Document 6503159
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Document 6503159
How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 How to Select Target Firms in M&As? Evidence from the Medical Technology Industry1 Tian Wei2, Xin Tian Institute for Manufacturing, University of Cambridge, UK [email protected] Laboratory of Virtual Business, Research Center on Fictitious Economy and Data Science, Chinese Academy of Sciences, China [email protected] doi : 10.4156/ijei.vol2.issue2.2 Abstract This paper identifies attributes of target companies and proposes a theory to explain and support the decision making of acquiring companies. Four in-depth case studies were conducted across three primary sectors in the Medical Technology Industry. Data were collected by series of semi-structured interviews with director of Business Development, and Chief Financial Officer in the acquiring firms. Data were analyzed to explore the strategies of business development of the big companies in the Medical Technology Industry. Three research findings are implicated to academia. First, a list of target selection criteria is developed to capture the characteristics of the targets in mergers and acquisitions in the Medical Technology Industry. Second, crisis assessment theory is proposed as theoretical foundation for target selection by addressing the strategy which can save the company from danger or put them in a crisis. Third, six constructs of the crisis assessment theory are developed to show the details of the theory and indicate its applications. Keywords: Target Selection Strategies, Mergers and Acquisitions, Strategic Management, The Medical Technology Industry 1. Introduction In the last two decades, there was a witness on the surge of a growing mergers and acquisitions in Medical Device I ndustry bo th in volume and value. However, it has been ap peared that ac quiring companies failed to ob tain positive benefits in most of the deals. Also, during the development in 20 years, this industry has come to a phenomenon which differs itself from other industries: the business is dominated by only a few large companies. In total, small companies accounted for less than 20% of the value of the sector but more than 80% of the number of companies in this sector. Due to this particular situation, MNCs have been more careful in selecting target companies in acquisitions. M&A research has been developed largely along disciplinary lines. There are five research schools to reveal di fferent u nique pe rspectives o n mergers and a cquisitions. Br oadly, th ese s chools can be divided into q uantitative (hard sid e) versus qualitative ( soft side ) i ssues. Econom ics and finance researchers f ocus pri marily on ha rd iss ues such as the measurement of st ock and accounti ng performance, m erger valu ation and securiti es law . On th e other ha nd, r esearchers in strategic management, organizational research and human resource management look at soft side. They focus on qualitative issues such as the analysis of acquisition candidates, merger negotiations, decision-making processes, and integ ration (Kr ug, 200 8). H owever, organ izational res earch and human resource This research was supported in part by the National Natural Science Foundation of China under Grant No. 70731003 and EPSRC (Engineering and Physical Sciences Research Council) in the UK under Grant No. EP/C541588/1. 1 Corresponding author 2 -8- How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 management emphasize on culture, conflicts and psychology. Similar to oth er strategic issues, how to choose target companies is subject to strategic management, which is the focus of this study. Literature on strategic management trace back to 1960s, when the work began to transit to researchoriented. Rese arch on st rategic con tent is consid ered to show the rationale of decision making by examining relatio nships bet ween co rporate d iversification s trategy, orga nizational str ucture and f irm performance. Transaction cost economics (TCE) and resource-based view (RBV), which are two most popular theories, are reviewed as a basis of further discussion after case analysis. However, research on target selection in mergers and acquisitions are st ill limited by only focusing on developing the long li st o f t arget select ion criteria, without any in -depth thinking o n theory underlying. In recogn izing t he knowledge gap and business n eeds, we argue th at t arget selectio n strategy has critical impact on the synergies captured in the integration. It is considered as the source of success or f ailure o f an acq uisition. How ever, previous res earch f inds t hat it is d ifficult to d o deep analysis and g eneralize th e resul ts to f it all ty pes o f mergers and acqui sitions i n all the in dustries (Schweizer, 2005). Al so, f requent use of M&As in th e M edical Technology Industry mean that the industry is a rich source of case examples. Thus, research in this industry may provide a comprehensive understanding of target sel ection str ategies i n acqu isitions. O ur resea rch questi on i s “ How do t he acquiring firms select ta rget companies in Medical Techno logy I ndustry f rom strategic management perspective”. The research methodology adopted for the research presented in t his paper is essentially exploratory. I n-depth case s tudies were un dertaken in four medical devi ce co mpanies. Significant access to staff and records allowed the detailed capture and t racking of the business strategies in each case. This paper is structured as f ollows. In Section 2, we expl ore the r esearch backg round across the literature in mergers and acquisitions, strategic management and target selection strate gies in M&As. It co ncludes wi th identified several rese arch g aps f or th is stu dy. In Sectio n 3, w e set out t he methodology in th is r esearch an d exp lain the research approach in terms o f data c ollection, d ata analysis, and quality of research. In Section 4, we present the data collected and describe within-case analysis i n this m ultiple case rese arch. In Section 5, w e discuss th e f indings of the study, which are organized under the p reliminary f ramework propo sed in Sect ion 3 . In Section 6, we su mmarize this study with highlights on th e major findings, analyze the c ontributions to bot h academia and practice, and explore research limitations and future study directions. The findings from this r esearch inclu de a list o f targe t selection criteria and th e crisis as sessment theory underlying to choose appropriate target companies. I t shows the nature and logic o f decisio n making in target selection among numerous small and medium sized companies. The framework fills a theoretical gap be tween th e strategic management and target select ion i n acquisitions in th e medical technology industry . Fin ally, it off ers det ails in the t heory by addres sing six c onstructs wh ich are critical for decision making. Future research can focus on validate the theory by more cases to improve the usability of the theory in different contexts. 