并购双方CEO的老乡关系与并购行为

Merger and Acquisition Behavior and Fellow-townsman Relationship between the CEOs of both Sides in Merger

本文以2009—2018年中国沪深A股上市公司并购事件为样本,考察了并购双方CEO的老乡关系对并购活动的影响。研究发现:当并购双方CEO为老乡时,并购事件和并购金额显著增加,且主并方CEO的家乡亲密度越高,并购活动中的老乡倾向越强。从主并方异质性的影响看,主并方为非国有企业、市值较低时老乡并购倾向更强;在产业结构转型背景下,相对于非战略性新兴产业企业,主并方对战略性新兴产业企业并购中的老乡倾向更强。进一步研究揭示,公司治理水平较低时,主并方表现出更强的CEO老乡并购倾向,代理问题在老乡并购中起主导作用;老乡并购虽然能使股东获得短期超额收益,但从长期来看,不能为主并方带来协同效应。研究结论深化了对并购交易中社会关系及其影响的理解,为监管部门和投资人更好地认识和监督管理层代理问题提供参考。

Mergers and acquisitions(M&As)have become an important micro-means for the high-quality economic development in China.The factors that affect corporate M&As and their economic effects have long been the subject of concern in the practical and academic circles.M&As require the board of directors and management to make complex decisions,and the social relationship between the executives of two sides in merger can promote the information exchange and may lead to better decisions.Especially in China’s major economic transformation,along with higher market transaction costs,market participants tend to rely more on informal system such as social relations.Previous studies have identified that executive political connection,director ties,and CEO network have important impacts on corporate M&As’decision-making process or economic consequences.However,the fellow-townsman relationship with multiple social values in the Chinese context has not received enough attention.At present,only a small amount of literature starts from the phenomenon of“fellowtownsman huddling”among senior executives within companies to study its impact on corporate behaviors.However,the role of the fellow-townsman relationship in the decision-making of corporate M&As is still poorly known.Therefore,from the perspective of external stakeholders of the main merger party,it is an important issue worthy of study to discuss the value and function of the fellowtownsman relationship between the CEOs of both sides in merger.This paper takes the M&A events of Chinese A-share listed companies from 2009 to 2018 as research samples,constructs a merger transaction model and tries to answer:Will the main merger party tend to acquire the target company where the CEO fellow is located?Is the cause of fellow-townsman M&As an information advantage or an agency problem that?The empirical results indicate that when the CEOs of both sides in merger have a fellow-townsman relationship,the merger events and the amount of M&As have increased significantly.That is,the main merger party has shown a tendency for fellow-townsman M&As.In terms of hometown intimacy,the life and work of CEOs in their hometown during the key stage of life strengthen their cultural and psychological characteristics,form a higher degree of hometown identity,and show a stronger tendency for fellow-townsman M&As.From the heterogeneity of the main merger party,the fellow-townsman tendency in M&A activities is stronger when the main merger party is a non-state-owned company or the market value is low.From the impact of target companies’industry characteristics,compared with target companies in non-strategic emerging industries,the main merger party shows a stronger tendency for those in strategic emerging industries.Further research reveals that when the level of corporate governance is low,the main merger party shows a stronger tendency for fellow-townsman M&As,and the agency problem plays a leading role in this process.Through the investigation of corporate performance after fellow-townsman M&As,it is found that although fellow-townsman M&As can provide shareholders with short-term excess returns,in the long run,they cannot bring synergies to the main merger party,which proves that fellow-townsman M&As are not derived from the information advantage.Regional identity is widespread throughout the world,but its research mainly focuses on place attachment and geographical complex,emphasizing on the attachment to geographical location and the interactions with surrounding neighborhood.There is also a little literature discussing the impact of fellow-townsman relationship on companies according to the phenomenon of“fellow-townsman huddling”among senior executives within companies.This paper starts from the perspective of external stakeholders and confirms that the geographical consensus of individual CEOs of both sides in merger will affect the behavior of M&As between companies,which deepens the understanding of the executive social relationship and its economic consequences in M&A transactions.At the same time,this paper explores the new performance of agency issues from the perspective of CEO individual preference through the study of the economic consequences of fellow-townsman M&As.It not only provides new evidence for the study of agency problems,but also provides reference for supervisory departments as well as investors to better understand and supervise management agency issues.