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Mergers & Acquisitions, and Global Strategy
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merger
the joining of two independent companies; forms a combined entity
why would companies merge
reduction in competitive intensity (changes underlying industry structure in favor of surviving firms); lower costs (economies of scale); increased differentiation (fills product gaps)
horizontal integration
the process of merging with competitor at the same stage of the industry value chain; leads to industry consolidation
risks of merging
integration failure; reduced flexibility; increased potential for legal repercussions
acquisition
purchase of one company by another; can be friendly or unfriendly
hostile takeover
during an acquisition when the target company does not wish to be acquired
why would companies acquire other companies
to access new markets & distribution channels; to access new capabilities or competencies; to preempt rivals
acquisition premium
the difference between the price paid to acquire a company and the company’s estimated market value; (deal price - market price) / market price = acquisition premium
reasons for acquisition premium
synergy; increased market power; diversification; managers’ motives
why mergers and acquisitions can fail
executives’ pursuit of self-interests and managerial hubris; the desire to overcome competitive disadvantage; lack of superior acquisition and integration capability
goal of global strategy
to gain and sustain a competitive advantage; to compete against other foreign and domestic companies around the world
foreign direct investment (FDI)
helps develop a business when you want to globalize; takes place when an investor establishes foreign business operations or acquires foreign business assets, including establishing ownership or controlling interest in a foreign company
multinational enterprise (MNEs)
a company that deploys resources and capabilities in the procurement, product, and distribution of goods and services in at least two countries
why do companies go global
gain access to larger markets (economies of scale & scope); gain access to low-cost input factors (low-cost leadership strategy); develop new competencies (differentiation strategy; provides access to communities of learning and location economies)
risks of going global
liability of foreignness (unfamiliar environments); loss of reputation (from poor working conditions or different safety standards); loss of intellectual property (difficult to protect IP in foreign markets)
the CAGE distance framework
guides MNE decisions on which countries to enter; distance is the main cost and risk of expansion; different types of distance: Cultural, Administrative and political, Geographic, Economic
Cultural distance (CAGE)
disparity between a firm’s home country and its targeted host country (social norms and morals, beliefs, and values); Hofstede cultural dimensions (power distance, individualism-collectivistic, masculinity-feminity; uncertainty avoidance; time perspective; indulgence-restraint)
Cultural distance between two countries increases with
different languages, ethnicities, religions, social norms, and dispositions; lack of connective ethnic or social networks; lack of trust and mutual respect
Cultural distance most affects industries of products
with high linguistic content (TV); related to national and/or religious identity (foods); carrying country-specific quality associations (wines)
Administrative and political distance (CAGE)
captured in factors such as shared monetary or political associations; political hostilities; weak or strong legal and financial institutions
Barriers of administrative and political distance include
tariffs, trade quotas, FDI restrictions
Administrative and political distance between two countries increases with
absence of trading bloc; absence of shared currency, monetary or political association; absence of colonial ties; political hostilities; weak legal and financial institutions
Administrative and political distance most affects industries of products
that foreign government views as stables (electricity), as building national reputations (aerospace), or as vital to national security (telecommunications)
Geographic distance (CAGE)
does not imply only physical distance but also infrastructure; includes the following attributes: physical size, within-country distances to its borders, the country’s topography, time zones, whether the countries are contiguous to one another, access to waterways and the ocean
Geographic distance between two countries increases with
lack of common border, waterway access, adequate transportation, or communication links; physical remoteness; different climates and time zones
Geographic distance most affects industry or products
with low value-to-weight ratios (steel, cement); that are fragile or perishable (glass, meats); in which communications are vital (financial services)
Economic distance (CAGE)
Wealth and per capital income of consumers; wealthy countries tend to engage in more cross-border trade; wealthy countries trade with wealthy countries (to benefit from economies of experience, scale, scope, and standardization); economic arbitrage
economic arbitrage
when wealthy countries trade with poor countries to access low-cost input factors
Economic distance between two countries increases with
different consumer incomes; different costs and quality of natural, financial, and HR; different info or knowledge
Economic distance most affects industries or products
for which demand varies by income (cars); in which labor and other cost differences matter (textiles)
How do MNEs enter foreign markets
exporting, licensing, strategic alliances, acquisitions, Greenfield investments
Exporting
involves low expense to establish operation in host country; often involves contractual agreements; involves high transportation costs; may have some tariffs imposed; offers low control over marketing and distribution
licensing
involves low cost to expand internationally; allows licensee to absorb risks; how low control over manufacturing and marketing; offers lower potential returns (shared with licensee); involves risk of licensee imitating tech and product for own use; may have inflexible ownership arrangement
strategic alliances
involve shared risks and resources; facilitate development of core competencies; involve fewer resources and costs required for entry; may involve possible incompatibility, conflict, or lack of trust with partner; can be difficult to manage
acquisitions (global strategy how)
allow for quick access to market; involve possible integration difficulties; are costs; have complex negotiations and transaction requirements
Greenfield investments
internal investment in a foreign country; wholly-owned subsidiaries is costly, involves complex processes, allows for max control, has the highest potential returns, carries high risk
the integration-responsiveness framework
deals with the pressures an MNE faces for cost reductions and local responsiveness; four different strategies to gain and sustain competitive advantage when competing globally': international, multi-domestic, global-standardization, transnational
local responsiveness
the need to tailor product and service offerings to fit local consumer preferences
international strategy
leverages home-based core competencies; sells the same products or services in both domestic and foreign markets; limited local responsiveness
international strategy is advantageous when the MNE faces
low pressures for local responsiveness; low pressures for cost reductions
international strategy often used successfully by MNEs with
large domestic markets; strong reputations and brand names
multi-domestic strategy
used to try and maximize local responsiveness; MNEs hope that local consumers will perceive their products or services as local ones; can be costly and inefficient
multi-domestic strategy arises out of the combination of
high pressure for local responsiveness and low pressure for cost reductions
global-standardization strategy
attempts to reap significant economies of scale and local economies through global division of labor where capabilities are at the lowest cost; price becomes the main competitive weapon
global-standardization strategy arises out of the combination of
high pressure for cost reductions and low pressure for local responsiveness
transnational strategy
attempts to combine benefits of localization strategy (high local responsiveness) with global-standardization strategy (lowest-cost position available); used by MNE’s that pursue a blue ocean strategy; difficult to implement
transnational strategy arises out of the combination of
high pressure for local responsiveness and high pressure for cost reductions