2. Literature review 2.1. Mergers and acquisitions Acquisitions have lo ng been a pop ular strategy for firms to e xpand th eir bu siness, acquire technological capability and achieve cost r eduction (Shimizu et al., 2004 ). A corporate acquisition is the process by which the stock or assets of a corporation co me to be owned by a buyer (Reed et al., 2007). For t he definition o f acquisition, a f irm (A), t he ‘acquirer’, purchases a controlling interest i n another firm (B), the ‘target’. (Angwin, 2007). Most of time, acquisitions are mentioned with the term “mergers” at th e sa me t ime as “Mergers and acquisitions (M&A s)”. However, t hey refer to d ifferent business activities. Theoretically, mergers are activities that bring together two ‘equals’ to form a new firm with t rying t o keep the best p ractices of bot h o f th e two origi nal f irms. D ifferent f rom th e acquisition, after merger, management teams will work together to realize benefits. Although there are differences between mergers and acqui sitions, usuall y, acqu isitions ar e u sed to re fer bot h o f t hem. (Angwin , 2007). -9- How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 M&A research has b een ca rried o n b y f ive d ifferent scho ols of t hought (Table 1), wh ich are identified by Larsson and Finkelstein (1999). Of these fiv e research schools, strategic management, organizational behavior studies, and finance are three main streams. Most finance studies examine performance from gains accruing to shareholders of acquiring and tar get f irms as a result of acqui sition annou ncements (Jarr ell, Br ickley, and Netter, 1988). Generally, studies focus on the r elationship between issues related to the market for corporate control and shareholder gains. Strategic management r esearchers f ocus on how issue s th at ar ise d uring th e integration of acquisitions c ontribute to po or acquisition p erformance. Integration has bee n f ound t o b e a k ey determinant to acq uisition p erformance ( Haspeslagh an d Je mison, 19 91; Pabl o, 19 94). In addi tion, studies in strategic management examine the performance implications of “strategic fit” or relatedness (Lubatkin, 19 83). Empirical stud ies ha ve show n that “strategic fit” is po sitively relat ed t o value creation in acqui sitions (Chatterjee, 198 6; Singh and Mon tgomery, 198 7; Seth, 19 90). On th e other hand, “organizational fit” influences the ease with which two organizations can be assimilated after an acquisition (Datta, 1991). Table 1. Summary of research schools in M&As (Larsson and Finkelstein, 1999) Research school Issue Key researchers Strategic management M&A as a method of diversification, focusing on both motives and performance for different types of acquisitions Ansoff et al., 1971; Salter and Weinhold, 1981; Walter and Barney, 1990; Lubatkin, 1987; Seth, 1990; Singh and Montgomery, 1987 Economics Economies of scale and market power as motives; acquisitions performance with mostly accounting-based measures Goldberg, 1983; Ravenscraft and Scherer, 1987; Steiner, 1975 Finance Acquisition performance relying on stock-market-based measures Jarrel et al., 1988; Weston and Chung, 1983 Organizational research Human resource management Post-integration process, highlighting Haspeslagh and Jemison, 1991; Pablo, 1994; both culture clash and conflict resolution Mirvis, 1985 Psychological issues, the importance of Astrachan, 1990; Schweiger and DeNisi, 1991; effective communication and how M&As Hambrick and Cannella, 1993 affect careers Organizational behavior studies investigate culture i mpact (or ganizational culture, national culture and other types of culture) on the acquisition performance (Schweiger and Walsh, 1990; Schoenberg, 2006; Teerikangas and Very, 2006). Additionally, from organizational learning perspective, researchers actively relate acq uisition e xperiences to acquisition performance (Haleblian a nd Fin kelstein, 1 999; Zollo and Sin gh, 2 004). Hayward ( 2002) identified the broad cond itions in w hich firms gen erated adoptive and timely inferences from acquisition experiences. Zollo and Sin gh (2004) pointed out that acquiring firms nee d to not only select th e appropriate mix o f integration decisi ons b ut also hav e to simultaneously develop the o rganizational c apability to i mplement it in or der to en hance acqu isition performance. This s tudy f ocuses on the strategi es o f acq uiring co mpanies in target selection in order to gain positive benefits in acquisitions. From this perspective, the research school in this study is the school of strategic management. 2.2. Strategic management The bi rth o f strateg ic management w as in 1960s. Th e con cept of strategic management was proposed based on three i mportant b ooks: Alfred Ch andler’s “ Strategy and Structure ” (1962 ); Igo r Ansoff’s “Corporate St rategy” (1965); and the Har vard textbook “Business Poli cy: T ext and Cases” (Learned et al., 1965 ). Work on strategic management started to transit towards a research orientation in 1970s. This period could be characterized by the development between two sets of research, which - 10 - How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 were based on very different ontological and epistemological perspectives (Furrer et al., 2008). From an ontological perspective, “strategy process” studies how strategies are formed and implemented. The research is on t he basis of the observati on of actua l or ganizational de cision-makings whi ch lead to more r ealistic conceptions and pr ocess. On the othe r hand, from an episte mological perspective, another stream of research studies “strategy content” and starts to understand the relationship between strategy and perf ormance. Apparently, in this study, strategy content is chosen as it expl ores the log ic and nature underlying the strategic thinking. The evolution of classic the ories in strategy conten t has five stages. Firs t, I ndustrial organ ization economics (1970s) co mes w hen strateg ic management moves t owards econ omics, particu larly industrial organizational (IO) econ omics, both in t heory and m ethod. M ajor w ork i nvolves t he “Porter’s f ive f orce model”, whi ch provi des a usef ul an alytical t ool t o asses s an ind ustry’s attractiveness and facilities competitor analy sis by more clearly specif ying t he various aspects o f a n industry structure (Porter, 1980); “Strategy group”, which was commonly defined as a group of firms in the same i ndustry f ollowing the sa me or similar strategies (Porter, 198 0); and “Competitive dynamics” emphasized on the firm level and recognized that the firm’s strategies were dynamic (Bettis and Hi tt, 19 95; D’Av eni, 19 94). Second , f rom mid o f 1980s, strategy resear ch swit ched th eir f ocus from industry struct ure as a unit o f analysis to firm’s internal structu re, re sources, an d capab ilities. There were two branch es o f o rganizational eco nomics generating the most i nterest i n st rategic management: transaction costs economics (TCE) (Williamson, 1975, 1985) and agency theory (Fama, 1980; Jensen and Meckling, 19 76). T hird, s ome sch olars ar gued th at there we re idiosyncratic characteristics of firms to contribute to their competitive advantages (Barney, 1991; Wenerfelt, 1984). Therefore, a re source-based t heory of co mpetitive advantage was developed. Fourth, th e k nowledgebased view (KBV) was based on RBV by conceptualizing firms as heterogeneous, knowledge-bearing entities ( Hoskisson et al., 1999). I t focused on th e acquisition, internal development, accumulation, exploitation and diffusion of knowledge-intensive organizational capabilities (Herrmann, 2005). Fifth, Teece, Pisano and Shuen (1997) proposed the dynamic capabilities as “the firm’s ability to integrate, build, and reconfigure inter nal and e xternal competences to addres s r apidly changing e nvironments.” This definition attracted increasing attention within the management literature in recent years (Barreto, 2010). Among these classic th eories, TCE and R BV are the tw o which ar e mature and most commonly used. The formulation of TCE is to s eek the answer to why organizations exist. The basic premise of TCE is th at m arkets and hierarchies can be used to complete transactions instead o f gov ernance