Volume 30, Issue 2 pp. 1163-1189
RESEARCH ARTICLE
Open Access

Do women in the boardroom influence foreign acquisitions' premium and outcomes? Evidence from China

Pei Chu

Pei Chu

University of Edinburgh Business School, The University of Edinburgh, Edinburgh, UK

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Mohamed Elsayed

Mohamed Elsayed

Queen’s Business School, Queen's University Belfast, Belfast, UK

Accounting Department, Mansoura University, Mansoura, Egypt

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Yousry Ahmed

Corresponding Author

Yousry Ahmed

Accounting and Finance Department, Newcastle University, Newcastle upon Tyne, UK

Business Administration Department, Zagazig University, Zagazig, Egypt

Correspondence

Yousry Ahmed, Newcastle University Business School, Room 3.50, 5 Barrack Road, Newcastle upon Tyne NE1 4SE, UK.

Email: [email protected]

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First published: 12 March 2024
Citations: 2

Abstract

This paper examines whether gender diversity influences foreign merger and acquisition (M&A) premiums and outcomes in China. Consistent with agency and resource dependence theories, we find that female directors significantly reduce the acquisition premium paid for foreign targets. We show that the market responds positively in the short-term (measured by cumulative abnormal returns) to the announcement of foreign acquisitions by firms with greater female representation in the boardroom. We further find significant evidence that acquirers' boards comprising more female directors experience value creation and better operating synergies (measured by buy-and-hold abnormal returns and changes in return on assets) in the long-term following engagement in foreign M&A deals. Interestingly, after distinguishing between female independent and executive directors, we find that our previous finding on board gender diversity can be attributable to both the monitoring (independent directors) and supervisory (executive directors) roles played by female directors. We also find evidence accords with the argument of the critical mass of female directors' representation in the boardroom. Our results are robust after controlling for endogeneity issues using instrumental variables (IV), propensity score matching (PSM), Heckman, and firm fixed-effects methods. Overall, our findings offer additional empirical support for the global concern by regulators for improving corporate governance practices by increasing female quotas in the boardroom.

1 INTRODUCTION

Foreign merger and acquisition (M&A) deals have shaped global economic development (e.g., Chen & Young, 2010; Cooke, 2006). However, these deals are exposed to overpayment risk arising from information asymmetry around the fair value of foreign target firms (Datta et al., 2009). Foreign M&A deals are also associated with high levels of risk exposure from heterogeneous cultural, political, institutional and regulations between acquirers and foreign targets that can impair post-merger outcomes (Moeller et al., 2004). Accordingly, understanding board members' roles in these strategic investment decisions is essential due to the complexity of foreign M&A deals and uncertainty about their outcomes (Haspeslagh & Jemison, 1991; Nadolska & Barkema, 2014; Seth et al., 2002). On the one hand, increasing women's representation on the board can boost interaction in uncertain and complex situations by offering heterogeneous and cognition, thereby enhancing the problem-defining and problem-solving capacity (Dess & Beard, 1984; Hambrick et al., 1996). On the other hand, gender diversity may have negative consequences as it might lead to conflict and result in communication problems on the board (e.g., Radu et al., 2017). With these competing arguments, our paper contributes to the literature by raising the following research questions. First, whether and how women on the board associate with the foreign acquisition premium. Second, whether and how foreign acquisition by firms with greater female boardroom representation associates with post-foreign M&A short- and long-term outcomes.

Women's roles and effectiveness in corporate boards have gained substantial attention in the literature in recent years (e.g., Sila et al., 2016). However, answering our research questions is important, considering the following reasons: (1) The public pressure to increase female quotas on the boardroom (e.g., Financial Reporting Council (FRC), 2021). (2) The mixed results of gender diversity and firm outcomes. For example, consistent with agency theory, Carter et al. (2003) suggest that gender diversity in the boardroom is an important mechanism for monitoring and controlling managers. In this, Green and Homroy (2018) and Perryman et al. (2016) find a positive (negative) association between gender diversity and firm performance (risk). Conversely, Adams and Ferreira (2009), Ahern and Dittmar (2012), and Sila et al. (2016) find conflicting, negative, or no evidence on that association. (3) Little attention has been paid to the relationship between board gender diversity and foreign acquisition premiums and outcomes in China.

Remarkably, the relationship between board diversity and foreign M&A decisions and outcomes is investigated in the context of China for several reasons. First, the significant increase in Chinese foreign acquisition activities. In particular, the volume (value) of Chinese foreign M&A deals in the period of 2005–2014 was 25 (135) times greater than those between 1995 and 2004 (Money, 2015). The volume and value of Chinese foreign M&A deals are even greater than those of many EU countries (e.g., UK, Germany, and France) (https://imaa-institute.org/). Second, our study responds to the call to extend the research on Chinese female directors to include in-depth analysis of the role played by independent and executive directors (Harrison & Klein, 2007; Poletti-Hughes & Briano-Turrent, 2019; Zalata et al., 2019). Third, as opposed to prior research (e.g., Levi et al., 2014), moving outside the US context is pivotal to gaining further understanding from a unique and underexamined setting like China. In addition to the increasingly unfriendly regulatory environment in the West (Huang et al., 2022), there are challenges facing Chinese foreign M&As due to political and economic reasons as ‘China is being considered as a high-risk jurisdiction by various countries where good targets are located, such as the US and Europe’ (Besse, 2022). For example, UK blocks Chinese acquisitions on National Security Grounds (McConnell, 2022) and US security reviews extend to Chinese acquisitions (Klein, 2021). Therefore, it is interesting to understand whether higher female board representation significantly influences strategic decisions, as would exhibited in M&A premiums and outcomes, in the more challenging and difficult setting of China.

Thus, our paper expands the US-based literature by introducing the first comprehensive analysis of the inter-relationships between board gender diversity (including independent and executive directors) and foreign acquisition premiums and outcomes by Chinese listed firms. In addition, we add to prior literature—that focuses mainly on domestic deals—by considering foreign deals and examining both the short- and long-term foreign acquisition outcomes, which remains an intriguing research area, and, thus, provide evidence-based insights that contribute to existing literature.

