As an economics student I was told that corporate merger would typically enhance financial performance, because of scale economies, market power or the acquirer’s superior management. As an auditor of recently acquired firms I found disorganization, demoralised staff, and weak profits. As a researcher I found that most mergers had failed to boost profitability, a finding that was mostly replicated by researchers over the subsequent 40 years. In the meantime, helped by my co-author, one of my aims has been to provide an explanation of this evidence, recounted in ‘my book.’ I’m an academic ‘lifer’ at Cambridge University – latterly Professor of Financial Accounting and Acting Dean of Cambridge’s Judge Business School.
I wrote
The Merger Mystery: Why Spend Ever More on Mergers When so Many Fail?
This is not a book on techniques of accounting for M&A, but about why governments need to hold to account large companies seeking dominance of markets through M&A and other means.
It explores the socially harmful impacts of some mergers, such as exacerbating inequality and subverting democracy. It is rich in case evidence and combines law and economics in a vigorous, lucid critique of past governments’ permissive attitudes towards corporate merger. Wu has acted as Special Assistant to President Biden on competition policy.
From the man who coined the term "net neutrality," comes a warning about the dangers of excessive corporate and industrial concentration for our economic and political future.
We live in an age of extreme corporate concentration, in which global industries are controlled by just a few giant firms―big banks, big pharma, and big tech, just to name a few. But concern over what Louis Brandeis called the "curse of bigness" can no longer remain the province of specialist lawyers and economists, for it has spilled over into policy and politics, even threatening democracy itself. History suggests that tolerance of inequality…
With its "buy and sell" model, the Private Equity industry – which commentators have variously described as the ‘billionaire factory’ and "irresponsible locust swarms" – is responsible for a large and growing share of M&A activity. The businesses held by just two of its members employ some one and a half million people.
Phalippou draws on many years of distinguished research to demystify the secretive industry’s methods and accounting – rigorous explanations leavened by fascinating case studies and appealing humour.
This is version 2.6 (both Kindle and hard copy; Audiobook is following the first edition)! Designed for an MBA course on private equity, this textbook aims to familiarize any reader with the jargon and mechanics of private markets using simplified examples, real-life situations and results from thorough academic studies. The intention is to have a book that can be read more like a novel than like a regular textbook. In order to have long-lasting impact on readers, I believe in making things as simple as possible, boiling everything down to the essence, going straight to the point, and, most importantly,…
This brings together 9 specialists in accounting, economics, or statistics – from academe or practice – to tackle questions such as: does accounting manipulation affect the terms on which acquirers buy targets; are the post-merger accounts projected by bidders to be trusted; did the way targets were incorporated in the combine’s accounts affect share price?
It’s not a relaxing read – some heavy statistical work and disturbing conclusions: clever accountants have often been able to hoodwink investors before, during and after M&A transactions.
Spending on M&A has, in aggregate, grown so fast that it has even overtaken capital expenditure on increasing and maintaining physical assets. Yet McKinsey, the leading management consultancy, reports that "Anyone who has researched merger success rates knows that roughly 70% fail". The idea that businesses might be using huge and increasing sums of shareholders' money for an activity that more often than not leads to failure calls into question the information on which M&A decisions are based.
This book presents statistical studies, case material, and standard-setters' opinions on company accounting before, during, and after M&A. It documents the manipulation…
This is a deeply researched and highly readable story of hubris and nemesis at a business giant.
It includes the role of accounting manipulation in its startling narrative of the rise and decline of GE, at its peak the most valuable company in the world, led by a CE dubbed the ‘manager of the century’. Important in its rise was a focus on ‘the all-important [accounting] earnings per share results that made Wall Street swoon’, resulting in a high and rising share price and the highest credit rating – both facilitating a spree of mergers (almost 1,000 in the two decade tenure of CEO Welch).
The authors detail a range of accounting devices used to manipulate earnings, including misreporting inventory and artificially altering the timing of revenue.
This is the definitive history of General Electric's epic decline, as told by the two Wall Street Journal reporters who covered its fall.
Since its founding in 1892, GE has been more than just a corporation. For generations, it was job security, a solidly safe investment, and an elite business education for top managers.
GE electrified America, powering everything from lightbulbs to turbines, and became fully integrated into the American societal mindset as few companies ever had. And after two decades of leadership under legendary CEO Jack Welch, GE entered the twenty-first century as America's most valuable corporation. Yet, fewer…
These three authors were brought in in 1990 to lead accounting standard-setting in the UK.
At the time, company accounts – especially those of merging companies - were a ‘laughing stock’, with profits often wildly overstated and debt materially understated. Against the expectation of many, they managed to outlaw companies’ preferred (profit-enhancing) accounting for M&A – ‘a triumph of diplomacy as well as intellectual ingenuity’ in the words of the Financial Times. The US and international standard-setters have since come close to adopting the same solution – but in the end have never quite dared.
The book combines rigorous discussion of technical accounting with light and lively discussion of the challenges and fights in which they engaged.
In the late 1980s, financial accounting in Britain was in disarray. 'Creative' accounting was rife. The authority of the industry's standard-setters had been drastically compromised when their rules for inflation accounting were first ignored by many firms and then abandoned. There were calls for government to replace the accountants' self-regulation with a tough regulatory regime close to the American model. Also, rapid change in the financial industry was generating complex new financial schemes for which existing accounting standards were inadequate. This book tells the story of the next decade: the problems the standard-setters faced, both technical and political, the resistance…
Over the past forty years evidence has accumulated that very many mergers have failed to yield operating gains. Yet over those four decades the number of mergers has increased forty fold; and in 2021 global spending on M&A exceeded $5trillion. This seems perverse and mysterious. The book contends that answers to the mystery can be detected in misaligned incentives, distorted financial engineering, and information problems. In support of this argument the book presents a synthesis of ideas of distinguished economists, results from over a hundred statistical studies and case evidence from over a hundred businesses. It is designed to be accessible and readable for non-specialists as well as offering a fresh approach for experts in the field.
