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M&A Negotiations: Role of Negotiation Process, Ownership and Advisors on Deal Completion

Author

Listed:
  • Deepak Kumar

    (Indian Institute of Management Ranchi)

  • Keya Sengupta

    (Indian Institute of Management Shillong)

  • Mousumi Bhattacharya

    (Indian Institute of Management Shillong)

Abstract

Mergers and acquisition deals are uncertain, with completion likelihood changing throughout the negotiation process. During negotiations, the firms process new information to modify their choices. This study aims to examine the dynamic nature of the M&A negotiation process. The study uses a sample of 983 worldwide unsolicited deals from 1999 to 2019 and classifies M&A deal outcomes using logistic regression, decision tree, and random forest classifiers. Ownership considerations and advisors are essential elements of the negotiation. Ownership sought has the potential to impact the deal's complexity and exercisable control. Prior ownership may either help gain information or recover due diligence costs. The advisors may assist the firms in the available information's financial and legal due diligence. Prior research lacks the negotiation period’s dynamism and gives mixed results for the impact of ownership and the role of advisors. We uniquely identify a non-linear inverted U-shaped relationship between the negotiation period and completion likelihood. The results prove that prior ownership, over the negotiation period, serves the dual objective of assisting deal completion and acting as a substitute for the termination fee. The acquirer and target advisors help with the completion of the deal. The varying effects for ownership and advisors over the negotiation process help explain the conflicting results in previous studies. The evolving negotiating circumstances play an important role in affecting the outcome. Our work shows the importance of temporal characteristics and the dynamic nature of decision-making during the M&A negotiation process and encourages further studies exploring processual theories.

