Findings from several studies on corporate mergers and acquisitions during the 1970's and 1980's raise questions about why firms initiate and consummate such transactions. One study showed, for example, that acquiring firms were on average unable to maintain acquired firms' pre-merger levels of profitability. A second study concluded that post-acquisition gains to most acquiring firms were not adequate to cover the premiums paid to obtain acquired firms. A third demonstrated that, following the announcement of a prospective merger, the stock of the prospective acquiring firm tends to increase in value much less than does that of the firm for which it bids. Yet mergers and acquisitions remain common, and bidders continue to assert that their objectives are economic ones. Acquisitions may well have the desirable effect of channeling a nation's resources efficiently from less to more efficient sectors of its economy, but the individual acquisitions executives arranging these deals must see them as advancing either their own or their companies' private economic interests. It seems that factors having little to do with corporate economic interests explain acquisitions. These factors may include the incentive compensation of executives, lack of monitoring by boards of directors, and managerial error in estimating the value of firms targeted for acquisition. Alternatively, the acquisition acts of bidders may derive from modeling: a manager does what other managers do.


The author of the passage implies that which of the following is a possible partial explanation for acquisition behavior during the 1970's and 1980's?


Managers wished to imitate other managers primarily because they saw how financially beneficial other firms' acquisitions were.

Managers miscalculated the value of firms that were to be acquired.

Lack of consensus within boards of directors resulted in their imposing conflicting goals on managers.

Total compensation packages for managers increased during that period.

The value of bidding firms' stock increased significantly when prospective mergers were announced.

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正确答案是 B。文章中指出,多份关于 1970 年代和 1980 年代企业合并及收购的研究结果引起了人们的疑问。一份研究表明,发起收购的公司平均无法保持被收购公司合并前的盈利水平;另一份研究得出结论,大多数收购公司在收完购后的收益无法覆盖收购费用;第三份研究发现,在收购方宣布拟进行收购后,其股票价格增长不及受收购公司的股票价格增长。由此可以看出,管理人员估算出被收购公司的价值可能有偏差,也就是 B 选项所指的管理者误估被收购公司的价值,因此 B 为正确答案。

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