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Earnout financing in the financial services industry

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  • Barbopoulos, Leonidas G.
  • Molyneux, Phil
  • Wilson, John O.S.

Abstract

This paper explores the effects of earnout contracts used in US financial services M&A. We use propensity score matching (PSM) to address selection bias issues with regard to the endogeneity of the decision of financial institutions to use such contracts. We find that the use of earnout contracts leads to significantly higher acquirer abnormal returns (short- and long-run) compared to counterpart acquisitions (control deals) which do not use such contracts. The larger the size of the deferred (earnout) payment, as a fraction of the total transaction value, the higher the acquirers' gains in the short- and long-run. Both acquirer short- and long-run gains increase when the management team of the target institution is retained in the post-acquisition period.

Suggested Citation

  • Barbopoulos, Leonidas G. & Molyneux, Phil & Wilson, John O.S., 2016. "Earnout financing in the financial services industry," International Review of Financial Analysis, Elsevier, vol. 47(C), pages 119-132.
    • Handle: RePEc:eee:finana:v:47:y:2016:i:c:p:119-132
    DOI: 10.1016/j.irfa.2016.07.001
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    as
    1. Elena Beccalli & Pascal Frantz, 2013. "The Determinants of Mergers and Acquisitions in Banking," Journal of Financial Services Research, Springer;Western Finance Association, vol. 43(3), pages 265-291, June.
    2. Hagendorff, Jens & Collins, Michael & Keasey, Kevin, 2008. "Investor protection and the value effects of bank merger announcements in Europe and the US," Journal of Banking & Finance, Elsevier, vol. 32(7), pages 1333-1348, July.
    3. Elijah Brewer & Julapa Jagtiani, 2013. "How Much Did Banks Pay to Become Too-Big-To-Fail and to Become Systemically Important?," Journal of Financial Services Research, Springer;Western Finance Association, vol. 43(1), pages 1-35, February.
    4. Flannery, Mark J. & Kwan, Simon H. & Nimalendran, Mahendrarajah, 2013. "The 2007–2009 financial crisis and bank opaqueness," Journal of Financial Intermediation, Elsevier, vol. 22(1), pages 55-84.
    5. Fishman, Michael J, 1989. " Preemptive Bidding and the Role of the Medium of Exchange in Acquisitions," Journal of Finance, American Finance Association, vol. 44(1), pages 41-57, March.
    6. Faccio, Mara & McConnell, John J. & Stolin, David, 2006. "Returns to Acquirers of Listed and Unlisted Targets," Journal of Financial and Quantitative Analysis, Cambridge University Press, vol. 41(1), pages 197-220, March.
    7. Cain, Matthew D. & Denis, David J. & Denis, Diane K., 2011. "Earnouts: A study of financial contracting in acquisition agreements," Journal of Accounting and Economics, Elsevier, vol. 51(1-2), pages 151-170, February.
    8. Rosenbaum, Paul R., 2010. "Design Sensitivity and Efficiency in Observational Studies," Journal of the American Statistical Association, American Statistical Association, vol. 105(490), pages 692-702.
    9. Robert DeYoung & Douglas Evanoff & Philip Molyneux, 2009. "Mergers and Acquisitions of Financial Institutions: A Review of the Post-2000 Literature," Journal of Financial Services Research, Springer;Western Finance Association, vol. 36(2), pages 87-110, December.
    10. Kohers, Ninon & Ang, James, 2000. "Earnouts in Mergers: Agreeing to Disagree and Agreeing to Stay," The Journal of Business, University of Chicago Press, vol. 73(3), pages 445-476, July.
    11. Staikouras, Sotiris K., 2009. "An event study analysis of international ventures between banks and insurance firms," Journal of International Financial Markets, Institutions and Money, Elsevier, vol. 19(4), pages 675-691, October.
    12. White, Halbert, 1980. "A Heteroskedasticity-Consistent Covariance Matrix Estimator and a Direct Test for Heteroskedasticity," Econometrica, Econometric Society, vol. 48(4), pages 817-838, May.
