Mergers and Acquisitions (Organizational Characteristics) Term Paper

International mergers and takeover processes are positively influenced by efficient control by the parent country which may lead to the formation of a direct link between protection of investors and a companies' access to debt financing (La Porta et al., 1998 as cited in Martynova and Renneboog, 2008). Martynova and Renneboog in the year 2007 explained that debt financing is directly related to merger and acquisitions across the border (Martynova and Renneboog, 2008).

Lastly, a major chunk of the findings identified that the impact of the comparative size of transactions, ways of paying, free cash flow, strategies of diversifying, hostility, variations in economic development, proximity, stock price run up and the association with language are some of the factors that need to be considered by both the target and the bidder company (Martynova and Renneboog, 2008).

The respective analysis brings value to the overall text in mainly two ways. Firstly, the question is addressed about the way or the choice of channels that the companies use in generating value for the mergers and acquisitions of cross border companies. It is not just the economic features related to the bidder, target or the bid itself but also the transfer of the excess of corporate governance standards from either of the companies to justify partially the premiums of the takeover or the expected value that sometimes result in abnormal increase in returns (Martynova and Renneboog, 2008).

The effect of country wide corporate governance codes on the wealth of the investors impact the merger and acquisitions that occur cross border and have been earlier discussed by Bris and Cabolis (2008 as cited in Martynova and Renneboog, 2008) and Bris et al. (2008 as cited in Martynova and Renneboog, 2008), Starks and Wei (2005 as cited in Martynova and Renneboog, 2008), Kuipers et al. (2003 as cited in Martynova and Renneboog, 2008), and Rossi and Volpin (2004 as cited in Martynova and Renneboog, 2008). The afore-cited five research studies assess and evaluate the impact of valuation via the spillover of corporate governance standards taken from various standpoints and then look at the varying outcomes.

This analysis considers the research made by Bris and Cabolist (2008) and Bris et al. 2008. The researchers depict that the premiums of takeover that arise from cross border arrangements go up with the variations in the investor protection and the level of accounting standards among the target and the bidder. It was recorded that this impact is considerable only in the case of mergers and acquisition when the bidding company fully acquires the target one (as cited in Martynova and Renneboog, 2008).

In comparison, the findings of this particular analysis show that the enhancements in the investor protection of the target company have a direct connection on the synergy resulting from takeover regardless of the nature of the takeover. The findings therefore depict that the takeover synergies related to governance do not necessarily have to come about from a "spillover by law effect" but can also materialize from bootstrapping and spillover by control (Martynova and Renneboog, 2008).

Secondly, this respective research premises on the indices of the new corporate governance. The indices created by La Porta, Lopez-de-Silanes, Shleifer and Vishny (henceforth LLSV) are superseded by the country level indices that are more descriptive. Also they have been used in the researches talked about in the earlier paragraphs. Employing the assistance of over a hundred business lawyers coming from over thirty countries in Europe, the authors of the paper have developed a database of corporate governance that revolves around the primary alterations in the regulation of corporate governances in all the countries present in Europe over a period of past fifteen years. For every country, the corporate law and practice, stock exchange regulation and their effectiveness is quantified so that the conflicts of interest can be minimized, particularly the ones between creditors, management, minority and the majority shareholders (as cited in Martynova and Renneboog, 2008).

The indices that have been considered here depict that the regulation of corporate governance has considerably altered or has been modified in almost all the countries present in Europe since the year 1990. Thus, it is important to mention that with relation to earlier researches, the legal indices made use of in the respective analysis vary with time and depict the alterations that took place in the legal setting (as cited in Martynova and Renneboog, 2008). Countries' rules and regulations are of more importance than those of firms and as such more emphasis is laid on them. Firstly, it is not really possible to provide a code to the material of the corporate charters to gather the changes and to collect all the important decisions made by the shareholders in the annual general meeting. These firms exist in different countries having different types of legal, corporate governance and regulatory systems (as cited in Martynova and Renneboog, 2008). Secondly, observation report proves that there is a strong connection between corporate management of companies at both the country and firm level. The differences in a cross section analysis of corporate governance present at the firm level was evaluated by Doidge et al. (2007 as cited in Martynova and Renneboog, 2008) who found that the majority of the differences can be justified by the features of the country. They presented the view that countries are very important as they affect the cost incurred by a firm to manage corporate governance. Companies with efficient control are least concerned about ways to govern as the management of company is controlled by major shareholders (Martynova and Renneboog, 2008). In the following pages, we will compare three companies and their it departments and how the mergers and acquisitions affected their overall performances. A new section of information technology and computer, known as CIT department was formed to supervise the resources of information technology following the acquisition by WorldPharma and merging with PharmaTech and CB Medicine (the names of the companies have been altered to protect privacy). Initially, the department worked for the major job of facilitating the acquisition and coming up with the integration plan for the different it systems in place, such as MetaFrame which existed in the new entity. The primary objectives of the international MetaFrame system concerned with the migration project are two. Firstly the goal is to integrate every system (MetaFrame) from the earlier distinct pharmaceutical companies into one that is managed globally and is unified. Secondly the objective is to come up with an international group of people working together for backing the new and centrally controlled MetaFrame. Mr. XYZ became the new manager charged with responsibility of managing the system. As this project was embroiled with the intricacies of the system and organizational concerns, Mr. XYZ had to address a number of issues after the acquisition. The performance of a MetaFrame system can be enhanced classifying them into zones that enable the geographic areas to function on their domestic it networks and reduce to a minimum network communication related to the IMA data-store. The logic behind the establishment of zones was the establishment of one zone for each operation having a greater number of MetaFrame servers or one that has a weak network connection to the closest IMA data-store. Information about configuration of non-system, for example active or disconnected sessions and load on servers, is maintained and controlled at every zone by ZDC. Within the zone, communication is also controlled by ZDC and as such the MetaFrame unit cannot communicate directly with other MetaFrame servers. The MetaFrame product was released in many versions by the Citrix Corporation and its first version was named "WinFrame" after which "MetaFrame 1.8" and "MetaFrame XP" was released. Then a new version called "Presentation Server" was released by Citrix Corporation and then validity of MetaFrame version was marked up till 30th June, 2007. As MetaFrame XP had a significant role to play in the acquisition made by World Pharma, many experts were available for it. Even though the latest version of MetaFrame (i.e Presentation server) was introduced in the markets, it was decided to implement MetaFrame XP in the migration project. Therefore only MetaFrame XP version is selected to be discussed in this case study. In addition to it, Citrix Corporation on 11 february 2008, named its product as "XenApp" instead of "Presentation Server" (Complete details of the MetaFrame product can be obtained from www.citrix.com ). 1.2 MetaFrame system in use nowadays: Pre-M&a. A combination of three firms started to amalgamate. Firstly there was a structural difference in MetaFrame system adopted by the three companies therefore a centralized" Metaframe system of operation was selected by CB Medicine and PharmaTech. The centralized framework would entail all the users having.....