Using a sample of Chinese listed acquirers of foreign targets from 1998 to 2019, we find that firms with greater female boardroom representation pay a lower acquisition premium. After distinguishing between female independent and executive directors, we find that our previous finding on female directors can be attributable to both the monitoring (independent female directors) and supervisory (executive female directors) roles. Regarding foreign acquisition outcomes, we observe that acquirers with more gender-diverse boards experience better short-term market reactions, measured by cumulative abnormal returns (CARs) using 3-day and 5-day short event windows. This finding holds for both female independent and executive directors, implying that the market appreciates both the monitoring and supervisory role played by female directors. We further find that board gender diversity (particularly, independent female directors) positively associates with post-foreign M&A long-term outcome, captured by changes in return on assets (ROA) and Buy-and-Hold Abnormal Return (BHAR). Motivated by the critical mass theory, and consistent with prior research (e.g., Liu et al., 2014), our findings suggest that the presence of three or more female directors in the boardroom is necessary to observe a significant effect of board gender diversity on foreign acquisition premiums and outcomes. Our results remain robust to using alternative measures, estimation procedures, controlling for endogeneity problems (e.g., IV, PSM, Heckman, and firm fixed-effects methods) and considering the financial crisis effect.

This paper has several contributions to the literature. We extend Tampakoudis et al.'s (2022) work, that is limited to the short-term outcomes of acquiring banks, by investigating both the short- and long-term outcomes for non-financial firms. Moreover, to the best of our knowledge, our paper provides novel evidence that acquirers with more female directors improve value creation in the long-term following the acquisition of foreign targets. This indicates that external investors perceive foreign M&A by female directors as wealth-increasing investment decisions. Our paper further extends the work of Huang and Kisgen (2013) by examining short-term outcomes of foreign M&A instead of domestic deals and by considering the influence of female directors in Chinese boardrooms on market reactions to foreign M&A without being limited to female CEOs and CFOs. Collectively, our results add to the literature on gender diversity and its effects on firm performance, considering the inconclusive evidence provided by prior research and limited examinations in the Chinese context.

Unlike the work of Levi et al. (2014) and Bachmann and Spiropoulos (2021) on US and Australian domestic acquisitions, our paper investigates the foreign acquisition premiums by Chinese acquirers. We document that the effects of gender diversity on acquisition premiums are not limited to domestic acquisitions (as shown by prior research), but also extend to foreign acquisitions. That is, despite the added complexity and potential for information asymmetry in foreign M&A deals that can trigger higher bid premium risk relative to domestic counterparts, gender diversity in the Chinese boardrooms is a crucial factor affecting the premium of foreign targets. Furthermore, our paper provides novel evidence—contradicting Dos Santos et al.'s (2008) view that foreign acquisitions may destroy shareholder value—that the market reacts in favour to the announcement of foreign M&A when acquirers have more women on their boards. Overall, these novel insights from the unique context of China contribute to existing literature and highlight the importance of our results about board gender diversity, M&A premiums, and both short- and long-term outcomes of foreign M&A deals.

The rest of our paper proceeds as follows. Section 2 reviews the literature and develops our hypotheses. Section 3 describes our research design. Section 4 presents our main empirical findings. Section 5 provides further robustness tests. Section 6 outlines our conclusions.

2 LITERATURE REVIEW

2.1 Board gender diversity and foreign acquisition premium

The premium paid by the acquirer in foreign M&A deals can be explained by the premises of agency theory, as well as hubris theory. Agency theory suggests that managers tend to achieve their personal interests at the expense of shareholders' interest, that is, biased judgements are made in evaluating the target value (Abou-El-Sood, 2021; Fama & Jensen, 1983). Hubris hypothesis, formulated by Roll (1986), further highlights that managers overestimate their ability and over-evaluate target firms. Roll (1986) argues that higher premiums paid in acquisition deals are linked to managerialism or hubris-based M&A, where managers chase their own interests or overestimate the target's value. Overpayment occurs when acquirers are overconfident in their ability to manage the target and, thus, they over-price the target (e.g., Baker et al., 2012; Harford et al., 2012; Roll, 1986). The phenomenon of overconfidence (hubris) results in a higher acquisition premium payment, which is more related to male-dominated M&A (e.g., Barber & Odean, 2001). Previous studies (e.g., Huang & Kisgen, 2013; Levi et al., 2014) further support this phenomenon by showing that male directors present relatively higher overconfidence in corporate M&A investment decisions relative to female counterparts, affecting acquisition premium payments. Ragon (2011) suggests that male directors are more likely to pay a higher bid for targets than female counterparts. However, Ragon (2011) notes that diversified boards, with more female directors, are more inclined to pay lower bid premiums for targets compared with male directors since females are normally less overconfident (e.g., Beyer, 1990; Croson & Gneezy, 2009; Levi et al., 2014). Baker et al. (2012) indicate that female directors of acquiring firms can generate effective negotiations, which might lead to lower M&A premiums paid during M&A transactions.

Moreover, prior research suggests that female directors are more active in using monitoring functions, thereby mitigating conflict of interest between managers and shareholders. Adams and Ferreira (2009) show that female directors perform better monitoring roles, require extra audit efforts and provide better managerial accountability than their male counterparts. Furthermore, Francoeur et al. (2008) suggest that women in the boardroom often bring a fresh perspective to complex investment issues, and this can help correct informational biases associated with the estimation of foreign targets' value. Arnaboldi et al. (2021) and Karavitis et al. (2021) find that the presence of females in the boardroom is associated with a reduction in financial misconduct fines and cost of lending. Levi et al. (2014) suggest that a positive role of board gender diversity arises from the heterogeneity of personality traits between female and male directors. In particular, a significant strand of research suggests that female directors are more risk-averse in their financial decision-making than male counterparts (Eckel & Grossman, 2002; Jianakoplos & Bernasek, 1998). Thus, female risk-aversion traits are useful to alleviate risks resulting from overestimating acquisition synergies, and such traits are more pronounced in uncertain investments, for example, foreign M&A deals (Levi et al., 2014; Schubert et al., 1999). In this regard, Niessen and Ruenzi (2006) indicate that acquirers with more female directors on the board are associated with a lower level of unsystematic risk and more stable returns.

