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RESEARCH METHODOLOGY II

INVESTORS REACTIONS TOWARD MERGERS AND ACQUISITIONS

Compiled by:
Nurul Fithri Sylvani
1201130435

Telkom Economics and Business School


Bandung
2016
CHAPTER I

INTRODUCTION

1.1 Research Object

The object of this research is the telecommunications firms around ASEAN


member countries listed in ASEAN Exchange which conducted mergers and
acquisitions in 2011-2015. There are 6 out of 10 countries that consist in ASEAN
Exchange: Malaysia, Indonesia, Philippines, Singapore, Thailand, and Vietnam.
However, this research will cover those countries; exclude Vietnam, due to Vietnam
does not have any telecommunications firms listed in ASEAN Exchange. The list of 9
companies analyzed in this research can be seen in table 1.1.

Table 1.1 Research Object

No. Country Company Name Code Remarks Date


December
1 Axiata Group BHD. AXIA Acquire Ncell Pte. Ltd.
2015
Malaysia
Acquire Packet One
2 Telekom Malaysia TLMM March 2014
Network Sdn. Bhd.
Merge with PT. Axia
3 PT. XL Axiata Tbk. EXCL March 2014
Telekom Indoensia
4 Indonesia PT. Telkom Indonesia TLKM Acquire GTA Teleguam June 2015
Acquire PT. Mitrayasa
5 PT. Tower Bersama TBIG August 2011
Sarana Informasi
Acquire Bayan
6 Globe Telecom GLO July 2015
Telecommunications
Philippines
Merge with Digital
7 Phi Long Dis Tel TEL March 2011
Telecommunications
Singapore
8 Singapore Telecommunications STEL Acquire Amobee March 2012
Ltd.
Acquire Hutchison's
9 Thailand True Corporation TRUE July 2011
Telecoms
Sources: Processed secondary data

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1.2 Research Background

The telecommunications industry has undergone far-reaching change since the


second half of the 1980s (Levine, Pitt, & Pinto, 2000 in Fernandez et al., 2011).
Telecommunications sector is quite competitive industry which enforce the company
to keep enhancing their strategy to survive in the market. Many industries are trying
to expand their business through mergers and acquisitions which considered as
business strategy in order to create value for shareholders and achieve commercial
objectives. Most probably these strategic are chosen in order to affect shareholder
value of companies (Ernst Halevy, 2000 in Abdi et al., 2001). While, Gaughan (2011)
stated that there are two most prominent motives for doing mergers and acquisitions:
faster growth and synergy.

An example of using M&A to facilitate growth is when a company wants to


expand to another geographic region (Gaughan, 2011:126). It could be that the
company’s market is in one part of the country but it wants to expand into other
region (Gaughan, 2011:127). Moreover, the M&A are often looked as an opportunity
to jump-start growth. It is considered when the demand of the market towards its
products and services is relatively slow that makes the company confronts difficulty
to continue to grow. This purpose of M&A is a common, since most of companies
conducted merger and acquisition with another firm abroad.

Besides the growth of company motive, Gaughan (2011) is also examined the
types of synergy which consist of operating synergy and financial synergy. Operating
synergy aims to derive revenue enhancement and cost reduction. The companies seek
for the possibility to decrease the cost of capital when one or more companies are
combined.

Several studies regarding the impact of merger and acquisition have been
conducted by some researchers and some researchers found a different result on it.
For instance, Cybo-Ottone and Murgia found positive abnormal returns for European

2
Bank merger announcements (Gaughan, 2011:141). This implies the markets see
benefits, and the most obvious benefits from bank mergers would be cost economies
(Gaughan, 2000:141). Conversely, Abdi et al. (2001) found that from the observation
which is 60 companies involved; including target companies and acquirer companies
for each; “the total results indicate that the target companies earned positive CAR,
while shareholders of the acquirer/bidder companies showed negative CAR, at the
time the deals were announced” (Abdi et al., 2001). From the statistical calculation, it
shows that the target companies increase shareholder value, while the acquirer/bidder
companies destroy shareholder value (Abdi et al., 2001).

