ایجاد ارزش و چالش های معامله بین المللی ادغام دایملر کرایسلر

Globalization is a buzzword in international finance and economics. On May 6, 1998, in London, Daimler-Benz of Germany signed a merger agreement with Chrysler Corporation of the United States. Using the DaimlerChrysler merger as a case study, this paper focuses on value creation and analysis of various issues in an international transaction. The market responded very favorably to this merger, and we review the potential sources of value creation in the merger as well as outline the steps undertaken to consummate the merger. We also consider an interesting question: Can a company truly be “global”? Differences in corporate culture, compensation policies, ownership structure, and the legal environment pose significant challenges to all mergers but especially international business combinations. Important post-merger events, such as the Standard & Poor's decision not to include DaimlerChrysler in the S&P500 Index and the clash of corporate cultures and compensation schemes, have presented major roadblocks to it becoming a truly global company.

The two companies are a perfect fit of two leaders in their respective markets. Both companies have dedicated and skilled workforces and successful products, but in different markets and different parts of the world. By combining and utilizing each other's strengths, we will have a pre-eminent strategic position in the global marketplace for the benefit of our customers. We will be able to exploit new markets, and we will improve return and value for our shareholders. This is a historic merger that will change the face of the automotive industry. This is much more than a merger, today we are creating the world's leading automotive company for the 21st century. We are combining the two most innovative car companies in the world. Jürgen Schrempp Chairman of the Daimler-Benz Management Board On May 7, 1998, Daimler-Benz of Germany announced plans to merge with Chrysler Corporation in the largest international merger in history. Jürgen Schrempp of Daimler-Benz and Robert Eaton of Chrysler had signed the combination agreement the day before in London. The combined entity is called DaimlerChrysler AG and is incorporated under the jurisdiction of the Federal Republic of Germany. The company's stock (DCX) trades on all of the world's major stock exchanges, including New York, Frankfurt, London, and Tokyo, as well as on the other exchanges in the U.S., Germany, Austria, Canada, France, and Switzerland. In many respects, the DaimlerChrysler merger is shaping the future of the auto industry and has triggered consolidation in an industry plagued by overcapacity. Table 1 presents an overview of the auto industry, including rumors about mergers that are likely to follow the largest international merger ever.This article provides an overview of the important elements of the DaimlerChrysler merger and relates them to the empirical evidence on mergers.1 Specifically, this study analyzes potential sources of value creation and the evidence on whether value creation has occurred in the DaimlerChrysler merger. We also discuss specifically some of the important issues that must be taken into account in cross-border mergers and acquisitions. Differences in corporate culture, compensation policies, ownership structure, and legal environment may pose significant challenges to international business combinations.

Using the DCX merger as a case study, this paper has focused on value creation and analysis of various issues in an international transaction. The market reaction to the merger was very favorable for both firms, and we illustrate the potential sources of value creation in DaimlerChrysler. These include product lines that meshed well, movement into the American market by Daimler and the European market by Chrysler, and complementary engineering and marketing skills. However, we provide evidence that the initial positive returns have dissipated. Although globalization is one of the buzzwords in international finance and economics, an interesting and important question is: Can a company truly be global? Differences in corporate culture, compensation policies, ownership structure, and the legal environment can be viewed as “barriers to entry” to a global environment. While all these factors affect mergers of domestic firms, the factors are magnified in an international merger. On balance, they pose important challenges to international business combinations. Important post-merger events—such as the decision of Standard & Poor’s not to include DaimlerChrysler in the S&P500 Index causing an outflow of U.S. investors and the departures of executive from Chrysler (not Daimler)—perhaps caused by the clash of corporate cultures and compensation schemes, illustrate potential roadblocks to becoming a truly global company. On balance, we conclude by echoing and expanding on the words of Myers (1976), who said: “Mergers are tricky; the benefits and costs of proposed deals are not always obvious” (p. 633). To wit, we add: International mergers are even trickier; the benefits and hidden costs of these combinations are even less obvious.