Overall, the above discussion drives us to postulate the first hypothesis as follows:

H1.Ceteris paribus, acquirers with more women in the boardroom are more likely to pay a lower premium for foreign targets.

2.2 Board gender diversity and foreign M&A outcomes

Resource dependency theory posits that firms work in an open system in which their outcomes are dependent on external organizations and environmental contingencies (Pfeffer & Salancik, 2003). Such a context imposes challenges and uncertainties for firms, which can be mitigated by creating effective linkages between corporate boards and external entities to reduce dependency and obtain the needed resources (Hillman et al., 2007). In this regard, the literature provides evidence that gender diversity on boards facilitates more effective communication with external entities and swifter resolution of difficult issues (e.g., Ali et al., 2014). More specifically, women in the boardroom provide three important attributes to alleviate the dependencies and surrounding uncertainties: advice and counsel, legitimacy, and communication channels (Liu et al., 2014; Pfeffer & Salancik, 2003). The premises of resource dependence theory present several arguments to promote board gender diversity (e.g., Carter et al., 2010; García-Meca et al., 2015; Hillman & Dalziel, 2003; Isidro & Sobral, 2015; Nguyen et al., 2020; Reguera-Alvarado et al., 2017). For example, diversity on the board acts as a bridge to important constituencies in the external environment, resulting in greater access to more talent. Gender-diverse boards bring in unique information that can potentially improve the advisory function and, thence, help in better decision-making. Board diversity also sends important positive signals to the product and labour markets since ‘women often bring a fresh perspective on complex issues, and this can help correct informational biases in strategy formulation and problem-solving’ (Francoeur et al., 2008: 84). Collectively, this body of studies, grounded in resource dependence theory, suggests potential positive corporate outcomes (both immediately or in the short- and long-term) resulting from board gender diversity.

So far, only a handful of empirical research has examined the short-term market reaction to M&A deals with gender-diverse boards, particularly in China. Employing a sample of US firms, Huang and Kisgen (2013) document higher returns around acquisition announcements made by firms with female executives. Likewise, the market is likely to react positively around the announcement day of M&A by more diversified boards (Byrd & Hickman, 1992; Liu et al., 2015). This can be explained as the market expecting more heterogeneity on the board and, thus, the possibility of value creation to the acquirers (Hagendorff et al., 2008). Lee and James (2007) suggest that the market generally reacts more positively to the appointment of female directors compared to male directors. Interestingly, Kang et al. (2010) find that investor reaction is more favourable to the appointment of female outside directors followed by female appointments to non-CEO executive roles. Schmid and Urban (2016) show that the market reacts negatively to the death of female board members.

Based on the previous discussion, we postulate the following hypothesis:

H2a.Ceteris paribus, the market is likely to react positively to the announcement of foreign acquisitions by acquirers with more women in the boardroom.

While examining short-term windows around corporate events is standard practice in our setting, prior market reaction research shows that market expectations, particularly about M&A outcomes in the short-term, are not necessarily reflecting the outcomes in the long-term (e.g., Ahmed & Elshandidy, 2021), and that these expectations can generally be biased (Eagly & Karau, 2002). More specifically, previous research (e.g., Loy & Rupertus, 2022) suggests that short-term market reactions would proxy for the expected, rather than actual, impact of female directors concerning shareholder value. Following an M&A deal, the market is expected to undergo an adjustment period, evaluating decision quality. Thus, it is plausible to expand the examination of the impact on corporate outcomes to the long-term (Gregory et al., 2013; Wolfers, 2006). It is argued that the (positive) effects of gender diversity are associated with long-term corporate outcomes (FRC, 2021; Wolfers, 2006). That said, it was a surprise to us to find that previous studies have overlooked examining the long-term outcomes of M&A deals in relation to female board representation.

In this regard, a strand of literature suggests that a greater presentation of female directors on the board enhances corporate outcomes (e.g., Liu et al., 2021; Lückerath-Rovers, 2013; Terjesen et al., 2016). This enhancement, due to gender diversity, is empowered by various perspectives (e.g., woman directors' board monitoring and advisory roles, and ethical and risk-aversion traits) that improve the decision-making process (Zalata et al., 2019). Specifically, for firms engaged in foreign acquisitions, gender diversified boards bring invaluable market-specific information and knowledge, perspectives, and views (e.g., Giannetti et al., 2015). Generally, previous studies (e.g., Boulouta, 2013; Brahma et al., 2021; Campbell & Mínguez-Vera, 2008; Carter et al., 2003; Erhardt et al., 2003; Low et al., 2015; Mahadeo et al., 2012; Terjesen et al., 2016) find a positive relationship between board gender diversity and firm performance and value (as captured by various measures including return on sales, return on equity, return on capital expenditure, ROA, and BHAR). Agyemang-Mintah and Schadewitz (2019) find a positive relationship between gender diversity and the value of financial institutions in the UK before and during the financial crisis, but not after. Farag and Mallin (2017) show that a critical mass of female representation on the board of directors can reduce European banks' vulnerability to financial crisis. Moreover, another branch of studies finds a positive relationship between gender diversity and other corporate aspects such as corporate social responsibility and innovation (e.g., Beji et al., 2020; Byron & Post, 2016; Nekhili et al., 2017; Torchia et al., 2011). Evidence by Arun et al. (2015) and Zalata et al. (2018) suggests that the presence of women directors on the corporate boards reduces earnings management practices.

