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Technology Sourcing Through Acquisitions: Evidence from the US Drug Industry

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Technology Sourcing Through Acquisitions: Evidence from the US Drug Industry Journal of International Business Studies (2005) 36, 89–103 & 2005 Palgrave Macmillan Ltd. All rights reserved 0047-2506 $30.00 www.jibs.net Technology sourcing through acquisitions: evidence from the US drug industry 1 Karen Ruckman Abstract There were a large number of US drug company takeovers in the 1990s by 1Simon Fraser University, Burnaby, British both foreign and domestic acquirers. Observation of the absolute difference Columbia, Canada between target and acquirer R&D intensity suggests there is no difference between foreign and domestic technology-sourcing patterns. However, a firm- Correspondence: level estimation of the acquirers’ choice of targets reveals that foreign and Dr Karen Ruckman, Simon Fraser University, domestic acquirers differ with respect to the relationship between target and 8888 University Drive, Burnaby, British Columbia, Canada V5A 1S6. acquirer R&D intensity. Foreign acquirers with low R&D intensity choose Tel: þ 1 604 291 3708; targets with high R&D intensities, which suggests technology sourcing as a Fax: þ 1 604 291 4920; motivation. Domestic acquirers prefer targets with high R&D intensities the E-mail: [email protected] higher their own R&D intensity, which suggests a synergy story. Journal of International Business Studies (2005) 36, 89–103. doi:10.1057/palgrave.jibs.8400110 Keywords: acquisitions; technology transfer; research and development Introduction Acquisitions of companies in high-technology industries are a common and important method of gaining access to technology. Between 1993 and 1999, there were 93 acquisitions in the US drug industry (biotechnology1 and pharmaceutical industries com- bined), which had an average of 330 firms each year during the time period. One quarter of the acquirers were foreign companies, and three quarters were domestic. This study clarifies the difference in motivation for acquisitions between foreign and domestic acquirers of the US drug industry, with a particular focus on the motivation to source technology. The primary method used in this study to reveal the acquisition motivation is examination of the characteristics of the target firms in comparison with those of their acquirers. Traditional technology- sourcing investigations, starting with Kogut and Chang (1991), compare industry-level R&D industry of home and host country to determine motivation for foreign direct investment (FDI). This paper extends the traditional analysis from the industry level to the firm level.2 An initial analysis of the acquisition pairings reveals that the absolute difference between R&D intensity of the target and acquirer does not differ drastically between foreign and domestic acquisi- tions. This predicts that the acquisition patterns with respect to Received: 22 July 2003 Revised: 23 June 2004 technology sourcing do not differ between the two types of acquirer. Accepted: 28 July 2004 A more descriptive method of understanding the difference in Online publication date: 18 November 2004 acquisition motivation is to examine the relationship between Technology sourcing by acquisitions Karen Ruckman 90 acquirer and target R&D intensity. By examining technology sourcing. Kuemmerle (1999) deter- the R&D intensity of the target relative to the R&D mines that multinationals establish R&D facilities intensity of the acquirer, this study uncovers that to source existing skills more often when their there is a distinct motivational difference between country-level R&D intensity is lower than the the two types of acquisition. The acquirer’s choice source country’s. Recently, Chung and Alcacer of its target from the pool of all potential targets is (2002) find strong evidence that foreign acquirers estimated using a nested logit estimation. The choose to acquire targets in states where R&D results reveal that potential targets with high R&D intensity is high if they come from a country whose intensity are more attractive to a domestic acquirer industry R&D intensity is low. the higher its own R&D intensity, and to a foreign Studies investigating domestic technology sour- acquirer the lower its own R&D intensity. This cing also yield mixed results. Blonigen and Taylor implies a synergy story for domestic acquisitions (2000) investigate the US electronics industry and with respect to target and acquirer R&D intensity, find that domestic acquirer R&D intensity is and suggests the acquisitions were motivated to strongly negatively related to acquisitions, imply- build on an existing strength. Conversely, the ing that acquisitions may be used to externally results imply that foreign acquirers with low R&D source R&D. Hall (1987) analyzes domestic acquisi- intensity