Bücher der Reihe Ebs-forschung, Schriftenreihe Der European Business School Schloss Reichartshausen

Matthias Fuchs stellt, entsprechend den spezifischen Befindlichkeiten von Fuhrungskraften und Mitarbeitern, unterschiedliche Formen des Coachings vor, und erweist Coaching als ein innovatives Konzept zur erfolgreichen Personal-Integration bei Mergers and Acquisitions.

As part of the research undertaken by the Department of Economics at the European Business School, this book explores the role that institutions play in the process of economic competition between jurisdictions for mobile investment. These "locational tournaments" are perpetuated not simply by classical factor endowments of their respective locations, but also by government interventions that impact both market imperfections and FDI flows. The resulting rivalry between competing institutional arrangements, which has been termed institutional competition, lies at the very heart of the author's analysis. The context for his research is provided by the global forces of trade and foreign direct investment that have expanded the scope for international production due to widespread liberalization of trade and capital flows, continuing regional integration, rapid technological innovations, and the resulting decrease in cross-border transaction costs. Foreign direct investment has been markedly affected by these developments. Countries depend now more heavily on foreign direct investment as a major portion of international capital flows, giving even smaller countries a greater potential and determination to compete for FDI. As a result, not only have attitudes towards FDI dramatically changed over the past decade, but so have the scope and intensity of the "'beauty contests" associated with it.

Today, the majority of large international stock exchanges operates electronic trading systems and abandons more and more floor trading which relies upon specialists and market makers. The preferred trading mechanism is the so-called open limit order book, which induces continuous double auction trading without any market participants designated to facilitate trading through their own trading activity. Trading in these market structures is considered the more attractive the smaller the spread between the highest buy and the lowest sell limit order, i.e. the more liquid a market is. This leads to the question which market participants are willing to enter buy and sell limit orders in the open limit order book to enable liquid trading. Traditional theoretical literature concludes that exclusively uninformed traders enter limit orders and provide liquidity while impatient informed traders enter liquidity-consuming market orders. Recent, primarily experimental studies question this rigid distinction. This is the starting point for Ms Hachmeister¿s thesis, when she analyzes ¿ based upon an individually compiled extensive set of transaction data ¿ informed traders¿ order type choice.

Over the past two decades, equity carve-outs (ECOs) have become an increasingly popular form of corporate restructuring in Europe. Individual business segments are separated from the parent conglomerate company, and a minority stake is listed on the stock exchange. The parent company thus retains economic control over the subsidiary, while simultaneously creating more transparency for capital markets, restructuring its investment portfolio and creating the option to either reintegrate or completely sell off the subsidiary at a later stage. The attractiveness of ECOs as research objects is largely due to their dualistic nature as both means of parent company financing and corporate restructuring. While comprehensive academic literature on ECOs already exists, studies mainly focus on the US market. The objective of the present study is to conduct corresponding analyses using a European sample, allowing the examination of both research issues on an intra-European level, and of the admissibility of analogies between US and European results.

Contract design is currently at the center of interest in venture capital research. The existing literature points out that German venture capital contracts differ significantly from Anglo-Saxon contracting practices in their choice of financial instruments and covenants. Contract comparisons have, however, so far neglected the complementary role covenants play in the allocation of entrepreneurial cash flow rights to the contracting parties. Against this background of diverse contract designs, this dissertation provides a first comprehensive analysis of cash flow Incentives implemented through financial instruments in combination with covenants in German venture capital contracts. The author begins with a contract-theoretical analysis of the cash flow effects Implemented by common contract designs. This is followed by an empirical study that presents new evidence on the contracting patterns used in the German venture capital market. Integrating theoretical and empirical findings, the author derives implications for an improved incentive-driven contract design In Germany. With its state-of-the-art analyses, the dissertation contributes extensively to the existing international theoretical and empirical literature on venture capital contracting. Furthermore, it provides significant value added for venture capitalists and portfolio companies operating in the German market. This dissertation makes a significant contribution to current venture capital research and will, without doubt, become widely accepted by and give impetus to venture capital researchers and practitioners alike. Professor Ulrich Hommel, Ph.D.