On the other hand, another strand of the literature shows unfavourable, mixed, or inconclusive results with respect to board gender diversity and different corporate outcome variables (e.g., Adams & Ferreira, 2009; Ahern & Dittmar, 2012; Carter et al., 2010; De Cabo et al., 2012; Hassan & Marimuthu, 2016; Jeong & Harrison, 2017; Marinova et al., 2015; Matsa & Miller, 2013; Rose, 2007; Shehata et al., 2017; Smith et al., 2006). Engelen et al. (2012) further find a statistically insignificant relationship between gender diversity and Dutch firm performance during the financial crisis. Consistent with the social-psychological theory of minority position, Westphal and Milton (2000) suggest that female directors on the board are likely to reduce the inside board dynamics. Furthermore, gender diversity would result in conflicting viewpoints, divergent values and different experiences, making the decision-making process time-consuming and less effective (e.g., Campbell & Mínguez-Vera, 2008; Carter et al., 2010; Lau & Murnighan, 1998). In this regard, Cao et al. (2019, p. 1035) indicate that gender diversity can ‘lead to lengthier deliberations, disagreements among board members, and other communication breakdowns’. Consistent with this, Agrawal et al. (1992) suggest that acquirers experience a wealth loss over the 5-year post-merger period due to the negative influence of minority members such as less representative female directors.

This mixed evidence on the relationship between board gender diversity and corporate outcomes in the long-term leads us to formulate the following hypothesis:

H2b.Ceteris paribus, the percentage of female directors on the acquirer's board, is associated with foreign M&A long-term outcomes.

3 METHODOLOGY

3.1 Sample

Employing the GTA CSMAR (China Stock Market and Accounting Research) databases to compile the foreign M&A and financial data of all Chinese listed firms during 1998–2019, we downloaded the Chinese foreign M&A deals during 2000–2017 since our analyses require 2 years of pre- and post-merger performance data from the effective year of M&A deals. Consistent with prior research (e.g., Ahmed & Elshandidy, 2021; Alexandridis et al., 2013; Du et al., 2016; Elrazaz et al., 2021), the following procedures are adopted to reach our final sample. First, only Chinese-listed acquirers of completed foreign M&A deals are kept in our sample. Second, financial and utilities acquirers are excluded due to their distinct regulations, accounting practices and financial reporting systems. Third, targets must be listed firms. Fourth, acquirers should take over absolute control of more than 50% of the targets. Fifth, following prior research (e.g., Amewu & Alagidede, 2018; Chakrabarti et al., 2009; Liu et al., 2021; Liu & McConnell, 2013; Tao et al., 2017), we exclude multiple foreign M&A deals during a calendar year to ensure the accuracy of the acquirer's long-term operating performance and Buy and Hold Abnormal Return (BHAR) results. Thus, our analysis focuses on cases where the market can unambiguously identify the deal influences since including such multiple acquisitions would introduce confounding effects, making it challenging to disentangle the effects of individual acquisitions on acquirers' long-term outcomes. Sixth, the bid represents the first offer by a given acquirer for a given target to avoid overweighting-contested deals that may bias our t-statistics upwards (Du et al., 2016). Seventh, we exclude deals labelled as minority stake purchases, acquisitions of remaining interest, privatizations, leveraged buyouts, spinoffs, recapitalizations, self-tenders or exchange offers and repurchases (Alexandridis et al., 2013). Finally, our sample excludes acquirers without sufficient financial and market data available. This leaves us with a final sample of 292 foreign M&As by Chinese listed bidders.

3.2 Empirical models

We employ the following ordinary least squares (OLS) regressions model to test H1—the effect of board gender diversity on acquisition premium of foreign acquisition:
Acquisition Premiu m i , t = β o + β 1 % Female director s i , t 1 + γ C i , t 1 + η k , t + ε i , t . (1)

The acquisition premium is measured as the ratio of M&A deal value minus the target's pre-announcement market value to the target's market value 4 weeks before the announcement date (Laamanen, 2007). Following Ahern and Dittmar (2012) and Ahmed et al. (2022), we measure gender diversity as the percentage of female directors on the acquirer's board (%Female directors). Ci,t−1 is a vector of control variables. ηk,t controls for industry and year fixed effects.

Then, we adopt the event study method to test H2a—the effect of board gender diversity on the market reaction to the announcement of foreign acquisitions.
CAR = β o + β 1 % Female director s i , t 1 + γ C i , t 1 + η k , t + ε i , t . (2)
The CAR represents the market reaction using the cumulative abnormal returns over 3-day (Ahmed et al., 2023; Cao et al., 2019; Li et al., 2021) and 5-day event windows (Fuller et al., 2002), using a market-adjusted model. The CAR is calculated by summing up the following abnormal returns (ARs) for the entire event period.
AR it = R it R mt . (3)
ARit represents the abnormal stock return of event i in period t, Rit represents the actual stock i's return on day t; Rmt represents is the daily market returns, proxied as the Shanghai Composite Stock Index t.
Finally, we employ the following OLS model to test H2b—the effect of board gender diversity on the long-term outcomes of foreign acquisitions.
Long - term performance = β o + β 1 % Female director s i , t 1 + γ C i , t 1 + η k , t + ε i , t . (4)

Long-term performance is captured by the change in ROA (∆ROA). Specifically, ∆ROA variable is the acquirer's return on assets 2 years after minus 2 years before the effective year of foreign acquisition. ROA is the ratio of the acquirer's average profit before tax and interest to total assets (Yang et al., 2019). Ci,t−1 is a vector of control variables. ηk,t controls for industry and year fixed effects.

Based on Levi et al. (2014), it is essential to separate the effect of different roles of female directors, namely, independent directors and executive directors. Thus, we run all the previous models (1–3) after replacing the %Female director variable with the proportion of independent female directors and the proportion of female executive directors variables on the acquirer board (Liu et al., 2014; Peni, 2014). Finally, following prior literature on gender diversity and M&A (e.g., Adams & Ferreira, 2009; Dezsö & Ross, 2012; Masulis et al., 2007; Uysal, 2011; Zalata et al., 2021), our set of control variables include board size, board independence, leverage, management size, sales growth, natural logarithm of cash, firm size, firm age, capital expenditure, and deal size. All independent variables employed in our regression models are lagged by 1 year relative to the dependent variable (e.g., Elsayed et al., 2023). We further use industry and year fixed effects to control for the inherently volatile industries and unobserved effects over the years, as well as robust standard errors that control for both serial correlation and heteroscedasticity. Additionally, we winsorize continuous variables on the 1% of both tails to mitigate the influence of outliers. The definitions and measures of these control variables are provided in detail in Appendix A.