According to Institute for Mergers, Acquisitions, and Alliances (IMAA), the


number of transactions for Mergers & Acquisitions ASEAN in 2011 to 2015 is
decreasing about 22.64%. The total value of transactions shows the same as the
number of transaction which is decreasing from USD 98 billion to USD 70 billion
(can be seen in Figure 1.1).

Figure 1.1

Announced Mergers and Acquisitions in ASEAN graph (1990-2015)

3
Source: IMAA

The decreasing of either the number of transactions or the value of transactions may
be caused by the cost of mergers and acquisitions itself. Moreover, the risk behind
mergers and acquisitions are also considered.

Figure 1.2

Announced Mergers and Acquisitions in Telecommunications Worldwide graph


(1985-2015)

Source: IMAA

Regarding mergers and acquisitions in telecommunications firms, it can be


seen in Figure 1.2.that shows there is no significant changes in the number of
transactions, but the value of transactions is increasing about USD 166 billion.

The announcement of mergers and acquisitions can affect the market reaction,
as the result, the share prices can be increasing or decreasing. The shareholder value
measured by the returns of the shares. Since innovative events in high-tech firms are
often extremely uncertain and the economic value thereof is highly unpredictable,

4
investors may well interpret such announcements in a variety of ways, causing
increased price volatility (Liu, 2000 in Fernandez et al., 2011). The event study to
measure the announcement effect towards share prices is commonly used by
analyzing the abnormal return.

Refer to the statement above and issues finding regarding to the market
reaction to merger and acquisition strategy, the author is interested in conducting a
research with the title: “The Impact of Mergers and Acquisitions on Shareholders
Value in Telecommunications Firms in ASEAN members listed in ASEAN
Exchange.”

1.3 Problem Formulation

There is a difference between the theory and the research findings regarding
the impact of mergers and acquisitions on market value. The theory stated that
mergers and acquisitions enable the acquire companies to gain positive result in an
increase of share prices as one of measurement of market value. These strategic
maintains the creation of shareholders value prior to commercial objectives. In
contract to the theory, previous researcher examined that announcement of merger
and acquisition resulted in negative return (Abdi et al., 2001; Wiriastari, 2010;
Sugiarto, 2000)

This research this research aims to reanalyze the shareholder value creation of
the firms involved in mergers and acquisitions surrounding its announcement
measured by abnormal returns.

1.4 Research Questions


A. Do mergers and acquisitions in ASEAN telecommunications firms result
in positive impact on the share prices of the firms involved?

5
B. Do mergers and acquisitions in ASEAN telecommunications firms lead to
an increase in volatility of share price of the firms involved?
C. Does mergers and acquisitions in ASEAN telecommunications firms
significantly impact on abnormal returns after announcement?
1.5 Research Objectives
A. To know whether mergers and acquisitions in ASEAN
telecommunications firms results in positive impact on the share prices of
the firms involved.
B. To know whether mergers and acquisitions in ASEAN
telecommunications firms leads to an increase in volatility of the share
price of the firms involved.
C. To know whether mergers and acquisitions in ASEAN
telecommunications firms significantly impacts on abnormal returns after
its announcement.

1.6 Research Benefits


1.6.1 Theoretical Aspects
A. Academicians and Researchers
Can be used as a reference regarding analysis of the impact of mergers and
acquisitions on shareholders value.
1.6.2 Practical Aspects
A. Investors
Knowing the impact of mergers and acquisitions conducted by the firm(s)
involved on the shareholders’ value which is measured by the share prices and
abnormal return after the announcement of mergers and acquisitions occurred.
Moreover, it can be used as a decision making tool to invest in the firm(s)
involved.
B. Managers

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Can be used as a guideline in decision making process regarding merger and
acquisition strategy and its implication on shareholder value creation.
C. Companies
Can be used to see the benefits and the impact of mergers and acquisitions
strategy implementation on share prices in order to enhance shareholder value
creation. It can be determined by looking at stock price response to mergers
and acquisitions that have been conducted by the firm(s) involved.

