(4), pages 461-478, October.
    19. Julie Wulf, 2004. "Do CEOs in Mergers Trade Power for Premium? Evidence from "Mergers of Equals"," The Journal of Law, Economics, and Organization, Oxford University Press, vol. 20(1), pages 60-101, April.
    20. John R. Busenbark & Donald Lange & S. Trevis Certo, 2017. "Foreshadowing as Impression Management: Illuminating the Path for Security Analysts," Strategic Management Journal, Wiley Blackwell, vol. 38(12), pages 2486-2507, December.
    21. Maryjane R. Rabier, 2017. "Acquisition Motives and the Distribution of Acquisition Performance," Strategic Management Journal, Wiley Blackwell, vol. 38(13), pages 2666-2681, December.
    22. Emilie R. Feldman & Cynthia A. Montgomery, 2015. "Are incentives without expertise sufficient? Evidence from fortune 500 firms," Strategic Management Journal, Wiley Blackwell, vol. 36(1), pages 113-122, January.
    23. Lewis, Kyle & Belliveau, Maura & Herndon, Benjamin & Keller, Joshua, 2007. "Group cognition, membership change, and performance: Investigating the benefits and detriments of collective knowledge," Organizational Behavior and Human Decision Processes, Elsevier, vol. 103(2), pages 159-178, July.
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    1. Li, Yong & Han, Minghui & Faff, Robert & Zhang, Hao, 2022. "Foreign ownership and stock liquidity uncertainty," Journal of International Financial Markets, Institutions and Money, Elsevier, vol. 81(C).

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