mechanisms. It is based on a set of assu mptions about h uman behavior and attributes of transactions that affect transactions between two firms: bo unded rationality, opp ortunism, un certainty, s mall numbers, information i mpactedness and as set specifici ty (Willia mson, 1 975, 19 85). TCE cont ributes into three directions: First, a theoretical rationale was developed for the adoption of the multidivisional structure and firm’s performance (Hoskinsson et al., 1991). Second, TCE had been used to explain the functioning o f hy brid f orms o f organ ization (i.e. strat egic alli ance and joint ventures ) as a n intermediate form between markets and hierarchies (Hennart, 1988; Kogut, 19 88; Williamson, 1991). Finally, TCE h ad been appl ied to ex plain the ch oice of in ternational m odes o f market en try (Join t venture and acquisitions) (Hennart and Park, 1993). RBV is based on the theory of firm growth. Penrose (1959) found the i dea of viewing a firm as a bundle o f r esources in her th eory of t he gr owth of the firm. She defin ed r esources as “the phys ical things a firm buys, leases, or produces for its own use, and the people hired on terms that m ake them effectively part of the firm” (Penrose, 1959). Wernerfelt (1984) suggested that evaluating firms by their resources can lead to new insights which ar e different from the traditional perspectives. Wernerfelt’s (1984, 1985) work built t he groun d for lat er researchers on r esource-based vi ew ( RBV). A group of researchers focused on relationship between differentiation of resources and firm performance (Rumelt, 1984; D iericks and Coo l, 1989). An other group o f res earchers e mphasized on ex amining spec ific resources which were related to sustainable co mpetitive advantage (Barney, 1986; Teece, Pisano and Shuen, 19 97; Nelson, 19 91). I mportant theoretical developments also cam e from Barney (1991) and Grant ( 1991). I n 1991, Ba rney pres ented a concrete and co mprehensive framework to genera te competitive advantage by identifying the needed characteristics of firm resources. Further, Grant (1991) suggested that there was a need to examine the dynamic interrelationships among the resources. More - 11 - How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 recently, Danneels (2002) tested a model which integrated organizational resources with organizational learning and p ath dependency to show how produ ct inn ovation led to firm r enewal. Fa rjoun ( 2002) developed an i ntegrated perspective which emphasized on action, coordination and adaption and saw strategic management as a process of managing change. However, it appears that these theories cannot fully answer some issues in strategic management. 2.3. Target selection strategies The search f or target f irm flows from the acquirer’s st rategy and valu e-creating insigh ts, a set of criteria f or select ing tar gets can b e es tablished. It is of ten ver y dif ficult to find a target f irm t hat actually fits all criteria perfectly and is also likely for sale. The acquiring co mpanies can throw their nets widely in the initial search stages and may draw on their own industry and trade contacts, a range of advisors (banks, accountants, lawyers) and in the case of cross-border deals, embassies (Angwin and Savill, 1997). Apart from th e i ssue w hether th e target is li kely to be f or s ale, the facto rs inf luence th e tar get selection include: Whether the target is financially healthy; The size of the target: too small to be bothered or too large to handle; Whether the target is too much dependence on one customer; Whether the target has long-term contractual arrangements with suppliers; Research o n t arget selecti on strategies is quite l imited as most of the resear ch on acqu isition performance foc using on the post-deal in tegration or t he whole ac quisition p rocess (Lubatkin, 1983; Morck and Yeung, 1992; Seth, 1990). However, as target selection is the first step of acquisitions, it is considered as the source of the success or failure of acquisitions. It appears at least as important as the integration in capturing synergies. As such, this study explores the target selection strategies in detail and tries to fill in gaps in the theories of strategic management. 2.4. Medical Technology Industry The medical techno logy in dustry p rovides t ools t o h ealthcare p ractitioners. The ter m “medical technology” was introduced to en compass a wide range of instruments and equipment which are used by h ealthcare practitioners and diagnosis, treat ment and t he con tinuing pr ovision o f car e. D ifferent sectors have different behaviors and regu lations in doing b usiness. Ma jor sectors i n this in dustry include car diovascular devic es, orthop edic devices and equipment, diagnostic imaging equi pment, radiationtherapy equipment, and device delivery system. The medical techno logy industry d ifferentiates itself f rom o ther industries as follows. Firs t, rapid technology innov ation r equires s ignificant r esources to be spent on R&D. As a re sult, s mall firms generally focus on single or platform product innovations in a specific clinical or therapeutic niche and expect larger firms acquire them. Second, high market barriers make it very difficult for small firms to access sales and distribution channels, whic h are d ominated by several large corporations. Third, the procurement pr ocess f or medical techn ology products is co mplex and varies sig nificantly among countries. F orth, regulatory a nd r eimbursement sy stems vary in major cou ntries and set barr iers f or start-ups to commercialize and large corporations to expand business. Therefore, value creation in t he medical technology industry appears more difficult than in other industries. In sum, the medical technology industry has many M&A p rocesses compared with other industries and the findings are expected to be important in successful acquisitions in this industry. 2.5. Research gap It app ears f rom the previous stud ies that research in targ et selection strategi es are s till f ar less to explain th e phenomenon, ide ntify the ration ale o f decision making and develop a theo ry in s trategic management. The purpose of this study is to explore the criteria of target selection and investigate the appropriate theory underneath in strategic management. - 12 - How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 3. Methodology and Research Approach 3.1. The case study approach This study ch ooses multiple case s tudy approach by hol ding social co nstructionism view. It has been chosn for three reasons. Fi rst, the m ethod is appropriate for answering “how” and “why” questions (Yin, 2009). Second, it offers an opportunity to test and expl ore the preliminary framework with first-hand data. Thi rd, i t f acilitates the coll ection o f rich data thro ugh multiple case stud ies to provide a comprehensive understanding of each block in the preliminary framework. The case study firms were selected on the basis of criterion sampling (Patton, 2002). The selection of cases should meet a set of priori criteria which are important to the research. Specifically, the firms should be: (1) the two companies should not have equity based relationship before the deal. (2) the deal achieved at least some synergies to s hareholder of acquiring firms at a period after the deal from the interviewees’ perspective. (3) all the business areas of acquiring firms involved in acquisitions are from developed countries to r educe the r egional impact. (4) all the cases should be in major sectors in the medical technology industry. (5) The integration should not be interrupted by external factors. Generally, research