4 EMPIRICAL FINDINGS

4.1 Descriptive statistics

Table 1 reports descriptive statistics for our final sample of 292 foreign M&A by Chinese acquirers which shows that, on average, the proportion of female directors on the board of Chinese firms involved in foreign acquisitions is 6.8%. Furthermore, the proportion of female independent directors and female executive directors on acquirers' board is 1.9% and 1.3%, respectively. Regarding our dependent variables, the mean acquisition premium is 1.108. The average 3-day (5-day) accumulative abnormal return around the M&A announcement is 0.6% and 0.5%, respectively. The mean value of ΔROA is −1.1%, suggesting that Chinese acquirers experience an average decrease in performance in the 2 years after, compared to the 2 years before foreign acquisition.

TABLE 1. Descriptive statistics of the sample.
Variables N Mean Median Std. dev. Min Max
%_Female director 292 0.068 0.056 0.081 0.000 0.444
%_Female independent 292 0.019 0.000 0.044 0.000 0.286
%_Female executive 292 0.013 0.000 0.039 0.000 0.222
Acquisition premium 292 1.108 0.515 2.239 −1.600 13.276
CAR3 292 0.006 0.004 0.047 −0.124 0.185
CAR5 292 0.005 0.002 0.055 −0.186 0.201
ΔROA 292 −0.011 −0.007 0.048 −0.188 0.097
Ln Board size 292 2.332 2.197 0.294 1.792 3.258
% Independent 292 0.357 0.333 0.100 0.000 0.571
Ln Management size 292 1.954 1.946 0.454 1.099 3.219
Leverage 292 0.463 0.456 0.204 0.069 0.902
Ln (1 + sales growth) 292 0.145 0.092 0.383 −0.667 2.055
Ln (Cash) 292 21.212 21.097 1.309 18.194 25.116
Ln (Assets) 292 22.288 22.074 1.312 19.856 26.501
Ln (Firm age) 292 1.996 2.197 0.861 0.000 3.178
Capital expenditure 292 25.325 25.329 0.083 24.909 25.609
Cash acquisition deals 292 0.966 1.000 0.182 0.000 1.000
Stock acquisition deals 292 0.010 0.000 0.101 0.000 1.000
Deal size 292 17.981 18.126 2.426 2.093 22.338
Female chair 292 0.021 0.000 0.142 0.000 1.000
Female CEO 292 0.045 0.000 0.207 0.000 1.000
  • Note: This table provides summary statistics of main variables used in our investigation. All continuous variables are winsorized at the 1st and 99th percentiles. Variable definitions are given in Appendix A.

Moreover, our sample shows the following board characteristics of acquirers engaged in foreign M&A deals during the sample period. On average, the natural logarithm of the board size is 2.332; the percentage of board independence is 35.7%; the natural logarithm of the management size is 1.95; and 4.5% (2%) of CEO (chairperson) positions are represented by female directors. Approximately 96.6% (1%) of acquisition deals are made using cash (stock) payment, which is consistent with the fact that stock-for-stock is not a pervasive payment method in China or foreign M&A transactions (Gu & Reed, 2016).

4.2 Does board gender diversity associate with foreign acquisition premium?

Table 2 shows results related to testing H1, which addresses the influence of women in the boardroom on foreign acquisition premium. Column 1 of Table 2 shows a statistically negative coefficient on the %Female directors variable (t-statistic −4.00 at the 1% significance level). This leads to not rejecting H1 that acquirers with more women in the boardroom are more likely to pay a lower premium on foreign M&A deals in China. This finding is consistent with the results of Huang and Kisgen (2013) and Levi et al. (2014), suggesting that females are normally less overconfident, which reduces the probability of earning overestimation for the target and, thereby, paying less premium.

TABLE 2. Board gender diversity and foreign acquisition premium.
Acquisition premium
(1) (2) (3) (4)
%_Female director −5.002*** −5.234***
(−4.00) (−3.81)
%_Female independent −4.662* −4.751**
(−1.90) (−2.03)
%_Female executive −4.387* −4.060*
(−1.84) (−1.72)
Ln Board size −0.151 −0.261 −0.021 −0.188
(−0.27) (−0.45) (−0.04) (−0.32)
% Independent 4.829* 5.193* 5.106** 5.433**
(1.76) (1.90) (2.05) (2.10)
Ln Management size 0.064 0.178 0.044 0.146
(0.16) (0.42) (0.11) (0.35)
Leverage −1.654 −1.828 −1.554 −1.721
(−1.37) (−1.47) (−1.31) (−1.36)
Ln (1 + sales growth) 0.019 0.029 0.039 0.044
(0.17) (0.24) (0.36) (0.36)
Ln (Cash) 0.261 0.237 0.237 0.231
(1.11) (0.94) (0.98) (0.90)
Ln (Assets) −0.067 −0.013 −0.074 −0.033
(−0.23) (−0.04) (−0.26) (−0.11)
Ln (Firm age) 0.408 0.413 0.433* 0.411
(1.53) (1.49) (1.72) (1.54)
Capital expenditure 0.456 0.469 0.028 0.167
(0.29) (0.29) (0.02) (0.10)
Cash acquisition deals 0.887 1.072* 1.933** 1.646**
(1.47) (1.95) (2.13) (2.20)
Stock acquisition deals −0.283 0.065 1.229 1.079
(−0.27) (0.06) (1.21) (1.17)
Deal size 0.051 0.044 0.026 0.029
(0.76) (0.62) (0.46) (0.47)
Female chair 0.458 0.319 0.302 0.171
(0.80) (0.52) (0.58) (0.30)
Female CEO 0.203 0.129 0.338 0.160
(0.41) (0.24) (0.72) (0.32)
Industry FE Yes Yes
Year FE Yes Yes Yes Yes
Firm FE Yes Yes
N 292 292 292 292
Adj. R2 0.026 0.008 0.341 0.234
  • Note: This table reports the coefficient estimates of OLS (columns 1 and 2) and fixed effects panel (columns 3 and 4) analyses for acquisition premium. The dependent variable is the acquisition premium. All continuous variables are winsorized at the 1st and 99th percentiles. T-statistics are reported in parenthesis. Standard errors are robust and clustered by acquiring firms. Variable definitions are given in Appendix A. The estimates in the models are statistically significant at the *10%, and ***1% levels.

