家族企业收购,私募股权和战略变革[文献翻译]

原文：

Family-Firm Buyouts, Private Equity, and Strategic Change

The European private equity and buyout market' has grown in prominence over recent years. The Centre for Management Buyout Research (CMBOR，2008) has shown that the annual number of management buyouts rose from l212 in 1998 to 1,436 by the end of 2007. Buyouts of family firms represent one of the most important features of this market, with the number of deals increasing from 45 in 1998 to 559 in 2007 and the combined value from 11.2 billion to 18,3 billion over the same period. In 2007 family firms contributed 38% of the number and 11% of the value of the whole European buyout market.

Management buyouts (MBO) and buy-ins (MBI) thus represent an important succession option in family firms. They also provide an important deal source for private equity firms. Yet, while much attention in the private equity and buyout market has been on large public-to-private transactions, the family buyout part of the market is not well understood (Cumming, Siegel and Wright ，2007). The focus in large public-to-private transactions and divisional buyouts has been on the resolution of incentive and control problems through the introduction of new ownership and governance structures in the form of managerial equity ownership, commitment and pressure to service debt, and in many cases ownership and active involvement by private equity firms (Wright and Bruining ，2008). In contrast, the typical family firm has traditionally been assumed to be owned and managed by a concentrated group of family members where the firm's objectives are closely linked to family objectives. Families typically do not regard their firms as mere economic units pursuing the goal of profit maximization. Instead, families also strive for noneconomic goals. As a result, the tightness of grip of a family over its firm adds an important dimension to the analysis of the strategies of family firms.

The changes occurring on the buyout of a family firm may lead to changes in

goals and strategies compared to the previous ownership regime, and these strategic changes may influence firm survival or failure. The change in strategy is motivated by one of the following two factors; first, the firm may have been underperforming and new strategies must be adopted to correct this (efficiency buyout). Second, the new owners will have the freedom to pursue their own interests in terms of business direction and/or diversification (growth/expansion buyout). The presence of founders, shareholding non-family managers, or nonfamily non-executive directors on the board may have different effects on the buyout process and on the business strategies adopted before and after the buyout. Changes in strategy are also due to the ownership and governance of the firm before the buyout as well as the new financial structure and the need to meet resultant servicing costs.

In light of these issues, the purpose of this article is twofold;

1. We provide an overview of developments in the family-firm buyout market. Specifically, we examine trends in the number and value of deals, deal sizes, share of the total buyout market, employment, and the role of private equity. We use CMBOR's unique database comprising the population of 30,000 European buyouts as the source for this analysis.

2. We undertake a detailed study of strategic changes in family firms as a result of a buyout. Specifically, we examine whether changes in the strategy of former private family firms are affected by the ownership and governance of the firm before the buyout. These issues are examined using a novel hand-collected representative questionnaire survey of 104 private family firms across Europe which had a buyout funded by private equity between1994 and 200

3.

Family firms provide a constant and abundant source of potential targets for incumbent managers and private equity (PE) companies. Buyouts of family firms enable the resolution of succession problems and. By catalyzing entrepreneurial activity, can improve the operating efficiency of the firm and enable growth. This section presents an overview of trends in this important part of the buyout market, focusing on number and value of deals, deal sizes, share of the total