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How Accounting Firms Compete for Financial Advisory Roles in the M&A Market

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How Accounting Firms Compete for Financial Advisory Roles in the M&A Market How Accounting Firms Compete for Financial Advisory Roles in the M&A Market Pawel Bilinski, Cass Business School, City University London† Andrew Yim, Cass Business School, City University London‡ 25 November 2015 Abstract. Thomson Reuter’s quarterly rankings consistently place accounting firms among top ten financial advisors on mergers and acquisitions (M&A) in the mid- and low-end of the market. We propose that accounting firms lever their audit expertise to produce fairer target valuations, particularly in industries where the auditor specializes, and when the target has low reporting quality. These competitive strengths of accounting firms translate into tangible gains for bidders as transactions advised by accounting firms have (1) higher announcement day price reactions compared to deals with investment-bank financial advisors, (2) a lower likelihood the acquirer overpays for the target, and (3) a lower likelihood the deal will not complete. These acquirer benefits translate into more repeat business for accounting firms as they are more likely to advise on subsequent transactions. (JEL G34, M41, M49) Key words: accounting firms, industry expertise, financial advisory, mergers and acquisitions, unlisted targets † Corresponding author. Address: Faculty of Finance, Cass Business School, City University London, 106 Bunhill Row, London EC1Y 8TZ, UK. E-mail: [email protected]. ‡ E-mail: [email protected]. We thank Alexander Ljungqvist and Paolo Volpin and participants of the CeFARR M&A roundtable for their useful feedback. All remaining errors are ours. 1 1. Introduction Accounting firms, besides audit, provide a variety of non-audit services including financial advisory services for mergers and acquisitions (M&As). In recent years, accounting firms have been repeatedly ranked among the top ten M&A financial advisors by Thomson Reuter’s quarterly rankings for the mid- and low-end market.1 Yet, it is unclear what competitive strengths allow accounting firms to compete with established investment banks for the M&A advisory role and what incremental benefits they offer to their clients. We propose that accounting firms lever their audit expertise to produce fairer target valuations, particularly in industries where the auditor specializes, and when the target has low reporting quality. These competitive strengths translate into tangible gains for bidders, such as lower offer premium, higher price reactions to deal announcements, and lower risk the deal will not complete, and a repeat M&A business for accounting firms.2 Valuation fairness is strengthened by the lack of pressure to cross-sell financing for the transaction, which generates bulk of profits for bulge bracket investment banks.3 These distinct benefits of accounting firms merger advice explain their active role in the global M&A market. To address the research question, we collect a sample of global M&A transactions involving a public bidder domiciled in the US, Canada or one of 15 European markets. Over the period 1990– 2014, accounting firms advised on 1,582 transactions or around 7.6% of all the deals in the sample. To put these numbers into context, accounting firms competed with 190 active advisors in the 1 Thomson Reuters Worldwide Rankings for the first quarter of 2015 are presented in Appendix A. 2 The Economist highlights that overpaying for the target is the second most common reason for a deal collapse after regulatory disapproval. On average 10–20% of proposed M&A deals fail leading to significant costs related to managerial time and credibility of the bidder that often lead to forced departures for the acquirer’s managers (The Economist 2014). 3 Saunders and Srinivasan (2001) document that revenues from underwriting public security issues to finance M&A transactions are on average 55% higher than merger advisory fees for bulge bracket investment banks. 2 market over the period and top bulge bracket investment banks Goldman Sachs and J.P. Morgan advised on 4.7% and 4.5% of all the deals, respectively. For the transactions advised by accounting firms, over 85% were advised by the largest four accounting firms (Big 4) with KPMG being the most active accounting firm advising 2.3% of all the transactions. We document significant differences in accounting firms M&A advisory activity over time: less than 1% of the deals were advised by accounting firms over the period 1990–1992, with the proportion increasing to 9% in 2001, then standing at an average of 8% for the remaining period (i.e., around 65 deals per year). The European volume of transactions for accounting firms is similar to that in the combined market of the US and Canada. But as a proportion of all M&A transactions, accounting firms are more active in Europe (18% of the European deals were advised by accounting firms vs. only 2% of the North American deals). These results point to substantial heterogeneity in accounting