1. 1 Research Scope Ever since the introduction of social insurance legislation beginning in the last th decades of the 19 century, social scientists have been interested in analyzing the causal forces behind the development of the modern welfare state. Precisely, for most of the period the academic debate has hereby mainly centered on the following qu- tions: Why was the welfare state founded in the first place? And which factors have 1 contributed to its rapid expansion in the aftermath of World War Two (WWII)? With the advanced capitalist welfare states beginning to face increasing ch- lenges from the mid-1970s onwards, academic research has recently shifted from providing explanations on the rise of the welfare state to understanding processes of welfare state adaptation. In general, advanced capitalist welfare states confront today two types of challenges: on the one hand, pressures from post-industrial devel- ments, and on the other hand, pressures from global economic forces (see Buti, Franco, and Pench, 1998, pp. 17-26). Following Pierson (2001a), the most severe ¿post-industrial pressures¿ (p. 80) involve ongoing processes of deindustrialization, population ageing, changing household structures, and welfare state maturation (pp. 82-83). Apart from these domestic challenges, advanced capitalist welfare states have recently also been affected by developments occurring in the global sphere. While processes of international economic integration had already resumed in the imme- ate aftermath of WWII, they have significantly intensified during the last four decades.

The main cause of financial crisis may be found in the over-optimistic investing of b- ers that leads market prices away from fundamental values. However, in the aftermath of ¿excess¿ when stock markets tumble, it is usually the pessimists or short sellers who get publicly blamed. Despite the longstanding controversy on short selling activities, this market instrument remains a widely misunderstood concept by the public while it is an essential tool used by hedge funds for speculation and arbitrage. That is why it is important to investigate short selling for its different motivations and the resulting effect on stock returns, a subject whose empirical study is in its infancy. In his doctoral thesis, Sebastian examines convertible bond arbitrage, which is a typical hedge fund strategy that involves a long position in a convertible bond and a significant short position in the underlying stock. The short selling is employed as a hedge against movements in the stock price. With every change in the stock price, the hedge needs to be continuously readjusted, a practice which should lead companies with convertible bonds outstanding to have on average higher short selling activity than companies without convertible bonds. Furthermore, fundamental information should be processed differently in stocks with convertible bonds as stock price reactions based on the information are accompanied by the short selling of the convertible bond arbit- geurs.

Armin J. Hartmuth entwickelt ein Analyseinstrumentarium, mit dem sich der Wandel der Institution Börse aus der Perspektive der evolutorischen Ökonomik beschreiben und erklären lässt. Er zeigt, dass sich der Wandel von Börsen im Zuge einer "Koevolution der Technologie und der Institution Börse" vollzieht.

Joachim Deinlein untersucht, inwieweit die elektronische Abwicklung für Anbieter und Nachfrager tatsächlich Nutzen stiftet. Er erarbeitet einen umfassenden Katalog von Kriterien, die die Tragfähigkeit elektronischer Märkte maßgeblich beeinflussen, und entwickelt einen Ansatz zur internetmäßigen Vermarktungsfähigkeit von Gütern und Dienstleistungen.

Mittels einer umfangreichen und empirisch unterlegten Ereignisstudie analysiert Patrick R. Bettscheider die langfristigen Auswirkungen von Indexveränderungen im Bereich des FTSE-100 und erläutert die Determinanten der Indexeffekte. Es zeigt sich, dass die teilweise überzogenen Erwartungen von Unternehmen und Anlegern korrigiert werden müssen.

Nils H. Tröger analysiert die aktuellen Treiber der M&A-Aktivitäten und zeigt mikroökonomisch fundierte Fusionsmotive für Banken auf. Diese Erklärungsansätze werden anschließend im Rahmen einer empirischen Untersuchung von Praktikern und Wissenschaftlern bewertet.