m aturity ref ers to a s ituation that data collection becomes e xhaustive and emergence of key concepts become repetitive. Normally, 4 to 10 cases in case study methodology are understood to be typical (Eisenhardt, 1989). With the criterion sampling strategy, 4 cases were selected across three major sectors: radiat iontherapy, orthopedics an d del ivery s ystems and all the people involved in acquisitions are based in the UK. 3.2. Data collection Data w ere co llected from a variety of sources, incl uding 2 0 in -depth personal se mi-structured interviews, archi val data in acquisitions, and field visits. Ab out 5 in terviews in ea ch case were conducted, am ounting to a to tal o f 20 in -depth per sonal i nterviews wi th d irector o f Busi ness Development, Integration leader (Director of Product Managers in most cases) or CFO in the acquiring firms. All these executives were chosen due to their direct experiences of the acquisitions. Data were coll ected based o n the corporate str ategies of acquirin g co mpanies in target s election, attributes of target companies, and the motivation, which is used as a test to validate the strategic fit of two companies. 3.3. Data analysis The data analysis was in six steps. Fi rst, f ully transcribed the taped inte rviews as sources of cas e analysis. Secon d, con ducting wi thin cas e a nalysis by sum marizing an d co mparing interviews within one case (Miles and Huberman, 1994). Third, analyzing interviewee’s feedback on within case analysis to check the validity of the description. Fourth, comparing the interview findings with the preliminary framework t o id entify potential modifications and fulfillment t o t he f ramework. Fifth, cross -case analysis a mong all the case to identi fy si milarity and d ifferences to g eneralize the findings. Sixth, refining the preliminary framework according to both within case analysis and cross case analysis. 3.4. Quality of findings In order to ens ure the quality of the case study findings, numerous practices were used to increase the validity and reliabi lity of the evidence. Specifically, dat a collected are ar ound th e issue o f tar get selection strategies but from three di fferent perspectives: acquiring companies, target co mpanies, and validation. Also, the evidence was acquired from three sources of evidence (interviews, archives and field visits) and from different key people in acquisitions (Director of Business Development, Director of Product Development and CFO) to present a thorough view of each case. Further, the data collected were co mpared across cr oss-case stu dies and aga inst to the pr eliminary f ramework. I n addition, the quality of findings was also safeguarded by organizing the procedures of data co llection, the use of a - 13 - How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 case study protocol throughout the data collection process, and the circulation of case study reports t o respondents (Yin, 2009). 4. Main case studies 4.1. The sector and firms investigated With regard to sampling criterion, four companies in the three medical technology industrial sectors were selected (Table 2). All the acquiring firms are public companies and the key people in executing acquisitions were involved in the offices in the UK to provide opportunities to have sufficient visit and interviews. Table 2. Descriptions of M&A cases as samples Case No. Acquiring firm (Year, No. of employees) rm A (1972, 2,000) Target firm (Year, No of employees)) Target A1 (1995, 20) BF irm B (1886, 114,0003) Target B1 (1895, 5,300) CF irm C (1856, 10,000) Target C (2001, 830) Private D Fi rm D (1940, 7,500) Target D2 (2001, 2,000) Private A Fi Firm Type Region Private German y, UK Time of the deal Dec., 2005 Deal value Sector Radiotherapy Delivery system US July, 1998 Switzer land, UK US, UK Mar., 2007 €20M in cash and €5M earnout $35.00 per share and $3.5 in total $889M in cash Dec., 2004 $925M in cash Public UK, Orthopedics Orthopedics 4.2. Case A Sector Overview: Radiotherapy sector is qui te mature and oli gopolistic. There ar e three main global players having over 50% of the global market share. However, the field is technology led. There are lots of start-ups, which are usually single technology solutions. The vast majority of start-ups fail after a few years, usually because the costs of entering the market are so high (e.g. in meeting medical regulatory standards for desig n and manufacture) and the adop tion of ne w tech nology is slow, especially if they haven’t established sales channels. Most of these start-ups are acquired by one of the big players in certain stages. Company A: Company A i s an i nternational medical-technology group, whi ch p rovides clinical solutions, information sy stems a nd ser vices for cancer care and management o f b rain disorders . Its solutions in oncology and ne urosurgery are used in over 5,000 hospitals globally. I t employs around 2,500 employees globally. Company A has an active ac quisition strategy, and choo ses acquisition targets for different reasons (Table 3). 3 Number of employees in total but not in the medical field - 14 - How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 Table 3. Reasons for acquisitions of Company A Reasons To expand product and service range To fill gaps in product line To enter emerging markets with low price products Examples Acquisition in 1997 to enter the RT business as a linac manufacturer Acquisition in 2005 to offer more complete RT solution for customers and increase profitability (high margin products) Acquisition in 2005 and 2007 Acquisition in 2008 to fill major gap in treatment planning and provide a complete software solution offering Acquisition in 2006 in China to provide factory, R&D skills, and low-cost products suited to emerging market. With these acquisition strategies, Company A has shown a very conservative policy on acquisitions. They have no t acquired any speculative start-ups. Even for those targets which were not profitable at the ti me of acquisition, Company A can se e that th ey wo uld beco me pro fitable in a very sho rt-time route. Thus, Company A would like to acquire a company with established products and revenues. Target A: Target Co mpany A1 w as co -founded by two scien tists in 1995 i n Ger many. I t p rovides innovative products that improve patient handling and positioning. Before acquired by Company A, it was a leading worldw ide sup plier of in novative and advanced radiation oncology and interven tional guidance products. Motivation: The primary motive of this acquisition was to fill gaps in product line of Company A. The products of Target A could be integrated to the products of Company A very well. The market for these products was expected to grow rapidly in the next a few years. Development capability, which is highly related to th e products, was also complementary and one o f the motives of t he acquisition. Also, the manufacturing site of Target A was in Germany, while the site of Company A was in the UK. The sales of Target A r elied o n third p arties but n ot direct sales, which was quite diff erent from Co mpany A. Finally, Target A was in a healthy financial status and became profitable before the acquisition. 