    13. Barber, Brad M. & Lyon, John D., 1997. "Detecting long-run abnormal stock returns: The empirical power and specification of test statistics," Journal of Financial Economics, Elsevier, vol. 43(3), pages 341-372, March.
    14. Karampatsas, Nikolaos & Petmezas, Dimitris & Travlos, Nickolaos G., 2014. "Credit ratings and the choice of payment method in mergers and acquisitions," Journal of Corporate Finance, Elsevier, vol. 25(C), pages 474-493.
    15. John D. Lyon & Brad M. Barber & Chih‐Ling Tsai, 1999. "Improved Methods for Tests of Long‐Run Abnormal Stock Returns," Journal of Finance, American Finance Association, vol. 54(1), pages 165-201, February.
    16. Cain, Matthew D. & Denis, David J. & Denis, Diane K., 2011. "Earnouts: A study of financial contracting in acquisition agreements," Journal of Accounting and Economics, Elsevier, vol. 51(1), pages 151-170.
    17. Barbara Casu & Andrew Clare & Anna Sarkisyan & Stephen Thomas, 2013. "Securitization and Bank Performance," Journal of Money, Credit and Banking, Blackwell Publishing, vol. 45(8), pages 1617-1658, December.
    18. Barbopoulos, Leonidas & Sudarsanam, Sudi, 2012. "Determinants of earnout as acquisition payment currency and bidder’s value gains," Journal of Banking & Finance, Elsevier, vol. 36(3), pages 678-694.
    19. James J. Heckman & Hidehiko Ichimura & Petra E. Todd, 1997. "Matching As An Econometric Evaluation Estimator: Evidence from Evaluating a Job Training Programme," The Review of Economic Studies, Review of Economic Studies Ltd, vol. 64(4), pages 605-654.
    20. Eckbo, B Espen & Giammarino, Ronald M & Heinkel, Robert L, 1990. "Asymmetric Information and the Medium of Exchange in Takeovers: Theory and Tests," The Review of Financial Studies, Society for Financial Studies, vol. 3(4), pages 651-675.
    21. Anthony Saunders & Sascha Steffen, 2011. "The Costs of Being Private: Evidence from the Loan Market," The Review of Financial Studies, Society for Financial Studies, vol. 24(12), pages 4091-4122.
    22. Moeller, Sara B. & Schlingemann, Frederik P. & Stulz, Rene M., 2004. "Firm size and the gains from acquisitions," Journal of Financial Economics, Elsevier, vol. 73(2), pages 201-228, August.
    23. Travlos, Nickolaos G, 1987. "Corporate Takeover Bids, Methods of Payment, and Bidding Firms' Stock Returns," Journal of Finance, American Finance Association, vol. 42(4), pages 943-963, September.
    24. Datar, Srikant & Frankel, Richard & Wolfson, Mark, 2001. "Earnouts: The Effects of Adverse Selection and Agency Costs on Acquisition Techniques," The Journal of Law, Economics, and Organization, Oxford University Press, vol. 17(1), pages 201-238, April.
    25. Jones, Jeffrey S. & Lee, Wayne Y. & Yeager, Timothy J., 2012. "Opaque banks, price discovery, and financial instability," Journal of Financial Intermediation, Elsevier, vol. 21(3), pages 383-408.
    26. Brown, Stephen J. & Warner, Jerold B., 1980. "Measuring security price performance," Journal of Financial Economics, Elsevier, vol. 8(3), pages 205-258, September.
    27. Kathleen Fuller & Jeffry Netter & Mike Stegemoller, 2002. "What Do Returns to Acquiring Firms Tell Us? Evidence from Firms That Make Many Acquisitions," Journal of Finance, American Finance Association, vol. 57(4), pages 1763-1793, August.
    28. Donald P. Morgan, 2002. "Rating Banks: Risk and Uncertainty in an Opaque Industry," American Economic Review, American Economic Association, vol. 92(4), pages 874-888, September.
    29. Fiordelisi, Franco & Molyneux, Phil, 2010. "The determinants of shareholder value in European banking," Journal of Banking & Finance, Elsevier, vol. 34(6), pages 1189-1200, June.
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    More about this item

    Keywords

    Earnouts; Acquisitions of financial institutions; Propensity score matching; Rosenbaum-bounds;
    All these keywords.

    JEL classification:

    • G34 - Financial Economics - - Corporate Finance and Governance - - - Mergers; Acquisitions; Restructuring; Corporate Governance

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