Marc Siemes zeigt, dass für sogenannte "Market Orphans", d.h. am Kapitalmarkt kaum wahrgenommene Unternehmen, der Rückzug von der Börse eine attraktive Möglichkeit ist und dass Finanzinvestoren diese Unternehmen im Rahmen einer Transaktion aktiv begleiten können.

Thomas Pöck zeigt praxisorientiert, wie ein Unternehmen organisiert sein muss, um Zeit-, Kosten- und Wissensintegrationsvorteile aus Wertschöpfungspartnerschaften zu erschließen und gleichzeitig damit verbundene Risiken zu vermeiden.

Vor dem Hintergrund der auslaufenden Rechtsgrundlage des heute in Europa dominierenden Vertriebssystems für Automobile analysiert Bernd Geiseler Bestimmungsfaktoren und Alternativen der Absatzwegewahl und leitet langfristige Handlungsempfehlungen für die Gestaltung des zukünftigen Automobilvertriebs in der Europäischen Union ab.

The volumes outstanding in bond markets are by far larger than in equity markets. Despite this fact, most of the research on the microstructure of financial market s focuses on equity markets. This is even more surprising taking into account that (i) the microstructure of a financial market has a strong influence on its ability to allocate resources efficiently, and (ii) that the results obtained from equity markets cannot be applied to bond markets. The thesis addresses open questions related to the microstructure of bond markets and presents three empirical studies. In the first paper, a unique dataset of transactions in German federal securities is analyzed to address the question whether the historical grown structure of different coexisting trading segments - exchange trading, bilateral OTC trading, and brokered OTC trading - can be economically justified. There is evidence that the different trading segments are indeed regarded as non-interchangeable by the market participants. The second part of the thesis focuses on the price formation in customer-dealer and the interdealer bond markets by applying cointegration econometrics to a dataset of high fi-equency quotes for EMU government bonds. While the customer-dealer market is still very fragmented and intransparent, trading in the interdealer market concentrates on a smaller number of more transparent electronic trading systems like EuroMTS.

Mergers & Acquisitions (M&A) has almost become an emotive phrase in academic research and business practice in recent years, especially due to the large number of studies that report on their failure. One of the most prominent reasons for the low success rate of M&A transactions is the insufficient involvement of employees in such transactions. Although in recent years human resource issues have increasingly been addressed in M&A due diligence, the specific employee competence requirements that ensue from M&A transactions have to date hardly been investigated in academic research and business practice. Daniela Peterhoff develops a concept for Human Resource Due Diligence (HRDD) in M&A that addresses the context-specific employee competence requirements resulting from such transactions. In developing her concept, the author presents a three step HRDD process. In step one she develops focus areas for HRDD based on the objectives underlying an M&A transaction. The second step shows how the HRDD information identified as relevant in step one can be generated. The author develops indicators to break down employee competences, and identifies valuation tools through which these indicators can be assessed. In the third and final step, she compiles the HRDD information generated in step two based on controlling ratios and human resource portfolios.

In recent decades, the influence of consultants in our economy has increased continuously. Many large client organizations regularly involve consultancies in managerial projects. At the same time, clients have become more discerning in how they involve these advisors. They have gained experience in dealing with consultants. In addition, a larger spectrum of alternatives for the execution of projects, such as external consultants, in-house consultants and internal project teams is available to them. Given these contractual choices and the heavily debated use of consultants, the question arises why managers choose to involve consultants in their project activities and how they structure the contractual relationship with them. Sandra Niewiem provides an empirical examination of the contractual relationship between clients and consultants on the basis of the transaction cost economic (TCE) theory of vertical integration. The comparative contracting perspective is the traditional focus of TCE research. Despite offering a fundament of concepts and empirical evidence, TCE has not yet been applied to consulting settings. Sandra Niewiem's work includes a meta-review of the empirical literature on TCE, which, with a selection of 160 studies, is the largest and most comprehensive review ofTCE literature ever conducted.