4.3. Case B Sector Overview: The orthop edics sector does no t have rapid ly chan ging tech nology, co mpared with tech nology in ot her sect ors, such as cardiology. I t is do minated by three top pl ayers. Each has 20% market share. There are two o ther players which have 14% or 15% market share. And there are lots of pl ayers le ss th an 2%. I t is quit e a stable market on co mpetition. Theref ore, it is hard for a company to change its position. Surgeons in orthopedics usually take a number of efforts and trials to get comfortable to use the new product. Once a surgeon gets comfortable to a particular design, shape and other attributes of the product, he doesn’t want to change. In order to switch, the surgeon runs the risk of making mistakes. In this ci rcumstance, the only way for companies with small market share to get market in o rthopedics s ector is through acquisition . How ever, in ortho pedics, apar t from spi ne, most of the companies cannot compete with market leader in terms of products. Therefore, a majority of acquisitions in this sector are for the market channels but not the products. Company B: Co mpany B is a gl obal A merican pha rmaceutical, medical dev ices and co nsumer packaged goods manufacturer. T he corp oration i ncludes so me 250 subsidiary co mpanies wi th operations in over 57 count ries. I ts pr oducts are sold i n over 17 5 cou ntries and it s brands incl ude numerous household names of medications and first aid supplies. In target selection, from Company B’s view, which stage of the target company is more appropriate to acquire depends on the individual technology and how much risk there is in each of these stage. First, if Company is acqu iring a well-paid p rotected tec hnology that was v ery si milar to some they have already had, t hey would be happy to acq uire t he b usiness ea rly as t hey u nderstand this b usiness extremely well and can assess what risks are associated with regulatory approval, clinical outcome and etc.. But if there is a huge risk in regulatory approval, unless if they missed this opportunity it would be - 15 - How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 dangerous to them in case of their competitor acquiring, they generally tend to wait. Second, the stage of start-ups dep ends heav ily on how th e te chnology chang ing the way of the p roducts and services offered in a particular healthcare. Generally, if it is a rapidly changing technology, it is changing the way t hat the disease is treated or th e cost or th e availa bility o f h ow h ealthcare delive red: receivin g treatment at home or i n hospital. Then it is wi se to do an early acquisition. On the other hand, if it is more steady mature technology, it is more likely to buy a stable stage company, after the company has already proved their products work. Although more money is expected to pay, it would be safe. Target B: Tar get B was a v ery f irst co mmercial orthopedic manufacturing co mpany in th e Unite d States. Bef ore the acq uisition, its po rtfolio in cludes more th an 20 0 produ cts and h eadquartered i n Warsaw, Indiana, USA and Leeds, U.K. Motivation: At the time o f the acqu isition, t he bu siness of Tar get B w as more mature t han the orthopedics b usiness o f Co mpany B. The orthopedics bu siness w as part o f the whole busin ess of Company B. T he pri mary in itiative o f this acqui sition is from the corpo rate str ategy o f Company B. Company B has a clear view to be No.1 or No.2 in the key markets they play in. They took a br oad picture o f where the growth opp ortunities in healthcare might b e an d o rthopedics is on e o f thes e segments identified. After reviewing the ava ilable companies in th e market, they found that Target B could be a strong candidate as it had a relative complete product portfolio in orthopedics (knees, hips, spine, trau ma a nd sports medicine), str ong dev elopment cap abilities, global footprint an d better financial performance. However, Company B only had some products of hips and knees and American market. As a result, Company B benefited a lot from this acquisition, mostly from revenue synergies (market growth, full range of produc ts and sales channels in Eur ope an d other co untries), but not s o much from cost synergies, which are only from economies of scale on the overlapped products. 4.4. Case C Company C: Company C is an industry leader in each of three main global business units: orthopedic reconstruction and trau ma, e ndoscopy and advanced wound management. I t curr ently operates in 32 countries an d is t op listed in Arthroscopy, Ad vanced Wound Management, Tr auma and Clinical Therapies and reconstruction. It is one of the top companies in its field in the world. There ar e no t s o many co mpanies which are availab le to be acqu ired. Co mpany C has experts in business development to keep an eye on the companies which can be available for acquisitions. In the orthopedics industry, DePuy, Stryker and Zimmer are the market leaders with more than 20% of the market each. Company C is at the fourth place and wants to improve its market position. Therefore, in seeking the t arget, Co mpany C chooses c ompanies wh ich can i mprove it s market pos ition throu gh consolidation. Target C: Target C was founded in Switzerland in 2001. At the t ime of the acqu isition, it had sales about 300 million dollars and the trading profit was 36 million dollars. Motivation: T he str ategic ratio nale o f t his deal is to i ncrease t he market coverage a nd posi tion of Company C in the market. Tar get C ha d a good g eographical co verage i n Eu rope, w hich was complementary to Company C. The two companies had similar products and similar ongoing research projects. The sales channels were overlapped in most of the regions. Target C had two manufacturing facilities: Switzerland and China, which wer e complementary to Co mpany C. The two co mpanies do not have similarities in suppliers. Therefore, synergies of Company C are potentially from revenue and cost. Revenue s ynergies were primarily from the c ross-selling. O pportunities for co st sy nergies were from rationalization of sales force, head office, administrative and back office functions across Europe. 4.5. Case D Sector Overview: In medicine, infusion therapy deals with all aspects of fluid and medication infusion, usually vi a the in travenous rout e. A speci al in fusion pump can be used for thi s pur pose . I nfusion - 16 - How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 therapy sector doesn’t have high or rapidly changing technology. Its customers are more widely spread across ho spitals an d ho me. It has been recogn ized as co nsumer-based products. The manufacturing sites of this business sector are now moving to developing countries to benefit from the low labor costs. The profits of this sector are primarily from reducing the costs by economies of scale. Company D: Company D is a leading global provider of medical devices for the hospital, emergency, home and specialist environments. Their products are u sed during critical and intensive care, surgery, post-operative care during recovery, and in a series of high-end home infusion therapies. They employ around 7,500 people, with manufacturing concentrated in the U.S., the U.K., Mexico and Italy. Company D pref ers to buy ing co mpanies which is r elatively in small size. They call it “bolt on” acquisitions. From their perspective, big acquisitions are not value creative. There are three reasons to buy small companies. Non-core business Because the tar get co mpany i s small, it doesn’t h ave so many bu sinesses that t he acquiring company doesn’t want. It reduces the possibility of disposal in the future. Culture For “bolt on” acquisitions, the company doesn’t tend to worry so much about the culture. But for bigger acqu isitions, t here is a cu lture p roblem. On e o f th e major cult ure probl ems is power struggle. Usually, senior managers have their team around. If they are fired, their team would go with them. The power struggle after the acquisition can be very disruptive. Restructure For small co mpany, th e acqu iring ca n ta ke o ff some