A large body of work has examined the impact of corporate takeovers on the financial stakeholders (shareholders and bondholders) of the merging firms. Since the late 2000s, empirical research has increasingly highlighted the crucial role played by the non-financial stakeholders (labor, suppliers, customers, government, and communities) in these transactions. It is, therefore, important to understand the interplay between corporate takeovers and the non-financial stakeholders of the firm. Financial economists have long viewed the firm as a nexus of contracts between various stakeholders connected to the firm. Corporate takeovers not only play an important role in redefining the broad boundaries of the firm but also result in major changes to corporate ownership and structure. In the process, takeovers can significantly alter the contractual relationships with non-financial stakeholders. Because the firm’s relationships with these stakeholders are governed by implicit and explicit contracts, circumstances can arise that allow acquiring firms to fully or partially abrogate these contracts and extract rents from non-financial stakeholders after deal completion. In contrast, non-financial stakeholders can also potentially benefit from a takeover if they get to share in any efficiency gains that are generated in the deal. Given this framework, the ex-ante importance of these contractual relationships can have a bearing on the efficacy of takeovers. The ability to alter contractual relationships ex post can affect the propensity of a takeover and merging firms’ shareholders and, in turn, impact non-financial stakeholders. Non-financial stakeholders will be more vested in post-takeover success if they can trust the acquiring firm to not take actions that are detrimental to them. The big picture that emerges from the surveyed literature is that non-financial stakeholder considerations affect takeover decisions and post-takeover outcomes. Moreover, takeovers also have an impact on non-financial stakeholders. The directions of all these effects, however, depend on the economic environment in which the merging firms operate.
Daniel Greene, Omesh Kini, Mo Shen, and Jaideep Shenoy
Ling Cen and Sudipto Dasgupta
The interrelationships between upstream supplier firms and downstream customer firms—popularly referred to as supply-chain relationships—constitute one of the most important linkages in the economy. Suppliers not only provide production inputs for their customers but, increasingly, also engage in R&D and innovation activity that is beneficial to the customers. Yet, the high degree of relationship specificity that such activities involve, and the difficulty of writing complete contracts, expose suppliers to potential hold-up problems. Mechanisms that mitigate opportunism have implications for the origins of such relationships, firm boundary, and organizational structure. Smaller supplier firms benefit from relationships with large customer firms in many ways, such as knowledge sharing, operational efficiency, insulation from competition, and reputation in capital markets. However, customer bargaining power, undiversified customer base, and innovation strategy also expose suppliers to disruption risk. Relationship specificity of investment, customer bargaining power, and customer concentration associated with a less diversified customer base have important consequences for financing decisions of suppliers and customers, such as capital structure choice and the provision and role of trade credit. Changes in the risk of disruption (e.g., bankruptcy filings, takeover activity, and credit market shocks) have spillover effects along the supply chain. The correlation of economic fundamentals of suppliers and customers and the co-attention that they receive from market participants translate to return predictability (with implications for trading strategies), information diffusion along the supply chain, and stock-price informativeness of supply-chain partners.
William Megginson, Herber Farnsworth, and Bing (Violet) Xu
Defined as a single industrial sector, the global production, distribution, and consumption of energy is the world’s largest in terms of annual capital investment (US$1.83 trillion in 2019, the last prepandemic year for which full data are available) and the second largest nonfinancial industry in terms of sales revenue (US$4.51 trillion). Production and consumption of more than 100 million barrels of oil occurs each day—with 70% being traded across borders. Each of the world’s 7.5 billion citizens consumes an average of 3,181 kilowatt-hours per year, although per capita energy consumption varies enormously and is much higher in rich than in poor countries. Properly analyzing the financial economics of the global energy industry requires focusing on both the physical aspects of production and distribution—how, where, and with what type of fuel energy is produced and consumed—and the capital investment required to support each energy segment. The global energy “industry” can be broadly categorized into two main segments: (a) provision of fuels for transportation and production and (b) distribution of electricity for residential and industrial consumption. The fuels sector encompasses the production; processing; and distribution of crude oil and its refined products, mostly gasoline, kerosene (which becomes jet fuel), diesel, gas oil, and residual fuel oil. The electric power sector includes four related businesses: generation, transmission, distribution, and supply. Two imperatives drive the ongoing transformation of the global energy industry. These are (a) meeting rising demand due to population growth and rising wealth and (b) addressing climate change through greener energy policies and massive capital investments by corporations and governments. The pathway to decarbonizing electricity production and distribution by 2050 is fairly straightforward technologically; however, doing so will require both scientific innovations (particularly regarding scalable battery storage) and sustained multitrillion dollar annual investments for the next three decades. Decarbonizing transportation is a far more difficult and expensive proposition, which will require fundamental breakthroughs in multiple technologies, coupled with unusually farsighted policy action. Extant academic research already provides useful guidance for policymakers in many areas, but far more is required to help shape the future policy agenda.