Denise Sumpf analyses empirically whether art experience contributes to a reduction of perceptual biases in managerial decision-making. The results show that art experience tackles several perceptual biases, but the efficacy and the efficiency as a human resource development tool depend on several variables. For example, the quality of the intermediary, the amount and intensity of exposure to art, or the composition of the participant group are influential.

Matthias Baur zeigt, dass Integrationsprobleme bei M&A typischerweise erst spät im M&A-Prozess thematisiert werden, was schwerwiegende Konsequenzen für den M&A-Erfolg haben kann. Diese Form der Kurzsichtigkeit, auch M&A-Myopia genannt, wird mit Hilfe sozial-psychologischer Theorieansätze analysiert und darauf aufbauend werden Lösungsansätze entwickelt.

Auf der Basis ausgewählter Ansätze der Neuen Institutionenökonomik und mit Hilfe des ressourcenorientierten Ansatzes des strategischen Managements identifiziert Andreas Padberg Kriterien, die einen systematischen Vergleich der beiden Markteintrittsformen erlauben.

Dr. Jil Caroline Onimus identifies the baskets of real options embedded in model venture capital contracts as published by the National Venture Capital Association (NVCA) and shows how they can be priced in interaction using Least Squares Monte Carlo simulation.

The industrialization of service industries is a phenomenon which industries such as banking and finance adopted several years ago. Although IT can be considered an enabler in these efforts, the IT industry itself has not yet taken much advantage of industrialization. As this is slowly changing, ideas like global sourcing and global value chains have entered the mindset of top and middle IT management. Although sourcing IT services from near or far away countries in order to profit from labor cost differentials is a topic frequently generating a lot of controversy, it can no longer be ignored as one of several options for staying globally competitive. Even though some businesses promise to refrain from offshoring in order to strengthen local economies, they might not be willing to accept the costs of IT services fully provided domestically. Thus, even businesses which are reluctant when it comes to directly offshoring their own IT services might be indirectly profiting from it as they expect their service providers to stay globally competitive ¿ be it by offshoring or by any other means. With this controversy in mind, it is exceptionally important that offshoring endeavors turn out to be as successful as possible or at least as successful as expected. However, businesses indulging in offshoring do not necessarily report convincing outcomes. Particularly in the case of offshoring from non-English speaking countries, language barriers seem to be significantly impeding offshoring success.

Elisa M. Zarbafi analyzes the role of financial stakeholders as a potential driver of Corporate Social Responsibility (CSR) and focuses her theoretical analysis on socio-psychological drivers to understand the complex nature of responsible investment.

Asset pricing theory aims at linking an asset¿s higher return to its higher risk exposure. However, the Capital Asset Pricing Model (CAPM) of Sharpe (1964) and Lintner (1965), the most widely taught model in business and economics classes, has been largely contested in the literature by researchers finding anomalous patterns in equity returns. Based on the failure to match the CAPM with empirical data, researchers have been in an ongoing dispute whether the anomalous behavior in equity returns is still reconcilable with market equilibrium and, therefore, with a risk-based explanation, or must be seen as consequences of investors¿ irrational behavior and the agency costs of professional investment management. To support a rational pricing story, Fama and French (1992, 1993, 1996) develop a three-factor model that is highly successful in c- turing the two well-known anomalies related to a stock¿s market capitalization and valuation level, the size and book-to-market effects. They argue that their model must be seen in the context of Merton¿s (1973) Intertemporal Capital Asset Pricing Model (ICAPM) so that their size and book-to-market factors act as state variables capturing the investor¿s hedging motives. They consider relative distress risk as the economic source of the common variation in stock returns related to their factors.