c osts and nurture it by devel oping t he technology from that company and cross-selling. In theory, it makes more value than acquiring a big co mpany. For th e big co mpany, th e acqu iring company need h uge amount of energy t o restructure the mesh the two companies, which makes creating value difficult. In te rms of ri sk o f acqui sitions, Co mpany D alwa ys buy s mature bus inesses. The y tend to b uy companies w hich al ready ha ve prod ucts o n t he market b ecause o f l ow risk. No rmally, they ch oose targets in mature business because they plan to be profitable in three years. Target D: Target D is a global manufacturer and marketer of critical care and alternate care medical products. It markets an d sells critical systems an d pr oducts to over 5 ,500 h ospitals i n more than 75 countries through a global sales force and distribution network. Target D is headquartered in California, the U.S. Motivation: The primary motive of Co mpany D was to complete i ts p roduct port folio to de velop a small but f ast growing safety business. Target D had safety catheters which filled the gap. It also had strong R&D capabilities in safety business. The two companies were complementary in manufacturing and supply ch ain. How ever, they cov ered the s ame market, both in the U.S. Syner gies are expect ed from both product portfolio complement and savings from economies of scale. 5. Cross-case Analysis 5.1. Corporate strategy in target selection In th e Medical Techn ology I ndustry, t he st art-ups have f ive disti nctive s tages: Pr oof of concep t, POC cli nical trial, Reimbursement, CE Approval / FDA Approval and CE 1 st rev enue/ FDA 1st revenue. Generally, the latter stage the start-up has been acquired, the higher the transaction price and the low risk f or the acquiring firms. The strategies in target selection for each acquiring company are summarized in Table 4. - 17 - How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 Acquiring Company A B C D Table 4. Corporate strategy in target selection Strategy Conservative strategy: acquisitions should be neutral or creative in the first year; Choose major acquisitions to jump into new products and market segments, or extend installed base; Choose minor acquisitions to add small but significant products to complete product portfolio Big acquisitions rather than a series of small ones. The objective of Company B is to be the top in every market segment they are in. Therefore, small companies which meet the growth of Company B are not so many. Also, big acquisitions can bring more growth rate by consolidation. Companies which can improve the market position dramatically. These companies are usually with a relatively high market share and there would be a huge reduction after acquisition. Buying companies which are relatively in small size -"bolt on" acquisitions but not big acquisitions as they are typically not value creative (Reasons: non-core business; culture; restructure) Stages CE 1st revenue/ FDA 1st revenue Similar technology: can acquire at early stage, such as clinical trial, but heavily depends on the assessment on the risks Rapid changing technology: early acquisition, such as clinical trial Steady and mature technology: CE 1st revenue/ FDA 1st revenue CE 1st revenue/ FDA 1st revenue CE 1st revenue/ FDA 1st revenue All the acq uiring companies (Company A, B, C and D) are large corporations in their own sector. Different co mpanies ha ve different s trategy in s electing the t arget. Ge nerally, th ey ten d to a cquire companies a fter thei r 1st revenue, whi ch means t he co mpany has alr eady proved their produc ts on market. Ho wever, company B diff erentiates th e target c ompanies in to t hree catego ries. Firs t, if the technology which the target company owns is similar to what the acquiring company has, it is easy for the acquiring company to have assessment of the business and technology in terms of risk and costs to put in. Based on the assessment, the acqu iring co mpany can acquire the business in an e arly stage if there is low risk. Second, if it has rapid changing technology which changes the way of products and services offered in a way that the disease is treated or the healt hcare delivered, it is wi se to an ear ly acquisition bu t s till a fter the cli nical trial to be sa fe. T hird, if the target co mpany has more stead y mature technology, Company B buys it after the 1st revenue to reduce risks. These differentiations are based on the Company B but not on its orthopedics business. Orthopedics is a mature business and do not have r apid chang ing technology. In th is context, Co mpany B also h as a conservative strategy in choosing mature t arget u nless t hey are qu ite familiar with the technology. On t he other hand, al l t he three sectors i n this r esearch do n ot have rapid changing tech nology. It can be a reason that all the companies have a conservative strategy. For s ectors wh ich have rapid changing tec hnology, such as cardiology, acquiring companies may prefer to acquire the targets in its early stage. All the co mpanies aim to be profitable as soon as possible. However, the sa me objective does not lead t o sa me strategy in cho osing the tar get in ter ms of s ize. Co mpany B and C tend to ha ve b ig acquisitions for si milar r easons: dr amatically i ncrease t he market. Co mpany B d oes acqui sitions to become a dominate p layer in a market s egment. Si milarly, Co mpany C aims t o i ncrease it s market position and ju mp t o the t op 3 by acquisitions. I n cont rast, Company D pref ers to a cquire s mall companies with con siderations of non-core bu siness, cu lture conf licts and costs o f rest ructure. In comparison, Company A seems quite rational. It uses both major acquisitions and minor ones, each for different objectives: major acquisitions for totally new products and market and minor acquisitions for completing product portfolio. In sum, big acquisitions give acquiring companies opportunities to s tep into a new market segment or products, or to greatly increase the market position. However, acquiring companies should h ave p reparations for so me ob stacles in in tegration: culture conflicts, costs i n restructuring, and nega tive effects from non-core business acqui red. On the other h and, s mall acquisitions can cont ribute sig nificantly on co mpleting prod uct p ortfolio and bringing in n ew - 18 - How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 technology w ithout much e ffort i n i ntegration. The disadvantage is that th ese acquisitions can not strongly change the status of acquiring companies and lead them to a total new future. 5.2. Attributes of target companies Attributes of target companies are summarized from each case (Table 5). Stage and size are used to validate the strategies getting from the views of people from Business development. Core competency and opportunity to restructure are used to explore more on target selection. Target Company Table 5. Attributes of target companies Stage Size4 Key acquired assets A1 1st revenue Small A2 1st B1 Publ B2 1st revenue ic revenue Small Big Big C 1st revenue Big D2 1st revenue Big Product and manufacturing Product All Product and innovation capabilities Manufacturing and market Product and market Opportunity to restructure No No Yes No Yes Yes In terms of validation, all the target companies are i n their mature stage, which is the same as t he results f rom Sectio n 5.1. The only excep tion in the si ze of the target com panies is i n Case D 2. Company D does not con sider it as a successf ul case as it bring s lo ts of prob lems an d no t as val ue creative as small acquisitions. Therefore, the findings of Section 5.1 are quite reliable. Furthermore, it i s easily t o identify that there are opp ortunity i n obtaining cost e fficiencies in restructuring and access to new markets for big acquisitions. For most of the cases, product is a kind of core competency, either as a way to access a new market or to complete product portfolio. However, for small acquisitions, manufacturing and innovation capabilities can also be core competency of target companies in some cases. 