Research On Intellectual Capital Integration In Cross-Border Merger & Acquisition

With development of the economy globalization, multinational companies tend to optimize resources allocation by FDI (Foreign Direct Investment), especially by Cross-Border M&A. After China's entry of WTO and China's economy deeply emerged into the world, more and more China's multinational companies have utilized Cross-Border M&A to"go out"and grow stronger.Undoubtedly, Cross-Border M&A plays an active role in companies'participation in world-wide competition and helps them maintain and develop competitive advantage to create more value. While, the high difficult level and failure rate brought by Cross-Border M&A is a great challenge facing to the managers involved and stir the interest of business and academy fields, who draw a conclusion that the failure of integration attributes to a lot for the failure of Cross-Border M&A. In knowledge-based economy featuring IC (Intellectual Capital) as the source of wealth, how to integrate and manage IC in Cross-Border M&A becomes one of the most urgent problems to solve.Focusing on the most challenging stage, integration stage, in Cross-Border M&A, the dissertation investigates the problems of IC integration management. The dissertation attempts to be innovative in theory and practice concerned so as to improve the Cross-Border M&A management level. Based on the comprehensive theoretical analysis framework, the dissertation systematically discusses the ICICBMA (IC integration in Cross-Border M&A). The dissertation includes five parts as below:Section One: Making a review of related research topics about ICICBMA and combing such theories as Multinational competitive advantages theory, IC theory, etc. There are scattered researches about the topic, but most of them were not from the perspective of IC integration. They just discussed the topic from one or two aspects of IC, which leaves much space to explore. The dissertation indicates clearly the evolution route from"traditional FDI theory, exogenous theory, endogenous theory"and related IC theory by combing, which are the theoretical bases of this dissertation. Section Two: Making a theoretical analysis of the relation between the ICICBMA and MNCs competitive advantages. Basing on the classical ownership- internalization - location (OIL) framework, the analysis investigates the mutual effect mechanism between the ICICBMA and ownership advantages, internalization advantages, location advantages. Then, from the aspects of static value-creation rate and dynamic value-creation rate, the dissertation deepens our understanding how the ICICBMA effects the MNCs competitive advantages.Section Three: Making a research of three IC factors integration in Cross-Border M&A. IC factors comprises human capital, structure capital and relation capital, which are the main targets of IC integration research in Cross-Border M&A and were illustrated in three chapters separately. Based on the psychological contract theory, chapter four researches the human capital integration, considering such factors in cross-border M&A as the''double-layered acculturation''and etc. Chapter five analyzes structure caipital integration from governance structure capital and process structure capital aspects, reflecting the MNCs'parent-subsidiary nature and governance features. Chapter six establishes a conceptional model of MNCs'relation capital, and analyzes the vertical relation capital using the programming model with fuzzy and stochastic parameters. In the end of chapter six, the author discuss the relation capital integration issues in a Cross-Border M&A case between Lenovo and IBM PC.Section Four: The knowledge integration in the ICICBMA are researched. Sveiby regarded the relation between IC and knowledge management is like"twins". The knowledge integration in the ICICBMA organicly melts the integration of three IC fators into one solid body. In chapter seven, a"knowledge integration value chain in IC"was built to command the research process of knowledge integration in the ICICBMA. The"knowledge integration value chain in IC"includes such four steps as knowledge inflict, knowledge identification, knowledge transfer and knowledge integration which are discussed detailedly. A principa-agent model was used to analyze the necessity of taking measures to manage knowledge transfer. In the end of chapter seven, the author discuss the knowledge integration issues in a Cross-Border M&A case between Switzerland-based Ciba-Geigy company and American Alza company.Section five: The performance evaluation management of the ICICBMA are researched. In chapter eight the author review the current performance evaluation methods of the integration of M&A and develop a balanced evaluation model and an index system named M&A Integration Scoreboard. Based on them, the dissertation evaluates the integration performance in Cross-Border M&A by using fuzzy AHP method. Through empirical studies of a cross-border M&A case, the practicability of M&A Integration Scoreboard is reflected.Revolving the main content, the author attempts to make creative breakthroughs in such areas as below:(1) The dissertation systematically analyzes the ICICBMA's impacts on MNCs'ownership advantages, internalization advantages and location advantages on the basis of OIL framework. Then the author deeply discuss how the ICICBMA influences the MNCs'competitive advantages from the static value-creation and dynamic value-creation aspects, which discloses the internal effect mechanism how the ICICBMA affects the MNCs'competitive advantages.(2) Based on the psychological contract theory which suits the research, the dissertation researches the human capital integration which is one of the most important parts of ICICBMA combined with case study. The author builds the staff psychological contract model of the two parts involved in Cross-border M&A and deeply discusses the generation mechanism and outcome of psychological contract unbalance and betray. Then the author advances the management measures and explores the human capital integration issues in a Cross-border M&A case between Daimler and Chrysler. (3) Using the programming model with fuzzy and stochastic parameters, the dissertation foucuses the analysis on the vertical relation capital integration, another important part of ICICBMA. The mayor factors represent the vertical relation capital features of the two parts involved in Cross-border M&A and the target function has a meaning that the integration outcome should reach the optimal level under restricted conditions. The model provides a quantitative analysis tool to research the vertical relation capital integration in ICICBMA.(4) On the basis of comprehensive review on current M&A integration performance evaluation methods, the author develop a balanced evaluation model and an index system named M&A Integration Scoreboard, which includes three-layer index from such aspects as creation and learn, internal structure, relation capital and financial performance. Based on them, the dissertation evaluates the integration performance in Cross-Border M&A by use of fuzzy AHP method. Through empirical study, the practicability and validity of M&A Integration Scoreboard is reflected and upgraded.The dissertation involves many disciplines such as management, economics, systems science, social science and so on. The combination of qualitative method, quantative method and case study guarantees a comprehensive, in-depth and systematical dissertation. To some extent, the dissertation expands the theoretical research space of Cross-Border M&A and IC, which has considerable theoretical significance. The analysis framework and research contents also provide a brand-new train of thought and viewpoint. At the same time, the author also takes case studies and empirical analysis, which reflects the research's original intention to combine theoretical research closely with practice.