Column 2 of Table 2 presents our results after distinguishing between female independent and non-independent directors. We find that the coefficients on Female independent (t-statistic −1.90 at the 10% significance level) and Female executive (t-statistic −1.84 at the 10% significance level) are negatively significant. Therefore, our previous finding on female directors can be attributable to both the monitoring and supervisory roles played by female directors. These results are in line with prior research supporting the supervisory (e.g., Rossi & Volpin, 2004; Sonenshine & Reynolds, 2014) and monitoring roles (e.g., Cotter et al., 1997; Davis et al., 1991; Hermalin & Weisbach, 1998; Shivdasani, 1993) played by female directors in the firm.

4.3 Does board gender diversity associate with the short-term market reaction around the announcement of foreign acquisition?

Columns 1 and 3 of Table 3 present the effects on acquirers' CAR3 and CAR5 around the announcement of foreign acquisitions. The coefficients on %Female directors suggest that the proportion of female directors on the board has a significantly positive impact on market reaction. Specifically, %Female directors is positively significant at the 1% significance level (t-statistics are 7.38 in CAR3 test and 6.34 CAR5 test). From the economic perspective, the percentage increase of female director representation on the bidder board increases the 3- and 5-day CAR by 0.335 and 0.391 basis points, respectively. Collectively, these results support our conjecture that acquirers with higher female representation on the board can benefit from positive short-term market reaction around the announcement of foreign acquisitions. These findings lead to not rejecting of H2a, that the market is likely to react positively to the announcement of foreign acquisitions by Chinese acquirers with more female members in the boardroom.

TABLE 3. Board gender diversity and the market reaction to the announcement of foreign targets.
CAR3 CAR5 CAR3 CAR5
(1) (2) (3) (4) (5) (6) (7) (8)
%_Female director 0.335*** 0.391*** 0.336*** 0.389***
(7.38) (6.34) (7.13) (6.26)
%_Female independent 0.468*** 0.518*** 0.480*** 0.520***
(5.50) (5.52) (5.67) (5.57)
%_Female executive 0.274*** 0.360** 0.253** 0.347**
(2.68) (2.48) (2.54) (2.47)
Ln Board size 0.001 0.006 −0.005 0.001 0.002 0.008 −0.005 0.002
(0.07) (0.48) (−0.38) (0.07) (0.21) (0.60) (−0.33) (0.14)
% Independent −0.002 −0.022 −0.003 −0.025 0.001 −0.017 −0.003 −0.021
(−0.04) (−0.42) (−0.04) (−0.40) (0.01) (−0.32) (−0.04) (−0.34)
Ln Management size −0.004 −0.010 0.007 −0.001 −0.003 −0.009 0.007 −0.001
(−0.52) (−1.31) (0.86) (−0.14) (−0.47) (−1.26) (0.90) (−0.14)
Leverage 0.017 0.025 0.011 0.021 0.006 0.018 0.006 0.019
(1.01) (1.51) (0.58) (1.07) (0.41) (1.18) (0.31) (1.01)
Ln (1 + sales growth) −0.000 −0.000 0.004 0.004 −0.000 −0.001 0.004 0.004
(−0.04) (−0.17) (1.05) (1.11) (−0.15) (−0.37) (1.05) (1.11)
Ln (Cash) 0.003 0.003 0.004 0.004 0.003 0.003 0.004 0.005
(0.51) (0.53) (0.57) (0.61) (0.51) (0.50) (0.59) (0.63)
Ln (Assets) −0.001 −0.003 −0.004 −0.007 −0.001 −0.003 −0.005 −0.007
(−0.25) (−0.51) (−0.48) (−0.70) (−0.22) (−0.45) (−0.53) (−0.73)
Ln (Firm age) −0.004 −0.006 −0.004 −0.006 −0.003 −0.006 −0.004 −0.006
(−0.92) (−1.31) (−0.82) (−1.13) (−0.80) (−1.30) (−0.78) (−1.17)
Capital expenditure 0.016 0.015 0.044 0.042 0.022 0.019 0.047 0.043
(0.49) (0.42) (1.16) (1.01) (0.60) (0.49) (1.17) (0.99)
Cash acquisition deals 0.036 0.026 0.008 −0.004 0.035 0.026 0.007 −0.004
(1.15) (0.83) (0.22) (−0.12) (1.10) (0.80) (0.20) (−0.12)
Stock acquisition deals 0.047 0.022 −0.001 −0.028 0.035 0.011 −0.005 −0.030
(1.33) (0.66) (−0.03) (−0.72) (1.02) (0.35) (−0.11) (−0.77)
Deal size 0.002 0.002* 0.002 0.002 0.002 0.002* 0.002 0.002*
(1.46) (1.88) (1.30) (1.62) (1.36) (1.81) (1.33) (1.70)
Female chair −0.011 0.004 −0.015 −0.001 −0.011 0.005 −0.016 −0.000
(−1.14) (0.30) (−0.98) (−0.04) (−1.22) (0.47) (−1.12) (−0.02)
Female CEO −0.010 −0.006 −0.003 −0.002 −0.009 −0.004 −0.003 −0.001
(−0.87) (−0.42) (−0.20) (−0.07) (−0.83) (−0.29) (−0.20) (−0.06)
Industry FE Yes Yes Yes Yes
Year FE Yes Yes Yes Yes Yes Yes Yes Yes
Firm FE Yes Yes Yes Yes
N 292 292 292 292 292 292 292 292
Adj. R2 0.243 0.191 0.213 0.158 0.321 0.28 0.34 0.28
  • Note: This table reports the coefficient estimates of OLS (columns 1–4) and fixed effects panel (columns 5–8) analyses of acquirer returns. The dependent variables are the CAR3 (cumulative abnormal return) estimated over a 3-day event window (from 1 day before to 1 day after the announcement date) and CAR5 estimated over a 5-day event window (from 2 days before to 2 days after the announcement date) window using a market-adjusted model. All continuous variables are winsorized at the 1st and 99th percentiles. T-statistics are reported in parenthesis. Standard errors are robust and clustered by acquiring firms. Variable definitions are given in Appendix A. The estimates in the models are statistically significant at the *10%, **5%, and ***1% levels.