5.3. Summary Section 5 reviews strategies in target selection both from the views of Business development people and attributes of target companies in the research. There is no strong conflict between the findings from the two views. Generally, acqui ring c ompanies tend to ac quire mature b usiness wh ich ha s al ready proved t heir products on the market. However, for so me companies with si milar technology, acquiring companies may acquire early after careful assessment. For some companies which have rapid changing technology, acquiring companies buy the target at the early stage, but still after doing the clinical trial. Acquiring companies can choose to acquire big companies or small companies on the basis of their corporate mission and experiences in handling merger. If the acquiring company aims to access a n ew market segment, increase their market position dramatically or benefit from economies of scale, and is confident i n dealing with no n-core busin ess, cul ture con flicts an d r estructuring, big acqui sitions are suggested. Otherwise, small acquisitions are saf er and value creative expect by bringing huge benefits in market. In addition, small acquisitions are an effective way to obtain innovation capabilities which big companies may not have. 4 Based on the definition 2003/361/EC(http://ec.europa.eu/enterprise/policies/sme/facts-figuresanalysis/sme-definition/index_en.htm). - 19 - How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 6. Discussion 6.1. Firm growth of companies in the Medical Technology Industry In the practice review, the growth path of SMEs in the Medical Technology Industry is divided into six stages: I ntellectual Pr operty Filling & Issuance, Proof of c oncept, PO C clinical trial, Reimbursement, CE Approval/ FDA Approval and CE 1st revenue/ FDA 1st revenue. However, not all of these stag es have im pacts on strateg ies of target sele ction and so me criti cal stage needs to be inserted to the growth path. From the analysis in Section 5, the growth path which needs to be concern in target selection in acquisitions is categorized as clinical trial, 1st revenue, and manufacturing ability for SMEs. Companies expand their critical resources when they grow their business. Typically, in the Medical Technology Industry, when the company has just finished clinical trial, they only have the technology. After the company has the 1st revenue in the market, they have possessed the resources of technology, reimbursement, regu latory an d products. When t he co mpany starts t o bu ild up their manufacturing ability, they have stable sales channels and mature business of after-sales service. In the few years after the company obtain the manufacturing ability, the company steps into the period of big companies and they have their own market which have significant influences on the industry. Resources Market Manufacturing Service Sales Product Regulatory Reimbursement Technology Clinical Trial 1st Revenue SMEs Manufacturing ability Stage Big Figure 1. Path of firm growth in the Medical Technology Industry Figure 1 shows the stages of firm growth and the key resources they have in each stage in the Medical Technology Industry. The vertical axis means the resources which become considerations of acquiring companies in acquisitions. In f act, when the company comes to the stage of 1st revenue, they have all the resources listed. - 20 - How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 6.2 Target selection criteria After clearing the gr owth pat h o f companies in the Med ical Techno logy Industry and changes of their off erings t o acqu iring co mpanies, target select ion cr iteria is d eveloped from t he an alysis i n Section 5. The conditions f or target com panies bei ng acqu ired in d ifferent s tages ar e li sted in Tabl e 6. For example, i f the co mpany ha s di sruptive t echnology, acqu iring c ompanies pre fer to acquire it a fter clinical trial. Acquiring companies would like to acquire the target when it has its manufacturing ability under o ne of the following conditions: t he target co mpany ha s stab le and mature te chnology; t he acquiring co mpany are no t familiar wi th the tech nology; t he acquirin g co mpany has keen on the innovation capabilities of the target company; or the target company has complementary manufacturing capabilities to the acquiring company. The acquisition may happen when one of the conditions has met. Clinical Trial Conditions D isruptive technology U Innovation Risk Hi gh Table 6. Target selection criteria After the stage of SMEs 1st revenue Manufacturing ability Stable and mature technology nfamiliar technology capabilities Low Big Stable and mature technology Unfamiliar technology Innovation capabilities Access to new market segment Dramatically increase market position Benefit from economies of scale Complementary manufacturing capabilities Ability to deal with conflicts Low Not bring too much noncore business High The risk a ssociated with the acquisitions varies for different stages which target companies are i n. Early acqui sitions can alw ays have h igh r isk. When t he target c ompanies prove them selves in t he market, the risk becomes low. However, after target companies finish their life of SMEs and become big companies in the market, the acquisition risk increases because of culture conflicts and huge costs in rationalization. However, it is difficult to find a theory in strategic management to explain or support the strategies of acquiring companies in target selection. There are two most popular used theories: Transaction cost economies (TCE) and Resource-based view (RBV). Transaction costs ar e the neg otiating, monitoring, and enf orcement costs that have to be borne to allow an exchange between two parties. It is to seek the answer to why organizations exist. The sources of costs are the transaction difficulties that may be present in the exchange process (Williamson, 1975). The six main f actors whi ch p roduce t ransaction difficulties are b ounded rati onality, opportunism, uncertainty and co mplexity, s mall numbers, in formation i mpactedness, and asset s pecificity.TCE cannot e xplain the phenomenon of strategies in target select ion. Fo r e xample, if the organi zation becomes big, t he major di fficulties wh ich acq uiring co mpanies concern are th e costs i nvolved i n integration. Ho wever, acq uiring companies c an also get t he assets, such as new market segment. Similarly, it ca nnot expla in t he behavior of acquiring companies to bu y s mall co mpanies which only have disruptive technology. From the view of TCE, the company which has disruptive technology is very costiv e because o f unc ertainty and complexity. Yet it is also wo rth i nvesting for th e specified assets. T herefore, TCE o nly p rovides con siderations of t he transactio n in acq uisitions bu t does not present foundations for strategies in target selection. A r esource-based v iew focuses o n th e c ompetitive advantage of a c ompany. It argue s t hat the primary m otive of acqu isitions i s that ac quiring companies seek c ritical assets t o maintain their - 21 - How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 competitive advantages th rough the acquisit ion. T he th eory pe rfectly ex plains why acqui ring companies buy co mpanies in their early stage (after clinical trial). How ever, it cann ot sh ow t he evidence of why acquiring companies do not acquire big companies because of they are lack of ability to deal with conflicts. Based on Tab.6, obviously, in target selection, acquiring companies do not only consider resources which contribute to their competitive advantages. They have some other concerns, such as potential costs involved. In sum, b oth of t hese popular th eories can not f ully su pport the strategies in ta rget selec tion. N ew theory which identifies underpinning of the decision making needs to be developed. 