Suggested Citation

  • Deepak Kumar & Keya Sengupta & Mousumi Bhattacharya, 2023. "M&A Negotiations: Role of Negotiation Process, Ownership and Advisors on Deal Completion," Group Decision and Negotiation, Springer, vol. 32(5), pages 1083-1115, October.
    • Handle: RePEc:spr:grdene:v:32:y:2023:i:5:d:10.1007_s10726-023-09835-z
    DOI: 10.1007/s10726-023-09835-z
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    as
    1. ten Brug, Hans & Rao Sahib, Padma, 2018. "Abandoned deals: the merger and acquisition process in the electricity and gas industry," Energy Policy, Elsevier, vol. 123(C), pages 230-239.
    2. Kai-Shi Chuang, 2017. "The role of investment banks on the impact of firm performance in mergers and acquisitions: evidence from the Asia-Pacific market," Review of Quantitative Finance and Accounting, Springer, vol. 48(3), pages 677-699, April.
    3. Abhirup Chakrabarti & Will Mitchell, 2016. "The role of geographic distance in completing related acquisitions: Evidence from U.S. chemical manufacturers," Strategic Management Journal, Wiley Blackwell, vol. 37(4), pages 673-694, April.
    4. Deng, Xin & Kang, Jun-koo & Low, Buen Sin, 2013. "Corporate social responsibility and stakeholder value maximization: Evidence from mergers," Journal of Financial Economics, Elsevier, vol. 110(1), pages 87-109.
    5. Jiatao Li & Peixin Li & Baolian Wang, 2019. "The liability of opaqueness: State ownership and the likelihood of deal completion in international acquisitions by Chinese firms," Strategic Management Journal, Wiley Blackwell, vol. 40(2), pages 303-327, February.
    6. Amel-Zadeh, Amir & Meeks, Geoff, 2019. "Bidder earnings forecasts in mergers and acquisitions," Journal of Corporate Finance, Elsevier, vol. 58(C), pages 373-392.
    7. David A. Becher & Jonathan B. Cohn & Jennifer L. Juergens, 2015. "Do Stock Analysts Influence Merger Completion? An Examination of Postmerger Announcement Recommendations," Management Science, INFORMS, vol. 61(10), pages 2430-2448, October.
    8. Raghavendra Rau, P., 2000. "Investment bank market share, contingent fee payments, and the performance of acquiring firms," Journal of Financial Economics, Elsevier, vol. 56(2), pages 293-324, May.
    9. Ngo, Thanh & Susnjara, Jurica, 2016. "Hostility and deal completion likelihood in international acquisitions: The moderating effect of information leakage," Global Finance Journal, Elsevier, vol. 31(C), pages 42-56.
    10. Deepak Kumar & Keya Sengupta, 2020. "Abandonment of mergers and acquisitions: a review and research agenda," International Journal of Emerging Markets, Emerald Group Publishing Limited, vol. 16(7), pages 1373-1403, November.
    11. Jing Li & Jun Xia & Zhouyu Lin, 2017. "Cross-border acquisitions by state-owned firms: How do legitimacy concerns affect the completion and duration of their acquisitions?," Strategic Management Journal, Wiley Blackwell, vol. 38(9), pages 1915-1934, September.
    12. Audra L. Boone & J. Harold Mulherin, 2007. "Do Termination Provisions Truncate the Takeover Bidding Process?," The Review of Financial Studies, Society for Financial Studies, vol. 20(2), pages 461-489.
    13. Wong, Pauline & O'Sullivan, Noel, 2001. "The Determinants and Consequences of Abandoned Takeovers," Journal of Economic Surveys, Wiley Blackwell, vol. 15(2), pages 145-186, April.
    14. Hunter, William C. & Jagtiani, Julapa, 2003. "An analysis of advisor choice, fees, and effort in mergers and acquisitions," Review of Financial Economics, Elsevier, vol. 12(1), pages 65-81.
    15. Zhu, PengCheng & Jog, Vijay & Otchere, Isaac, 2014. "Idiosyncratic volatility and mergers and acquisitions in emerging markets," Emerging Markets Review, Elsevier, vol. 19(C), pages 18-48.
    16. Hyejun Kim & Jaeyong Song, 2017. "Filling institutional voids in emerging economies: The impact of capital market development and business groups on M&A deal abandonment," Journal of International Business Studies, Palgrave Macmillan;Academy of International Business, vol. 48(3), pages 308-323, April.
    17. Bessler, Wolfgang & Schneck, Colin & Zimmermann, Jan, 2015. "Bidder contests in international mergers and acquisitions: The impact of toeholds, preemptive bidding, and termination fees," International Review of Financial Analysis, Elsevier, vol. 42(C), pages 4-23.
    18. Kumar, Deepak & Sengupta, Keya & Bhattacharya, Mousumi, 2023. "Macroeconomic influences on M&A deal outcomes: An analysis of domestic and cross-border M&As in developed and emerging economies," Journal of Business Research, Elsevier, vol. 161(C).
