家族企业收购,私募股权和战略变革[文献翻译]

原文：

Family-Firm Buyouts, PrivateEquity, and Strategic Change

The European private equity andbuyout market' has grown inprominence over recent years.The Centre for ManagementBuyout Research (CMBOR，2008) hasshown that the annualnumber of managementbuyoutsrose from l212in 1998 to1,436 by the end of 2007. Buyouts of familyfirms represent one of the most importantfeatures of this market,with the numberof deals increasing from 45 in 1998 to 559in 2007 and the bined value from 11.2billion to 18,3 billion over the same period.In 2007 family firms contributed 38% of thenumber and 11% of the value of the wholeEuropean buyout market.

Management buyouts (MBO) andbuy-ins (MBI) thus represent an importantsuccession option in family firms. They alsoprovide an important deal source for privateequity firms. Yet, while much attention inthe private equity and buyout market hasbeen on large public-to-private transactions,the family buyout part of the marketis not well understood (Cumming, Siegeland Wright ，2007).The focus in large public-to-privatetransactions and divisional buyouts hasbeen on the resolution of incentive and controlproblems through the introduction ofnew ownership and governance structuresin the form of managerial equity ownership, mitment and pressure to servicedebt, and in many cases ownership andactive involvement by private equity firms(Wright and Bruining ，2008). In contrast,the typical family firm has traditionallybeen assumed to be owned and managedby a concentrated group of family memberswhere the firm's objectives are closely linkedto family objectives. Families typically donot regard their firms as mere economicunits pursuing the goal of profit maximization.Instead, families also strive for noneconomicgoals. As a result, the tightness of grip of a family over its firm adds animportant dimension to the analysis of thestrategies of family firms.

The changes occurring on the buyoutof a family firm may lead to changes in goalsand strategies pared to the previous ownershipregime, and these strategic changesmay influence firm survival or failure. Thechange in strategy is motivated by

one of thefollowing two factors; first, the firm mayhave been underperforming and new strategiesmust beadopted to correct this (efficiencybuyout). Second, the new ownerswill have the freedom to pursue their owninterests in terms of business directionand/or diversification(growth/expansionbuyout). The presence of founders, shareholdingnon-family managers, ornonfamilynon-executive directors on the boardmay have different effects on the buyout process andon the business strategies adopted before and after thebuyout. Changes in strategy are also due to the ownershipand governance of the firm before the buyoutas well as the new financial structure and the need tomeet resultant servicing costs.

In light of these issues, the purpose of this articleis twofold;

1. We provide an overview of developments inthe family-firm buyout market. Specifically,we examine trends in the number and value ofdeals, deal sizes, share of the total buyout market,employment, and the role of private equity. We useCMBOR's unique databaseprising the populationof 30,000 European buyouts as the sourcefor this analysis.

2. We undertake a detailed study of strategic changesin family firms as a result of a buyout. Specifically,we examine whether changes in the strategyof former private family firms are affected by theownership and governance of the firm before thebuyout. These issues are examined using a novelhand-collected representative questionnaire surveyof 104 private family firms across Europe whichhad a buyout funded by private equity between1994 and 200

3.

Family firms provide a constant and abundantsource of potential targets for incumbent managers andprivate equity (PE) panies. Buyouts of family firmsenable the resolution of succession problems and. Bycatalyzing entrepreneurial activity, can improve theoperating efficiency of the firm and enable growth. Thissection presents an overview of trends in this importantpart of the buyout market, focusing on numberand value of deals, deal sizes, share of the total buyoutmarket, employment, and the role of private equity. Alldata refer to buyout transactions of family firms unlessotherwise stated, and all data refer to Europeunlessotherwise stated.

In 2007, 559 family-firm buyouts and buy-ins wererecorded by CMBOR across