Hardy M. Thomas

Identifying the Sources of Gains From Takeovers

In the research literature on UK take-overs there seems to be an appar-ent conundrum. First, it appears that, in general, the market anticipatesoverall equity cash flow gains from a take-over in the sense that theshare price of the acquiree firm typically increases relative to someappropriately market-adjusted benchmark over the period of time fromthe announcement of the take-over to the date when the take-over offeris declared unconditional while the share price of the acquirer firm doesnot decrease over the same period of time

Sources of shareholders’ wealth gains from asset sales

This paper uses an event study approach to examine the performance improvements accruing to those UK firms making assets sales in a single divestiture. It is found that a divestiture announcement leads to an increase in shareholders’ wealth of between 0.81% and 1.04% depending on the expected return model employed. The source of the wealth gain can be attributed to the relaxing of credit constraints achieved by reducing the level of debt.

The short-run wealth effects of foreign divestitures by UK firms

We analyse a unique sample of 165 foreign divestitures by UK firms 1986–1995. These divestitures lead to significantly positive shareholder wealth effects of 4.8% over the 10 days before and after the announcement date. They are several times larger than the corresponding wealth effects reported for US firms and are robust to a number of factors such as size, market-to-book ratio, GARCH effects, thin trading effects and cross-sectional dependence. The wealth gains are associated with an increase in geographical focus towards Anglo-Saxon corporate governance regimes rather than simply in industrial focus as in the case of domestic divestitures. They are also related to poor pre-divestiture stock performance which is consistent with the financing explanation to combat agency and financial distress problems.

Do asset sales lead to improvements in operating performance

The changes in operating performance associated with asset sales are investigated for a sample of UK firms. Asset sales are followed by an improvement of 11% per annum in the level of operating performance relative to the pre-sale performance level. Further, improved abnormal operating performance is found, which is measured after controlling for the performance of the industry, the pre-sale performance of the firm and the level of competition in the market for asset sales. The abnormal operating performance of the remaining assets improve by 2.4% per annum, on average, for three years after the asset sales. This study also finds that the market for asset sales is imperfectly competitive.

Misvaluation and UK mergers 1986-2002

We provide evidence that ex ante misvaluation matters for merger activities in the UK 1986–2002 using a sample of 302 bidders and targets. Sector or long-run misvaluation causes merger firms to be more overvalued than nonmerger firms. Acquirers are overvalued absolutely and relative to targets which are themselves absolutely undervalued. Bidders use mergers to purchase the superior long-term growth prospects of targets. Finally our probit regression results provide evidence that misvaluation drives merger waves in the UK.

Divestitures: wealth transfers or real economic gains?

We investigate whether divestitures are associated with changes in operating performance. We evaluate the total operating performance of a pro-forma combination of seller and buyer firm in each divestiture and of the seller and buyer firms separately. We control for industry performance, pre-sale performance of the seller and buyer firms and the level of persistence in their operating performances. The total operating performance of the pro-forma combination increases by 3.2% per annum and the operating performance of the seller (buyer) firms increases by 3.0% (3.1%) per annum, on average, for 3 years after the sell offs. We conclude that divestitures lead to real economic gains and not merely a zero-sum transfer.

The impact of mispricing and growth on UK M&As†

This paper investigates the impact of mispricing and growth on salient aspects of 434 UK merger and acquisition (M&A) deals over the 1990–2009 period. Mispricing is proxied by both the 26-week high price and misvaluation given by the deviation of target price from its estimated fundamental value. One or both of these variables has a significantly pervasive influence on all aspects of M&As studied. The target 26-week high price, misvaluation and growth all have a significant effect on both the offer premium and whether bidders pay with cash or stock for the full sample. The 26-week high price is the main driver for the overvalued (price exceeds value) target sub-sample and growth prospects for the undervalued target sub-sample. Short run abnormal returns around the announcement are driven by misvaluation only while offers in excess of the 26-week high and of fundamental value increase the probability of deal success.

Mergers and Acquisitions in Maritime Industry

In a comprehensive study of all shipping mergers and acquisitions since 1984 we document that the shareholders of both acquirer and target realize average abnormal gains of 1.2% and 3.3% respectively and both parties gain more from diversifying than focus-increasing deals. We find that acquirers gain more when paying with stock, in cross-border deals and from public targets while larger acquirers destroy wealth. The results indicate that targets gain more from cross-border and focus-increasing deals. We study the impact of regulatory interventions on the marginal propensity to merge among shipping firms and find significant differences across regions.