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New Evidence and Perspectives on Mergers By Gregor Andrade, Mark Mitchell, and Erik Stafford

New Evidence and Perspectives on Mergers By Gregor Andrade, Mark Mitchell, and Erik Stafford Table 1: Compared to the 70s and 80s, during the 90s: Less cash offers. More stock offers. Less hostile bids. More acquisitions in same industry.

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New Evidence and Perspectives on Mergers By Gregor Andrade, Mark Mitchell, and Erik Stafford

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  1. New Evidence and Perspectives on Mergers • By • Gregor Andrade, Mark Mitchell, and Erik Stafford • Table 1: Compared to the 70s and 80s, during the 90s: • Less cash offers. • More stock offers. • Less hostile bids. • More acquisitions in same industry.

  2. Table 2: Mergers come in waves, but each wave is different in terms of industry composition. • Industry-level shocks: • Technological innovations which can create excess capacity and need for consolidation. • Supply shocks such as oil prices. • Deregulation. • Deregulation during the 90s: Banks and thrifts, Utilities, Telecommunications.

  3. Table 3 Combined returns during 1973-1998: 1.8% Target returns during 1973-1998: 16.0% Bidder returns during 1973-1998: -0.7%

  4. Table 4 Announcement Period Abnormal Returns during 1973-1998 Stock No Stock Large Target Combined 0.6% 3.6% 3.0% Target 13.0% 20.1% 13.5% Acquirer -1.5% 0.4% -1.5%

  5. Table 6 Long-Term Abnormal Returns Signal to noise ratio is very large when considering long-term (more than a few months). Difficult to precisely measure abnormal returns over the long horizon: Pages 13-14.

  6. Firm Size And The Gains From Acquisitions By Sara Moeller, Frederik Schlingemann, Rene Stulz 12,023 acquisitions by publicly listed U.S. firms during 1980-2001.

  7. Table 4 Acquiring Company’s Announcement Period Abnormal Returns Stock Cash All Publicly-held Targets (2,642 acquisitions)-2.02% .36% -1.02% (-$183M) (-$33M) (-$128M) Small Acquirers -.75% 2.84% .92% Large Acquirers -2.45% -.42% -1.70%

  8. Table 4 Acquiring Company’s Announcement Period Abnormal Returns Stock Cash All Privately-held Targets (5,583 acquisitions) 1.49% 1.21% 1.50% (-$9M) ($1M) (-$3M) Small Acquirers 2.70% 1.52% 2.14% Large Acquirers .50% .81% .70%

  9. Table 4 Acquiring Company’s Announcement Period Abnormal Returns Stock Cash All Full Sample (12,023 acquisitions) .15% 1.38% 1.10% (-$80M) ($5M) (-$25M) Small Acquirers 2.03% 2.17% 2.32% Large Acquirers -.96% .69% .08%

  10. Why are returns to U.S. acquirers NEGATIVE (from acquiring public U.S. targets)? • Roll’s Hubris Hypothesis. • If acquisition is financed with stock: Negative signal. • No attractive internal investment opportunities: Negative signal. • Acquiring management’s empire-building tendencies.

  11. Why are returns to LARGE U.S. acquirers particularly NEGATIVE (from acquiring public U.S. targets)? • Roll’s Hubris Hypothesis: Large firm managers more prone to hubris given their past successes. • Large firms may have more resources for paying. • No attractive internal investment opportunities: Large firms more likely to have exhausted growth opportunities since further along their life cycle. • Incentives of smaller firms’ managers better aligned perhaps through stock ownership.

  12. Why are returns to U.S. acquirers more NEGATIVE from acquiring public U.S. targets compared to private targets? • Liquidity constraints for private company owners. • Greater bargaining ability of public shareholders.

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