1.7 Research Scope


1.7.1 Research Location and Objects
The object of this research is 9 telecommunications firms around ASEAN
member countries listed in ASEAN Exchange which has a clear information
of conducting merger and acquisition between the years 2011-2015.
1.7.2 Research Period
The period of this research is approximately 4 months, which is from
February 2016 to May 2015

1.8 Final Project Systematics


CHAPTER 1: Introduction
Chapter 1 serves as general and concise description of the research,
which includes research overview, research background, research
questions, research objectives, research benefits and final project
systematics.

CHAPTER 2: Theoretical Review and Research Scope


This chapter summarizes all valid and scientifically-tested theories,
published researches regarding the topic or the problem, a set of
reasoning used to describe the research problems that finally form

7
theoretical framework leading to a conclusion, research hypotheses
and scope.

CHAPTER 3: Research Method


In general, this chapter underlines the approach, method, and
technique used to gather and analyze data to answer or to explain
research problem. It presents type of research, operational variable,
research stages, population and sample, data collection, type of data,
technique of data analysis and hypotheses testing.

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CHAPTER II
THEORETICAL REVIEW AND RESEARCH SCOPE

2.1 Theoretical Review


2.3.1 Corporation

Corporation is a business that is legally considered an entity separate from


its owners and is liable for its own debts; owners’ liability extends to the limits of
their investments (Griffin and Ebert, 2007:107). As such, the corporation can be
individually sue and be sued, and purchase, sell, or own property; and its
personnel are subject to criminal punishment for crimes (Keown et al., 2005:8). In
its simplest form, the corporation comprises three sets of distinct interests: the
shareholders (the owners), the directors, and the corporation officers (the top
management) (Ross et al., 2010:5).

In corporation, the goal of financial management is to make money or add


value for the owner (Ross et al., 2010:9). Ownership is reflected in common stock
certificates, designating the number of shares owned by its holder (Keown et al.,
2005:8). The total value of the stock in a corporation is simply equal to the value
of the owners’ equity (Ross et al., 2010:11). According to Ross et al. on
Corporate Financial book, maximizing the value of the existing owners’ equity is
way to achieve the goal of the corporate prior to increase the value of the firm
thus the stock (Ross et al., 2010).

2.3.2 Merger and Acquisition

A merger occurs two organizations of about equal size unite to form one
enterprise (David, 2011:158). In this case they will be looking for synergy gains,
which would arise from two companies sharing common tasks, which in turn
would reduce unit costs the higher the level of output (Abdi et al., 2001). In a

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merger, the corporations come together to combine and share their resources to
achieve common objectives (Abdi et al., 2001)

An acquisitions occurs when one company purchases another, generally


by buying most of its stock (Ferrell et al., 2009:163). This is done by offering to
shareholders of the target company an attractive price of their shares, or a swap of
its shares for theirs, to attempt shareholders to merge with them (Abdi et al.,
2001). The acquisition is friendly if the target is willing to be taken over,
otherwise it is a hostile acquisition. In both friendly and hostile acquisitions, the
decisions of institutional investors such as bank and insurance companies will be
of major influence since they may well hold a significant proportion of the shares
(Harris, 1999 in Abdi et al., 2001).

2.3.3 Types of Merger

The author of book “Business: A Changing World; Ferrell, O. C. et al.


(2009) examines the types of merger that classified into three types as follows:

A. Horizontal Merger
A horizontal merger occurs when firms that make and sell similar
products to the same customers merge (Ferrell, 2009:164). It means
that the companies conduct merger with their competitors. According
to Westen et al. (2004), this type of merger is regulated by
governments due to the possible negative effects competition. Some
believe that horizontal mergers potentially create monopoly power on
the part of the combined firm, enabling it to engage in anticompetitive
practices (Westen et al., 2004:6).