It is precisely the kind of highly variable success that Schaeffler KG was forced to endure during its acquisitions of FAG Kugelfischer and Continental, which provides a telling account of the myriad potential consequences of mergers and acquisitions in the automotive supply industry. The global competitive landscape for automotive s- pliers is wholly unique, and not just because its consumers and key customers, the automotive manufacturers, have joined together in an ever-narrowing oligopoly over the last twenty years, nor because the current focus on suppliers is already helping restore an increasingly stable balance of power. Since automotive manufacturers serve international markets, the competitive environment for suppliers has also always been transnational. This becomes all the more relevant when we consider recent shifts in the automotive manufacturing value chain. Meanwhile, some suppliers are producing a higher value contribution during constr- tion of a car than the actual manufacturer. In these situations, international M&A tra- actions seem especially attractive, and should, in actual fact, generate positive reactions on the capital markets. But is that really the case? Studies looking specifically into the long-term success of international M&A transactions have been a rare commodity until now, the current state of knowledge on the success of acquisitions in the automotive supplier industry is even more limited, and the transferability of evidence based on - periences in other sectors is highly questionable.

Foreword The management consulting industry has grown into a sizeable eco­ nomic sector and employment market in the outgoing 20* century. Globally operating management consulting firms, with thousands of consultants, have emerged. They coexist alongside many small consultancies and single practi­ tioners. As a result, a remarkable diversity in the organizational structure of management consulting firms has developed. Organizational structure is of utmost importance for consultancies as it directly impacts their business and employment models. Yet, little scientific explanation has been offered so far on the factors accounting for the diversity of organizational structure in manage­ ment consulting. Michael Graubner explores this contemporary topic. His research is guided by the contingency theory of organizations, one of the classical organi­ zation theory schools of thought that has been traditionally applied to investi­ gate organizational structure in manufacturing, banking, and the public sector. The author thoroughly reviews the different aspects of contingency theor- contingency factors, constructs of organizational structure, the concept of fit between contingencies and structure, organic vs. bureaucratic theory - and reflects on them in the light of other organization theory schools of thought.

How firms choose among competing instruments of external finance has been widely discussed in the finance literature for decades. However, many important questions raised in this discussion remain unanswered today - in particular with regard to a firm's use of hybrid securities. The core market for these financing instruments, which comprise structures such as convertible debt, mandatory convertibles or exchangeable debt, is the US market, which has been characterized by a sharp increase in issuance volumes during recent years. In his thesis, Mr. Kleidt sets out to answer the question why firms issue hybrid securities. This is not only a remarkable endeavour, because Mr. Kleidt uses US-American data, but in particular because he presents state-of-the-art analyses, which are competitive and meet highest international standards. The thesis on hand carefully identifies and addresses open research questions related to the use of hybrid securities by corporations. Its primary objective was to identify issuance motives for different types of hybrid securities in the US analyzing stock price and accounting data. Thusly objectifying managerial action allows to derive recommendations for financing practice. Another focus of the thesis concerns the use of exchangeable debt, a divestment vehicle commonly employed by German corporations to disentangle the 'Deutschland AG'. Updated empirical evidence provides significant value-added for capital market participants, in particular financial managers, in Germany and Western Europe.

In today's competitive environment, managers are continuously faced with the need to take decisions. Decision-making is often portrayed as being based on rigorous analysis of the advantages and disadvantages of the decision alternatives in a specific situation. However, managers do not always take decisions in isolation. Rather, decisions are embedded in a social and organisational environment that serves as frame of references for decision-making. Norms and behaviours of others in this environment play an important role in decision­ making. In addition, decisions are the result of social processes in today's organisations. Being embedded in social environments, the outcomes of decisions taken in organisations are characterised by systematic similarities that can be interpreted as patterns of decisions. Robert Urlichs provides an empirical examination of these patterns of decisions in organisations and interprets them on the basis of the theoretical and empirical literature on the decision-making behaviour of individuals and organisations. In particular, he differentiates the classical from the behavioural decision-making literature. Whereas the classical perspective is based on the assumptions of perfect rationality, the behavioural perspective replaces these assumptions with the notion of bounded rationality. The author provides an extensive review of the biases and heuristics, and their impact on the outcomes of decisions. He concentrates on the outcomes of decisions and on their interrelations. In contrast, the existing literature on decision-making behaviour focuses largely on the process of individual decisions.