Mergers and Acquisitions in the Pharmaceutical and Biotech Industries

We examine the determinants and effects of M&A activity in the pharmaceutical/ biotechnology industry using SDC data on 383 firms from 1988 to 2001. For large firms, mergers are a response to expected excess capacity due to patent expirations and gaps in a firm’s product pipeline. For small firms, mergers are primarily an exit strategy in response to financial trouble (low Tobin’s q; few marketed products, low cash–sales ratios). In estimating effects of mergers, we use a propensity score to control for selection based on observed characteristics. Controlling for merger propensity, large firms that merged experienced a similar change in enterprise value, sales, employees, and R&D, and had slower growth in operating profit, compared with similar firms that did not merge. Thus mergers may be a response to trouble, but they are not a solution. Disciplines Growth and Development | Other Business | Pharmacoeconomics and Pharmaceutical Economics This journal article is available at ScholarlyCommons: http://repository.upenn.edu/hcmg_papers/84 Mergers and Acquisitions in the Pharmaceutical and Biotech Industries Patricia M. Danzon Andrew Epstein Sean Nicholson May 2004 The Wharton School University of Pennsylvania Abstract: This paper examines the determinants of M&A activity in the pharmaceutical-biotechnology industry and the effects of mergers using propensity scores to control for merger endogeneity. Among large firms, we find that mergers are a response to excess capacity due to anticipated patent expirations and gaps in a company’s product pipeline. For small firms, mergers are primarily an exit strategy for firms in financial trouble, as indicated by low Tobin’s q, few marketed products, and low cash-sales ratios. Conversely, small firms with a relatively high Tobin’s q, a large number of marketed products, and high cash/sales ratios are less likely to engage in any M&A activity. We find that it is important to control for a firm’s prior propensity to merge. Firms with relatively high propensity scores experienced slower growth of sales, employees and R&D regardless of whether they actually merged, which is consistent with mergers being a response to distress. Controlling for a firm’s merger propensity, large firms that merged experienced similar changes in enterprise value, sales, employees, and R&D relative to similar firms that did not merge. Merged firms had slower growth in operating profit in the third year following a merger. Thus mergers may be a response to trouble, but they are not an effective solution for large firms. Neither mergers nor propensity scores have any effect on subsequent growth in enterprise value. This confirms that market valuations on average yield unbiased predictions of the effects of mergers. Small firms that merged experienced slower R&D growth relative to similar firms that did not merge, suggesting that post-merger integration may divert cash from R&D. Acknowledgements: This research was supported by a grant from the Merck Company Foundation and a grant from the Huntsman Center at the Wharton School. The opinions expressed are those of the authors and do not necessarily reflect the views of the research sponsors.