技术重叠对收购溢价的影响:目标公司的技术时钟速度和行业资源的调节作用

IF 3.8 Q2 MANAGEMENT Journal of Strategy and Management Pub Date : 2024-08-16 DOI:10.1108/jsma-03-2024-0045
Jianan Li, Haemin Dennis Park, Jung H. Kwon
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引用次数: 0

摘要

目的本研究借鉴了有关技术收购的文献和基于知识的观点,探讨了收购公司和目标公司之间的技术重叠如何影响收购溢价。我们进一步探讨了由此产生的协同效应如何取决于目标公司的动态特征,特别是其技术时钟速度和行业资源。技术时钟速度表示技术演进的速度,反映了内部动态资源,而行业丰富度则代表外部资源的丰富程度。这些边界条件说明了协同效应的动态变化,解释了协同效应对收购溢价的调节作用。为了验证我们的假设,我们使用了普通最小二乘法回归模型,并按收购公司进行了稳健标准误差聚类。在稳健性检验中,我们应用了广义估计方程来解释样本中的非独立观测值,并验证了结果对另一种双向聚类方法的稳健性。研究结果我们发现,收购公司与目标公司之间的技术重叠程度低,收购公司就会提供较高的收购溢价,因为将两个相距甚远的技术基础结合在一起会产生预期的协同潜力。我们进一步发现,这种效应取决于目标公司的技术发展速度和行业资源。具体来说,当目标企业的技术发展速度较快时,负面效应会被放大,而当目标企业所处的行业具有增长强劲和资源流动丰富的特点时,负面效应则会被削弱。 研究局限/启示本研究存在若干局限,但也为未来研究提供了机会。首先,我们的样本仅限于美国上市公司之间的国内收购,这可能会限制研究的普遍性。跨国收购可能会揭示出不同的动态,因为技术泄漏和国家安全问题可能会使技术重叠成为更敏感的因素。此外,私营企业并不包括在内,它们独特的战略考虑可能会提供更多启示。未来的研究可以探索收购后的数据,以验证这些协同效应,并扩大研究范围,纳入国际背景和私营企业,以进行全面分析。这项研究强调了对目标公司进行全面评估的必要性,以避免对协同效应的错误判断。技术重叠程度低会提高对价值创造的预期,因此,高管人员必须准确评估潜在的协同效应,以防高估。在评估协同效应时,管理者应同时考虑内部资源和外部行业条件。最终,这些见解有助于管理者提供反映真正战略协同效应的知情价格,采用有效的估值方法来降低财务支付过高和并购后业绩不佳的风险。 社会影响我们研究结果的社会影响强调了并购决策对技术领域创新和竞争的广泛影响。通过确保准确估值和避免多付,公司可以更有效地分配资源,促进可持续增长和创新。这种勤勉的方法可以降低企业倒闭的风险。首先,它确定了技术重叠是技术收购中收购溢价的关键决定因素,弥补了文献中关注首席执行官特征和管理者关注度的不足。其次,它拓展了理论框架,强调了协同效应受目标公司技术时钟速度和行业资源影响的动态性质。通过整合收购公司和目标公司的特征,本研究提供了价值创造的关系视角,解释了公司支付高溢价的原因,并提供了对技术收购中战略动机的更全面理解。
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The effect of technological overlap on acquisition premiums: moderating roles of target firm's technology clockspeed and industry munificence

Purpose

Drawing on the literature on technological acquisition and the knowledge-based view , this study examines how technological overlap between acquiring and target firms influences acquisition premiums. We further explore how the resulting synergies are contingent on the dynamic characteristics of the target firm, specifically its technology clockspeed and industry munificence. Technology clockspeed indicates the pace of technological evolution, reflecting internal dynamic resources, while industry munificence represents the abundance of external resources. These boundary conditions illustrate the dynamics of synergies, explaining their moderation effects on acquisition premiums.

Design/methodology/approach

We analyze a sample of 369 technological acquisitions by publicly traded U.S. firms between 1990 and 2011. To test our hypotheses, we used the ordinary least squares regression model with robust standard errors clustered by acquiring firms. In the robustness checks, we applied the generalized estimating equations to account for non-independent observations in our sample and verified that the results were robust to an alternative two-way clustering approach.

Findings

We suggest that a low level of technological overlap between an acquiring firm and its target firm leads the acquiring firm to offer a high acquisition premium because of the expected synergistic potential that evolves from combining two distant technological bases. We further find that this effect is contingent on the target firm's technology clockspeed and industry munificence. Specifically, the negative effect is amplified when target firms exhibit a rapid pace of technological evolution, whereas it is weakened when target firms operate in highly munificent industries characterized by robust growth and abundant resource flows.

Research limitations/implications

This study has several limitations, but it offers opportunities for future research. First, our sample is limited to domestic acquisitions between U.S. publicly traded firms, which may restrict generalizability. Cross-border acquisitions could reveal different dynamics, as technology leakage and national security concerns might make technological overlap a more sensitive factor. Additionally, private firms were not included, and their distinct strategic considerations could provide further insights. Future research could explore post-acquisition data to validate these synergies and expand the scope to include international contexts and private firms for a comprehensive analysis.

Practical implications

Our findings highlight important implications for managers in technology sector acquisitions. This study underscores the need for a thorough evaluation of target firms to avoid misjudging synergies. Low technological overlap can heighten expectations for value creation, making it crucial for executives to accurately assess potential synergies to prevent overestimation. Managers should consider both internal resources and external industry conditions when evaluating synergies. Ultimately, these insights help managers offer informed prices that reflect true strategic synergies, adopting effective valuation practices to mitigate risks of financial overpayments and poor post-merger performance.

Social implications

The social implications of our findings emphasize the broader impact of acquisition decisions on innovation and competition within the technology sector. By ensuring accurate valuation and avoiding overpayment, companies can allocate resources more efficiently, fostering sustainable growth and innovation. This diligent approach can reduce the risk of corporate failures.

Originality/value

This study makes two key theoretical contributions. First, it identifies technological overlap as a critical determinant of acquisition premiums in technological acquisitions, addressing gaps in the literature that focused on CEO characteristics and managerial attention. Second, it expands the theoretical framework by highlighting the dynamic nature of synergies, influenced by the target firm's technology clockspeed and industry munificence. By integrating both acquiring and target firm characteristics, this study provides a relational perspective on value creation, explaining why firms pay high premiums and offering a more comprehensive understanding of the strategic motivations in technological acquisitions.

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来源期刊
CiteScore
6.30
自引率
9.70%
发文量
28
期刊介绍: The Journal of Strategy and Management is an international journal dedicated to: -improving the existing knowledge and understanding of strategy development and implementation globally in private and public organizations -encouraging new thinking and innovative approaches to the study of strategy -offering executives strategic insights based on outcomes of original scholarly research; and -establishing effective communication between researchers and executives managing public and private organizations.
期刊最新文献
Promoting BMI through organizational culture: the mediating role of strategic flexibility Stablecoins and inflation in Latin America: the case of Argentina Farmers’ willingness to adopt digital application tools in Ogun State, Nigeria The effect of technological overlap on acquisition premiums: moderating roles of target firm's technology clockspeed and industry munificence Knowledge management as a driver of economic performance in the Spanish wine industry: the mediating role of open innovation
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