B. Vertical Merger
When companies operating different but related levels of an industry
merge, it is known as a vertical merger (Ferrell, 2009:164). In many

10
instances, a vertical merger results when one corporation merges with
one of its customers or suppliers (Ferrell, 2009:164).

C. Conglomerate Merger
A conglomerate merger results when two firms in unrelated industries
merge (Ferrell, 2009:164). Refers to Gaughan (2011), the companies
that conduct conglomerate merger are not competitors and do not have
a buyer-seller relationship. Conglomerate firms differ fundamentally
form investment companies in that they control the entities to which
they make major financial commitments (Weston et al., 2004:8).

2.3.4 Types of Acquisition

According to Dasmanto (2012), acquisitions are classified into three types


as follows:

A. Friendly Acquisition
Friendly acquisition is the business combination in which the target
firm agrees acquired by the acquirer firm. This is due to the agreement
between CEO of the acquirer firm and the target firm’s management
group to approve the acquisition.

B. Reverse Acquisition
Reverse acquisition is the acquisition in which the acquirer firm
purchases the target firm by issuing voting shares to a target firm
which will result in the transfer of ownership (PSAK no.22, 2010
revision).

C. Hostile Acquisition

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Hostile acquisition is the acquisition in which the target firm disagrees
with the acquisition, or in other words it is the acquisition by force.
However, the target firm cannot refuse as the majority of shares have
been bought by the acquirer company in the secondary market
(Dasmanto, 2012).

2.3.5 Motivation for Merger or Acquisition

According to Palepu et al. (2004: 11-1 – 11-2), the purpose of merger or


acquisition conducted by the firms are varied. Some acquiring managers may
want to increase their own power or prestige (Palepu et al., 2004:11-1). While
others discover that the business combination formed to create new economic
value for their stockholders. The creation of new value which is explained by
Palepu et al., (2004:11-1 – 11-2) can be pursued in following ways:

A. Taking advantage of economies of scale


Mergers are often justified as a means of providing the two participating
firms with increased economies of scale. Economies of scale arise when
one firm can perform a function more efficiently than two.

B. Improving target management


Another common motivation for acquisition is to improve target
management. A firm is likely to be a target if it has systematically
underperformed its industry. Historical poor performance could be due to
bad luck, but it could also be due to the firm’s managers making poor
investment and operating decisions, or deliberately pursuing goals which
increase their personal power but cost stakeholders.

C. Combining complementary resources

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Firms may decide that a merger will create value by combining
complementary resources of two partners. For example, a firm that has a
strong distribution unit could benefit from merging with a firm that has a
strong distribution unit.

D. Capturing tax benefit


The major benefit is the acquisition of operating tax losses. If a firm does
not expect to earn sufficient profit to fully utilize operating loss
carryforward benefits, it may decide to buy another firm which is earning
profits. The operating losses and loss carryforwards of the acquirer can
then the offset against the target’s taxable income. A second tax benefit
often attributed to mergers is the tax shield that comes from increasing
leverage for the target firm.

E. Providing low-cost financing to a financially constrained target


If capital markets are imperfect market imperfect, perhaps because of
information asymmetries between management and outside investors,
firms can face capital constraints. The firms typically have to rely on
external funds to finance their growth, capital market constraints for high
growth firms are likely to affect their ability to undertake profitable new
projects. Public capital markets are likely to be costly sources funds for
these types of firms. An acquirer that understands the business and is
willing to provide a steady source of finance may therefore be able to add
value.

F. Increasing products-market rents


Firms also can have incentives to merge to increase products-market rents.
By merging and becoming a dominant in the industry, two smaller firms

13
can collude to restrict their output and raise price, thereby increasing their
profits.
2.2 Value Creation

There are number of ways to measure value creation, but many academics
favor event studies. These studies estimates abnormal stock returns on, and
around, the merger announcement date. An abnormal return is usually defined as
the difference between an actual stock return and the return on a market index or
control of group stock. (Ross et al., 2008:835).