Columns 2 and 4 of Table 3 present our results after distinguishing between female independent and non-independent directors. We find significantly positive coefficients on the %Female Independent variable (t-statistic 5.50 at the 1% significance level) and %Female Executive variable (t-statistic 2.68 at the 1% significance level) in CAR3 tests. Furthermore, we find significantly positive coefficients on the %Female Independent variable (t-statistic 5.52 at the 1% significance level) and %Female Executive variable (t-statistic 2.48 at the 1% significance level) in CAR5 tests. This implies that the market appreciates both the monitoring and supervisory role played by female directors. These results are consistent with prior research that boards with higher outside female directors represent a positive corporate governance signal to the market (e.g., Shleifer & Vishny, 1997). These findings are also in line with Liu et al.'s (2015) view that higher independent members on the bidder's board experience significantly higher abnormal returns, since effective monitoring by female directors restrains loss-making projects, especially when their counterpart male directors are overconfident.

4.4 Does board gender diversity associate with the long-term performance of foreign acquisition?

Table 4 shows results of the association between women in the boardroom and the long-term operating synergies of acquirers after the completion of foreign M&A. Here, we test the impact of the change in the operating performance of acquirers in 2 years pre- to post- the effective year of acquisition as captured by changes in ROA.

TABLE 4. Board gender diversity and long-term operating synergy of foreign M&A.
ΔROA
(1) (2) (3) (4)
%_Female director 0.063* 0.067*
(1.78) (1.83)
%_Female independent 0.217*** 0.239***
(3.46) (3.84)
%_Female executive −0.023 −0.050
(−0.24) (−0.56)
Ln Board size −0.021 −0.021 −0.018 −0.019
(−1.55) (−1.52) (−1.24) (−1.35)
% Independent −0.054 −0.063 −0.051 −0.065
(−0.88) (−1.02) (−0.89) (−1.09)
Ln Management size −0.004 −0.002 −0.003 −0.001
(−0.55) (−0.30) (−0.38) (−0.13)
Leverage −0.007 −0.024 −0.001 −0.020
(−0.23) (−0.71) (−0.02) (−0.60)
Ln (1 + sales growth) −0.010 −0.010 −0.012 −0.010
(−1.02) (−1.02) (−1.20) (−1.11)
Ln (Cash) −0.012 −0.012 −0.015* −0.014*
(−1.55) (−1.58) (−1.74) (−1.70)
Ln (Assets) 0.015* 0.013 0.016* 0.014
(1.71) (1.52) (1.67) (1.50)
Ln (Firm age) 0.003 0.002 0.004 0.002
(0.57) (0.30) (0.75) (0.44)
Capital expenditure 0.397* 0.550** 0.497** 0.609**
(1.76) (2.23) (2.11) (2.42)
Cash acquisition deals −0.010 −0.012 −0.002 −0.009
(−0.39) (−0.46) (−0.07) (−0.38)
Stock acquisition deals −0.063 −0.082 −0.058 −0.083
(−1.15) (−1.58) (−1.10) (−1.64)
Deal size −0.003** −0.003** −0.003** −0.003**
(−2.51) (−2.59) (−2.07) (−2.39)
Female chair 0.035* 0.040** 0.037** 0.044**
(1.87) (2.27) (2.04) (2.54)
Female CEO −0.011 −0.006 −0.009 −0.003
(−0.64) (−0.33) (−0.59) (−0.20)
Industry FE Yes Yes
Year FE Yes Yes Yes Yes
Firm FE Yes Yes
N 292 292 292 292
Adj. R2 0.045 0.070 0.251 0.297
  • Note: This table presents the coefficient estimates of OLS (columns 1 and 2) fixed effects panel (columns 3 and 4) analyses for changes in ROA (2 years before and 2 years after the effective year of foreign acquisition). All continuous variables are winsorized at the 1st and 99th percentiles. T-statistics are reported in parenthesis. Standard errors are robust and clustered by acquiring firms. Variable definitions are given in Appendix A. The estimates in the models are statistically significant at the *10%, **5%, and ***1% levels.

Column 1 of Table 4 shows a positively significant female director coefficient (t-statistic 1.78 at the 10% significance level). Column 2 presents our results after distinguishing between independent and non-independent female directors. We find only a significantly positive coefficient on the %Female Independent variable (t-statistic 3.46 at the 1% significance level). This suggests that the long-term impact of women on the board is more pronounced in the monitoring role. This finding is consistent with agency theory premises that board diversity is an important mechanism to monitor the management and, hence, improve performance (i.e., Carter et al., 2010; Hillman & Dalziel, 2003). This is also in line with previous studies (i.e., Ossorio, 2020) that a higher percentage of independent female directors positively affects the decision-making process in reducing low-profit and high-risk foreign acquisitions. Collectively, our empirical findings support H2b that the percentage of female directors on the acquirers' board is associated with M&A long-term performance in China. Additionally, in line with prior research (i.e., Chen & Young, 2010; Liu et al., 2014), the results of Table 4 suggest that acquirers with a female chair experience significant improvement in long-term performance following foreign acquisitions.

Turning to control variables, Table 4 shows that firm size and capital expenditure variables have a significant positive effect on changes in ROA following foreign M&A deals. However, the deal size has a negative influence on post-foreign acquisition long-term performance.