6.3. Crisis assessment theory There are varieties of motives for acquisitions, such as, product portfolio, new market segment, and etc. However, all o f these motives are based on the thinking of not putting acquiring c ompanies in a crisis. For exam ple, for the co mpany which has disr uptive technology, if the acqui ring company does not buy it in its early stage, it is possible that this company will be bought by their co mpetitors. The disruptive technology wi ll ch ange the method to tr eat the disease. Sever al years later, thi s co mpany would lose their whole market and be in a crisis. Similarly, the reason for acquiring companies to buy a new market se gment is to broad their business areas an d to make t hemselves safe in t he co mpetitive market. Disruptive Technology New Market Crisis Assessment Theory Uncertainty New Business model Management skills Cost Figure 2. Crisis Assessment Theory The details for the constructs of crisis assessment theory are illustrated in Figure 2: New market The acquisition can help the company to expand to a new market segment to beco me more stable in competitive environment. Disruptive technology The acquisition can help the company to obtain disruptive technology to succeed in the reform of technology. New business model If the b usiness model of the t arget company is quite different, the acquiri ng company may face a situation to handle two different business models. It is difficult and may bring lots of troubles to make operations in danger. - 22 - How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 Management skills Acquiring co mpanies h ave the management skill s t o in tegrate th e two busin ess to gether, ev en there might be lots of conflicts because of the merger of two large organizations. Cost The cost involved in acquisitions is not too high to afford. Or there might be more costs which are not expected in the future. Uncertainty Too much uncertainty is involved in the acquisition. It is possible that acquiring companies would be in a crisis for some unforeseen troubles. The core of crisis assessment theory is that companies should be aware of the strategy if it can make the co mpany i n a cr isis o r i t can prevent the co mpany from a crisis. The six co nstructs show t he primary considerations to justify the results of a strategy. For example, companies can benefit from the new market e xpansion and increase their market position from acquiring big companies but they can also hardl y ge t t he r eturn of invest ment b ecause th ey d o n ot hav e necessary management ski lls to integrate two businesses or the acqu isition is too c ostive. Theref ore, whether a co mpany do es t he acquisition or not depends on the res ults of t he strategy . If the co mpany is con fident i n the ir management skills and have enough money to do the acqui sition, the acquisition will not make it in a big trouble but to save them by acquiring a new market. Otherwise, if the company cannot handle the difficulties after the assessment, it is better not to acquire the company. Crisis assessment theory may not only be used in strate gies in target selection in acqu isitions, b ut also be used in ot her corporate str ategies. For exa mple, if a company decides whether to s et up new factories in an e merging country . It can h ave an ass essment on whe ther thi s st rategy can put t he company in a crisis or prevent them from a crisis according to the six constructs. Overall, this theory needs to be tested and validated in broader areas. 6.4. Summary This section does a further analysis based on Section 5. At first, it develops a new growth path of companies in the Medical Technology I ndustry and show s obtained r esources whic h can be primary offerings in acquisitions in each stage. Then, target selection criteria and risks involved are summarized. After that, when looking for theoretical explanations for these target selection criteria, existing theories are not approp riate to supp ort these criteria. Theref ore, crisis asses sment t heory is d eveloped by addressing the strateg y w hich can save the co mpany f rom danger o r put th em i n a crisis. H opefully, this theory can be used in broader areas in decision making. 7. Conclusion This paper exp lores the st rategies in target select ion in acquisitions i n th e medical technology industry f rom a strateg ic management perspectiv e. Fi rst, it starts wi th exa mines th e tar get selectio n strategies from three views: corporate strategy of acquiring companies, attributes of target companies in each case, and motives to test the strategic fit of th e acquisition. Second , cross-case an alysis summarizes the data against the first two views and finds there are no big gaps between the two views. Third, discussions are aroun d the criteria of target selection and the crisis assessment theory which is supposed to explain the underlying thinking in decision making. The research set out in this paper suggests the following: Target select ion strategi es can be r eviewed from both pe rspectives o f a cquiring companies and target companies. It i s indicated that f indings f rom both t wo v iews do not have big differences. Acquiring co mpanies tend to have a cons ervative strat egy in selecti ng ta rget. Re latively, companies w hich hav e finished t heir f irst stage bu t sti ll in their small size have more possibility to be acquired than companies in other status. A crisis assess ment the ory is proposed to depict the natur e of select ing target companies in mergers and acquisitions. - 23 - How to Select Target Firms in M&As? Evidence from the Medical Technology Industry Tian Wei, Xin Tian International Journal of Engineering and Industries Volume 2, Number 2, June 2011 Six c onstructs of t he theory are dev eloped to p resent the criti cal dim ensions o f t he crisis assessment th eory. These s ix con structs ar e con sidered as t he gui deline for acqui ring companies in selecting target companies. It is important to recognize that findings based on only four cases cannot provide robust validation of the framework and further work is undoubtedly needed to test issues in discussion to develop a more validated framework. Al so, t he w ork o f t his stu dy n eeds to b e test in other i ndustries in order t o generalize the findings. Finally, the theory also offers the opportunity to develop tools to support more systematic and comprehensive selection of target companies in mergers and acquisitions. This can also be considered as part of future work. 8. References [1] Angwin, D., Mergers and Acquisitions, Oxford: Blackwell Publishing, 2007. [2] Angwin, D., Savil l, B., “ Strategic p erspectives on Europe an cr oss-border acquisitions – a vi ew from top European executives”, European Management Journal, vol. 15, pp. 423-435, 1997. [3] Ansoff, H.I., Corporate St rategy: A n An alytical Ap proach to Busin ess Poli cy f or G rowth and Expansion, Homewood: Richard D. Irwin, 1965. 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