2.3 Abnormal return

The abnormal return is the actual return of the stock over the event
window less normal return that would be expected if the event did not arise
(Campbell, Lo & McKinlay, 1997 in Abdi et al., 2001). The abnormal return can
be calculated by using three method: mean adjusted return method, market model
method, and market adjusted return method (Weston et al., 2004; Jogiyanto,
2003). Those methods are explained by Weston et al. (2004, 152-153) as follow:

A. Mean adjusted return method


In the mean adjusted return method, a “clean” period is chosen, and the
average daily return for the firm is estimated for this period. The clean period
can be before event period, after the event period, or both, but it never
includes event period. The clean period includes days on which no
information related to the event is released, for example days -240 to -241.
The predicted return for a firm for each day in the event period, using mean
adjusted return method, is just the mean daily return for the clean period for
the firm.

B. Market model method

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To use the market model, a clean period is chosen, and the market model is
estimated by running a regression for the days in this period. The predicted
return of firm for a day in the event period is the return given by the market
model on that day using these estimates.

C. Market adjusted return method


The market adjusted return method is the simplest of the methods. The
predicted return for a firm for a day in the event period is just the return on the
market index for that day.

2.4 Event Study


According to Damodaran (2002), an event study is designed to examine
market reactions to and excess returns around specific information events. The
information events can be marketwide, such as macroeconomic announcements,
or firm-specific, such as earnings or dividend announcements (Damodaran,
2002:117).
The event study’s large usefulness depends on the fact that an event study
will immediately reflect an event’s effect in asset prices given that the market
reacts rational. Refers to Abdi et al. (2001), the advantage of using event studies
to analyze the assets is it could be observed over a rather short time period.
Damodaran (2002:117-118) explained the five steps in an event study as follows:
1. The event to be studied is clearly identified, and the date on which the
event was announced pinpointed. The presumption in event study is that
the timing of the event is known with a fair degree of certainty. Since
financial markets react to the information about an event rather than the
event itself, most event studies are centered around the announcement date
for the event,

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2. Once the event dates are known, returns are collected around these dates
for each of the firms in the sample. In doing so, two decisions have to be
made. First, the analyst has to decide whether to collect weekly, daily, or
shorter-interval around the event. Second, the analyst has to determine
how many periods of returns before and after announcements date will be
considered as part of the event window.
3. The returns, by period, around the announcement date, are adjusted for
market performance and risk to arrive at excess returns for each firm in the
sample.
4. The excess returns, by period, are averaged across all firms in the sample,
and a standard error is computed.
5. The question of whether the excess returns around the announcement are
different from zero is answered by estimating the t statistic for each
period, by dividing the average excess return by the standard error. If the t
statistics are statistically significant, the event affects returns; the sign of
the excess return determines whether the effect is positive or negative.

2.5 Research Framework

The purpose of this research is analyzing the market reaction by


measuring AR (Abnormal Return) that will indicates the share prices volatility
and returns during the event which is mergers and acquisitions. The market
reaction before and after the announcement will be both analyzed to examine
whether there is an implication from the announcement toward returns of the
stock that will affect the shareholder value.

The impact of an event on the value of a firm’s stock is assessed by


calculating the difference between the actual returns obtained and the market
model returns in a relevant period surrounding the event, called even period
(Fernandez et al., 2011). This methodology has been widely used in management

16
research to examine share price response to alliance announcements (Chan et al.,
1997; Das et al., 1998; Neill et al., 2001; Zhang & Aldridge, 1997 in Fernandez et
al., 2011). Market model will be used in this research to know the return on the
days in the period. While, to analyze the return for several different event periods,
CARs (Cumulative Abnormal Returns) is computed. An approach proposed by
Beaver (1968) in Fernandez et al. (2011) is used to test the volatility hypothesis. It
is measured by calculating AVARit (Average Abnormal Return).

