企业特定优势、国际化动因与海外并购的股权选择——国有股权的调节作用

Firm-specific Advantages,Internationalization Motivations,and Equity Choices in Overseas Acquisitions:Moderating Effects of State-owned Equity

中国企业的海外并购如何进行股权决策?现有的文献对这一重要问题还缺乏足够的研究。本文从探索/利用的视角,从企业特定优势和国际化动因两个方面探索中国企业海外并购的股权决策机制,同时考察了国有股权的调节效应。本文选取2002—2013年中国上市公司的165个海外并购事件进行实证检验,结果发现,以利用企业既有优势为特征的海外并购倾向于持有更高的股权比例,而以获取目标企业互补性资产来弥补自身劣势为特征的海外并购倾向于采取分享股权的方式。国有股权对企业上述的股权偏好表现出方向一致的调节作用,但涉及到获取东道国的重要自然资源和创新资源时,其调节效应并不明显。

What equity choices should be made by Chinese firms in overseas acquisitions？ Existing literature does not offer enough research on this question. From the perspective of exploration-exploitation, this study has ex- plored the internal mechanism of equity choices in overseas acquisitions by Chinese firms, from the angles of firm- specific advantages and internationalization motivations, and investigated the moderating effects of state-owned equi- ty. We selected 165 overseas acquisitions by publicly listed Chinese companies from 2002 to 2013, and discovered that acquisitions focusing on exploiting the acquirers＇ existing competitive advantages tend to involve higher equity ratio by the acquirers, and acquisitions tend to result in shared equities, when their purpose is to obtain the target firms＇ assets that supplement the acquirers＇ competitive disadvantages. State-owned equities display moderating effects in the same direction for the aforementioned equity preferences. However, these effects are insignificant in ac- quisitions involving important natural resources and innovative resources from the host countries. The findings in this paper have implications for theory. The paper takes the overseas M＆A by rising Chinese firms as its subject,and explores the equity tendencies in overseas M＆A made by aequirers who only possess local competitive advantages. This is a significant expansion on present research, which is generally focused on overseas acquisitions by firms from developed countries, where the central principle in equity choices is to protect the acquirer＇s exclusive technologies and brands from the harm of opportunistic behaviors by its partner. This logic is not very suitable for explaining the acquisitions made by Chinese firms, who in addition to exploiting their local competi- tive advantages, must also obtain complementary assets from the acquired firm and the host country in order to strengthen their competitive edge. We have discovered that when their overseas acquisitions are characterized by ex- panding foreign markets and exploiting their existing competitive advantages, they tend to choose higher equity rati- os, and when the acquisitions are characterized by obtaining the complementary assets of target firms and host coun- tries, they tend to choose lower equity ratios. Our discoveries should be a beneficial corrective to exiting literature. Moreover, Existing literature has not shown much concern for the effect of state-owned equity on equity choices in overseas M＆A. The paper addresses this deficiency by examining the interaction effects of state-owned equities. The prominence of state-owned firms is a remarkable feature of overseas M＆A by Chinese firms, which has given us a rare opportunity to study the influence mechanism of state-owned equities. We have found that the moder- ating effects of state equities are highly consistent with the firms＇ own strategic tendency to enhance and exploit their own competitive advantages, but state equities would often provoke the negative reactions of host countries during the acquisitions of their natural resources and strategic assets, and consequently they do not show obvious moderating effects in these areas. The findings in this paper have implications for practice. The first lesson is that Chinese firms should consider their equity choices in overseas M＆A based on their own competitive advantages. Chinese firms with relative strong marketing abilities should protect their own brands from harm through high equity ratios in overseas acquisitions, as well as establish distribution networks they can control, while Chinese firms with good technological foundations may motivate their acquired firms to continue their innovation through shared equities, so as to better complement their own deficiencies in innovation. The second lesson is that they should account for the host country-specific advanta- ges in their consideration for equity ratios. A strong market potential necessitates long-term investments, making high equity ratios more suitable, while acquiring natural and technological resources tend to provoke the host countries＇ negative reactions, making lower equity ratios preferable. The third lesson is that the effects of state equity should be accounted for. Acquisitions made by state-owned firms tend to be a politically sensitive issue in the host countries, particularly when important natural resources and key technologies are involved, and a more flexible approach to eq- uity structure decisions is needed.