are technology-sourcing the US drug tions across all manufacturing industries and finds industry by using their acquisitions to compensate that mergers tend to occur between firms of like for their low internal R&D intensity. Foreign size and R&D intensity. Hall’s study implies a acquirers with a high R&D intensity appear to be synergy story between acquirer and target R&D motivated to secure a manufacturing target to intensity. It is possible for technology sourcing to distribute an existing innovation. An explanation occur even when both parties have high R&D for these results may lie in the fact that the US is intensity if the research is in different areas. expending the most amount of R&D in the world Because her study does not identify research biotechnology industry, and foreign acquirers with streams, it is impossible to determine whether low R&D intensity may be attempting to use their technology sourcing had occurred. Regardless of acquisitions to capture some of this innovative the conclusions of these studies, none has com- activity more than domestic acquirers, who, in pared foreign and domestic acquirers in the same theory, already have access to the innovative study. activity. The secondary contribution of this paper is that it The main contribution of this paper to the evaluates, at the firm level, the characteristics of literature is its comparison of domestic and foreign acquirers with their targets. With the exception of motivation for sourcing technology through acqui- Hall (1987), firm-level technology-sourcing studies sitions. Other technology-sourcing studies focus on investigate either the acquirer (Blonigen and Taylor, foreign investment or domestic investment (to a 2000) or the target characteristics (Shan and Song, lesser degree), but not both. The results have been 1997), but not both. Shan and Song (1997) investi- mixed for both types of investment. Beginning gate target patent counts as an incentive for foreign with studies on FDI, Kogut and Chang (1991) acquisitions in the US biotechnology industry and pioneered the technology-sourcing literature by find a significant correlation with probability of comparing acquirer and target R&D intensities at acquisition. Both the Blonigen and Taylor (2000) the industry level. They found that the count of study and the Shan and Song (1997) study suggest Japanese FDI in the US is strongly correlated with technology sourcing as a motivation, but, without a both countries’ R&D intensities and weakly corre- comparison to the other party involved, the infer- lated with the US’s relative research dominance. ence is only half convincing. Chung and Alcacer Similar results are found for acquisitions. Their (2002) almost constitute an exception by comparing findings do not rule out technology sourcing, but firm-level foreign acquirer and target state-level (not suggest that Japanese FDI in the US market is industry-specific) R&D intensity to determine moti- motivated by a synergy of total industry R&D vations for foreign direct investment in the US. They expenditure. Neven and Siotis (1996) do a parallel find weak evidence that acquirers choose targets study for Japanese FDI into Europe, and Anand where the state has high R&D intensity if their own and Kogut (1997) for total FDI into the US. Both firm-level R&D intensity is low (or vice versa), found similar results to Kogut and Chang (1991). concluding that foreign acquirers are using technol- More recent studies find stronger evidence for ogy sourcing as a motivation. Journal of International Business Studies Technology sourcing by acquisitions Karen Ruckman 91 Hall (1987) is the only firm-level paper that any domestic firm can externally source technology compares acquirer and target characteristics through acquisition rather than innovating in- directly. Hall’s study is the closest in research house. method to this investigation, but it differs by The technology-sourcing literature predicts that, examining only domestic acquisitions. It will, if a home country’s industry-level R&D intensity is however, offer many opportunities for comparison lower than the host country, one would expect of domestic acquisitions results. There have been higher counts of FDI in that industry in the host enough inconsistent conclusions in this field that country (Kogut and Chang, 1991; Neven and Siotis, more research is necessary. This study will do that 1996; Anand and Kogut, 1997). The literature also by extending Kogut and Chang’s (1991) study to predicts that, if a home country’s R&D intensity is the firm level and expanding Hall’s (1987) study by lower than the host country, one would expect a comparing foreign with domestic acquisitions. higher number of multinational personnel to be The next section of the paper will describe in working on technology-sourcing projects (Kuem- greater detail technology as a motivation
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