Figure 2.1. Research Framework

Abnormal return Volatility of returns of


(ARt, CART, AVART) the stock

Strategic Alliances,
Mergers and
Acquisitions

Share returns

(Data Processed)

2.6 Previous Research


Previous Research

Variables &
Researcher(s Object of Variable
Hypothesis Results
) Research Differences
Method
Delaney & Shareholder Abnormal Not include -. The cumulative
Wamuziri Wealth: Return, Market abnormal returns for
target shareholders

17
(2004) Financial Market Adjusted increased significantly
Performance and Adjusted Return and bidding firms did
not change
Abnormal Share Return,
significantly.
Returns -. The main increase in
abnormal returns for
target shareholders,
while there is a small
value added to
shareholders of the
bidding firm.
Won, Cheung, Share prices and Abnormal Not include -. The market reactions
& Mun (2009) Factors Returns Regression of target firms is
negative
Affecting CAAR Normal Model
-. There is no abnormal
Returns, return on target firms at
Regression the times surrounding
the announcement
Model
period.
t-statistics -. CAAR for target
firms during the pre-
announcement, the
announcement period
and the post-
announcement are
negative
Ma et al., Share prices, Abnormal -. Using t- -. The stock market
(2009) Valuation Returns, paired test have positive
cumulative abnormal
Effects Normal
returns in three
Returns different event
Wilcoxon windows
-. Valuation effects of
Signed-Rank
information leakage
Test about M&A deals are
statistically significant
Sugiarto Return for

18
(2000) Shareholders,
Share Prices
Movement

2.7 Research Hypotheses


H1 = Mergers and acquisitions in ASEAN telecommunications firms result in
positive impact on the share prices of the firms involved.
H2 = Mergers and acquisitions in ASEAN telecommunications firms lead to
an increase in volatility of share prices of the firms involved.
H3 = Mergers and acquisitions in ASEAN telecommunications firms
significantly impact on abnormal return after its announcement.

19
CHAPTER III
RESEARCH METHODOLOGY

3.1 Research Characteristic

The research method used in this research is quantitative data, since the
data required to analyze the shareholder value is share prices taken from Yahoo
Finance and ASEAN Exchange indexes. Sekaran and Bougie (2010: 105) stated
that descriptive study is undertaken in order to ascertain and be able to describe
the characteristics of the variables of interest in situation. In this research, the
author will measure the variable in daily abnormal return (AR), average abnormal
return (AVAR), and cumulative abnormal return (CAR).

The type of research investigation used in this research is comparative due


to the author will compare the market reaction before announcement and after
announcement date of the event. The unit of this research is telecommunication
firms listed in ASEAN Exchange that conducted mergers and acquisitions in
2011-2015. This period is chosen because the ASEAN Exchange is established in
2011.

3.2 Operational Variables

The variables used in this research is abnormal return measurement by


using market model method which consist of daily abnormal return (AR it),
average abnormal return (AVAR), and cumulative abnormal return (CAR).

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Table 3.1
Research Variable and Operational Definition

No. Variable Operational Definition Indicator


1. Market model Market model measure the Rjt = αj + βjRmt + εjt
predicted return for a firm
Source: Weston et al., 2004:153
for a day in the event
period. (Weston et al.,
2004: 153)
2. Abnormal return The actual return of the ∑ rjt
ARt = j
stock over the event N
window less normal return
that would be expected if
Source: Weston et al., 2004:153
the event did not arise
(Campbell, Lo &
McKinlay, 1997 in Abdi et
al., 2001).
3. Average The measure the volatility A R 2jt
AVARjt = 2
abnormal return of the return on stock j at σj
date t (Fernandez et al., Source: Fernandez et al., 2011
2011).
4. Cumulative The cumulative average
average residual represent the
abnormal return average total effect of the
Source: Abdi et al., 2001
event across all firms over
a specified time interval
(Weston et al., 2004: 153).

BIBLIOGRAPHY

21
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