    19. Aktas, Nihat & de Bodt, Eric & Bollaert, Helen & Roll, Richard, 2016. "CEO Narcissism and the Takeover Process: From Private Initiation to Deal Completion," Journal of Financial and Quantitative Analysis, Cambridge University Press, vol. 51(1), pages 113-137, February.
    20. Desislava Dikova & Padma Rao Sahib & Arjen van Witteloostuijn, 2010. "Cross-border acquisition abandonment and completion: The effect of institutional differences and organizational learning in the international business service industry, 1981–2001," Journal of International Business Studies, Palgrave Macmillan;Academy of International Business, vol. 41(2), pages 223-245, February.
    21. Henry, Darren, 2004. "Corporate governance and ownership structure of target companies and the outcome of takeovers," Pacific-Basin Finance Journal, Elsevier, vol. 12(4), pages 419-444, September.
    22. Pauline Wong & Noel O’Sullivan, 2001. "The Determinants and Consequences of Abandoned Takeovers," Journal of Economic Surveys, Wiley Blackwell, vol. 15(2), pages 145-186, April.
    23. Newey, Whitney K., 1987. "Efficient estimation of limited dependent variable models with endogenous explanatory variables," Journal of Econometrics, Elsevier, vol. 36(3), pages 231-250, November.
    24. Wolfgang Bessler & Colin Schneck, 2015. "Excess premium offers and bidder success in European takeovers," Eurasian Economic Review, Springer;Eurasia Business and Economics Society, vol. 5(1), pages 23-62, June.
    25. Lim, Mi-Hee & Lee, Ji-Hwan, 2016. "The effects of industry relatedness and takeover motives on cross-border acquisition completion," Journal of Business Research, Elsevier, vol. 69(11), pages 4787-4792.
    26. Popli, Manish & Akbar, Mohammad & Kumar, Vikas & Gaur, Ajai, 2016. "Reconceptualizing cultural distance: The role of cultural experience reserve in cross-border acquisitions," Journal of World Business, Elsevier, vol. 51(3), pages 404-412.
    27. Betton, Sandra & Eckbo, B. Espen & Thorburn, Karin S., 2009. "Merger negotiations and the toehold puzzle," Journal of Financial Economics, Elsevier, vol. 91(2), pages 158-178, February.
    28. Rama Krishna Reddy & Frances Fabian, 2020. "Information Asymmetry and Host Country Institutions in Cross-Border Acquisitions," Management International Review, Springer, vol. 60(6), pages 909-938, December.
    29. Douglas Staiger & James H. Stock, 1997. "Instrumental Variables Regression with Weak Instruments," Econometrica, Econometric Society, vol. 65(3), pages 557-586, May.
    30. G. William Schwert, 2000. "Hostility in Takeovers: In the Eyes of the Beholder?," Journal of Finance, American Finance Association, vol. 55(6), pages 2599-2640, December.
    31. C. N. V. Krishnan & Ronald W. Masulis, 2013. "Law Firm Expertise and Merger and Acquisition Outcomes," Journal of Law and Economics, University of Chicago Press, vol. 56(1), pages 189-226.
    32. Petri Hukkanen & Matti Keloharju, 2019. "Initial Offer Precision and M&A Outcomes," Financial Management, Financial Management Association International, vol. 48(1), pages 291-310, March.
    33. Branch, Ben & Wang, Jia & Yang, Taewon, 2008. "A note on takeover success prediction," International Review of Financial Analysis, Elsevier, vol. 17(5), pages 1186-1193, December.
    34. Mathieu Luypaert & Wouter De Maeseneire, 2015. "Antecedents of time to completion in mergers and acquisitions," Applied Economics Letters, Taylor & Francis Journals, vol. 22(4), pages 299-304, March.
    35. Jeon, Jin Q. & Ligon, James A., 2011. "How much is reasonable? The size of termination fees in mergers and acquisitions," Journal of Corporate Finance, Elsevier, vol. 17(4), pages 959-981, September.
    36. Krishnan, C.N.V. & Masulis, Ronald W. & Thomas, Randall S. & Thompson, Robert B., 2012. "Shareholder litigation in mergers and acquisitions," Journal of Corporate Finance, Elsevier, vol. 18(5), pages 1248-1268.
    37. Fuad, Mohammad & Gaur, Ajai S., 2019. "Merger waves, entry-timing, and cross-border acquisition completion: A frictional lens perspective," Journal of World Business, Elsevier, vol. 54(2), pages 107-118.
    38. Lim, Mi-Hee & Lee, Ji-Hwan, 2017. "National economic disparity and cross-border acquisition resolution," International Business Review, Elsevier, vol. 26(2), pages 354-364.
    39. Malik, Tariq H. & Yazar, Orhan H., 2016. "The negotiator’s power as enabler and cultural distance as inhibitor in the international alliance formation," International Business Review, Elsevier, vol. 25(5), pages 1043-1052.
    40. Caiazza, Stefano & Pozzolo, Alberto Franco, 2014. "The determinants of abandoned M&As in the banking sector," Economics & Statistics Discussion Papers esdp14074, University of Molise, Department of Economics.
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