firms activity in the M&A market over time and across countries, which we investigate in detail in the study. The first part of the study examines whether accounting firms’ competitive advantages, i.e. their expertise to produce fairer target valuations, explain why bidders choose them as M&A advisors. We classify a deal as advised by an accounting firm if the accounting firm is the sole advisor or part of the advisory team.4 We document that acquirers are more likely to choose accounting firms as advisors when the likelihood of overpaying for the target is high. These include deals where the target is in an industry characterized by low accounting accruals quality, for smaller targets, when the target is a private firm, is located outside the US, and for cross-country deals. Further, accounting firms are more likely to advise on deals where the target’s country 4 We repeat the analysis for deals with an accounting firm as the only advisor. All the conclusions remain unchanged. 3 aggregate earnings management score from Leuz, Nanda, and Wysocki (2003) is higher than that of the acquirer home country.5 Accounting firms should be better placed to value these transactions considering their expertise in evaluating financial statements and better understanding of unlisted entities’ operations in general. The latter comes from the privilege of accessing undisclosed information of many unlisted entities through their auditor role. The economic importance of valuation difficulty in predicting the advisor choice is high. For example, an accounting firm has 36% higher odds to advise on a deal where the target is in a low accruals quality industry. These results confirm that resolving valuation uncertainties is an important consideration of the bidders when selecting accounting firms as advisors. In the second part of the study, we examine if the advantages accounting firms offer translate into better deal outcomes for the bidders. We first examine investor reactions to deal announcements and document more positive price reactions for deals advised by accounting firms. The economic magnitude of this effect is significant: deals advised by accounting firms have close to two times higher price reactions compared to deals advised by investment banks (2.03% vs. 0.68%). This translates into a $148 million shareholder value gain for a mean-sized bidder. Price reactions are higher for deals where accounting firms have competitive advantages, such as deals where the target is in an industry with low accruals quality and the accounting firm is an audit- specialist for this industry. To address endogeneity inherent in advisor choice, we perform two tests. First, we repeat the analysis using propensity score matching (PSM) and find similar conclusions. Second, we take advantage of a quasi-natural experiment and repeat the analysis in the period after the introduction of the Sarbanes-Oxley Act (SOX) of 2002. Because the regulation 5 Leuz, Nanda, and Wysocki (2003) develop an aggregate earnings management score based on four measures: earnings smoothing, correlation between changes in accounting accruals and changes in operating cash flows, the magnitudes of accruals, and small loss avoidance. 4 excluded some auditors from advisory roles, our conclusions from this period should be less subject to endogeneity concerns. The results for the post-SOX period are qualitatively similar to the main results, corroborating our conclusion that, on average, investors perceive deals advised by accounting firms as more value-increasing than deals advised by investment banks. In subsequent tests, we confirm that accounting firms’ competitive strengths lie in the valuation area. We document that the offer premium for M&As advised by accounting firms is on average 24.7% smaller than that for deals advised by investment banks. This translates into an average saving of $135 million for a mean-sized deal. The valuation benefit from hiring accounting firm as advisors is particularly strong when the target is in low accruals quality industry. The result that bidders are less likely to overpay for the target confirms that accounting firms help resolve valuation uncertainties, particularly when the target’s accounting information is of low quality. Further, we examine and find consistent evidence that deals advised by accounting firms are less likely to fail. Bates and Lemmon (2003) report that 21% of M&A transactions fail, and that failed deals lead to reputational costs for the managerial team such as forced bidder firm CEO departure (Lehn and Zhao 2006) and negative market returns (Davidson, Dutia, and Cheng 1989). We show that accounting firms help mitigate such costs. Benefits from the advisory role of accounting firms should lead to reputational effects and repeat business. Consistent with this proposition, we document that the odds a bidder will choose an accounting firm as an advisor are 1.7 times higher when the firm advised on a previous M&A. This result confirms that acquirers recognize the benefits from accounting firms’ advisory roles and reward them with repeat future business.
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