5 ROBUSTNESS CHECKS

5.1 Long-term outcomes using Buy and Hold Abnormal Return (BHAR) proxy

Our previous result concerning short-term market reactions concludes that the female directorship has a significant linkage with acquirer outcome 3 and 5 days around the announcement of foreign acquisitions. However, as indicated earlier, it is likely that market feedback goes beyond the short-term event window to the 2 years after completion of foreign acquisition (Xing et al., 2021). Accordingly, we further examine the long-term performance of foreign M&A using BHAR. BHAR comprises the acquiring buy-and-hold returns 24 months after completion of a foreign M&A transaction. This is measured as the difference between the BHAR of the acquirer of foreign M&A deals and the BHAR of the appropriate size and book-to-market portfolio using all Chinese listed firms available in the CSMAR database between 1998 and 2019 (Du et al., 2016; Vieira, 2011).
BHAR i , t = t = 1 T 1 + R i , t t = 1 T 1 + E R i , t . (5)
Ri,t is the monthly return of the acquiring firms. E(Ri,t)is the expected return of the benchmark portfolio.

Table 5 presents the effect of board gender diversity and the BHAR of acquiring firms over 24 months. In line with our previous results in Section 4.4, it shows that Chinese acquirers with female directors on the board experience significantly positive BHAR 24-month post-foreign M&A deal at the 5% significance level, indicating that foreign acquisitions are valuable investments for acquirers with more females in the boardroom. Similarly, we observe that the percentage of independent female directors variable is positively related to acquirers' BHAR 24 months following the effective date of foreign acquisitions.

TABLE 5. Board gender diversity and long-term buy-and-hold return following foreign M&A.
BHAR
(1) (2) (3) (4)
%_Female director 3.943*** 4.048***
(5.32) (5.39)
%_Female independent 8.842*** 8.897***
(4.61) (4.63)
%_Female executive −0.823 −0.397
(−0.66) (−0.32)
Control variables Included Included Included Included
Industry FE Yes Yes
Year FE Yes Yes Yes Yes
Firm FE Yes Yes
N 292 292 292 292
Adj. R2 0.143 0.224 0.321 0.439
  • Note: This table presents the coefficient estimates of OLS (columns 1 and 2) fixed effects panel (columns 3 and 4) analyses of BHAR of acquiring firms over 24 months. All continuous variables are winsorized at the 1st and 99th percentiles. T-statistics are reported in parenthesis. Standard errors are robust and clustered by acquiring firms. The estimation results of control variables are omitted in the table to save space. Variable definitions are given in Appendix A. The estimates in the models are statistically significant at the ***1% levels.

5.2 Instrumental variables to address endogeneity (omitted variable bias)

Consistent with prior research (Adams et al., 2010; Farrell & Hersch, 2005; Hermalin & Weisbach, 1998), we employ a two-stage least squares (2SLS) statistical technique to address endogeneity concerns related to possible omitted variables. Following previous studies (e.g., Flabbi et al., 2019; Mekhaimer et al., 2022; Xing et al., 2021), we employ four instrumental variables: the regional trend in the percentage of female directors, the regional trend in the percentage of female executives, the multiplication of these two instruments, and province gross domestic product (GDP) growth. This procedure assumes that aggregate trends in the gender diversity on board at the regional level are unrelated to the time-varying firm-level heterogeneity that leads to endogeneity. Regional trends are expected to employ as valid instruments since the trends are correlated with the relevant gender diversity in each firm in the region (i.e., meet the relevance condition), but are not directly associated with acquisition premium or outcomes in a specific firm (i.e., meet the exogeneity condition). Likewise, the province's annual GDP growth is used since regional economic growth is likely to correlate with women's opportunities for empowerment and advancement.

We also run different specification tests to examine that our instruments are not weak and valid. Specifically, we run Cragg-Partial F statistic, Hansen J statistic (p-value), and Wald test of exogeneity (p-value). Collectively, these statistic estimates suggest that instrumental variables used in our analysis are valid and not weak (e.g., Larcker & Rusticus, 2010; Stock et al., 2002). Table 6 reports the 2SLS second stage (alongside the first stage) regressions results, which are all qualitatively consistent with our main findings. This implies that inferences driven by our analyses are not subject to endogeneity problems attributable to possible omitted variables.

TABLE 6. Instrumental variables using 2SLS estimation.
Descriptive statistics Acquisition premium CAR3 ΔROA BHAR
Mean Std. dev. (1) First stage (2) Second stage (3) First stage (4) Second stage (5) First stage (6) Second stage (7) First stage (8) Second stage
%_Female director Acquisition premium %_Female director CAR3 %_Female director ΔROA %_Female director BHAR
%_Female director −6.096* 0.226** 0.030* 4.272**
(−1.92) (2.39) (1.90) (2.08)
Regional trend in % female director (a) 0.41% 2.24% 1.046*** 1.046*** 1.046*** 1.046***
(2.99) (2.99) (2.99) (2.99)
Regional trend in % female executives (b) 0.14% 1.05% −1.231* −1.231* −1.231* −1.231*
(−1.78) (−1.78) (−1.78) (−1.78)
a × b 0.01% 0.08% 0.274*** 0.274*** 0.274*** 0.274***
(7.75) (7.75) (7.75) (7.75)
GDP growth 9.60% 2.62% −0.521 −0.521 −0.521 −0.521
(−1.43) (−1.43) (−1.43) (−1.43)
Control variables Included Included Included Included Included Included Included Included
Industry FE Yes Yes Yes Yes Yes Yes Yes Yes
Year FE Yes Yes Yes Yes Yes Yes Yes Yes
N 292 292 292 292 292 292 292 292
Partial F statistic (instrument, stage 1) 18.86 18.86 18.86 18.86
Hansen J statistic (overidentification test—p-value) 0.665 0.734 0.711 5.647
Exogeneity test (p-value) 0.885 0.090 0.331 0.244
  • Note: This table reports the coefficient estimates of two-stage least squares (2SLS) first and second stage regression models. The four instrumental variables are regional trend in %female directors as each firm's base-year percentage of females on the board times the annual regional growth of this fraction relative to the base year; regional trend in %female executives as each firm's base-year fraction of female executives on the board times the annual regional growth of this fraction relative to the base year; the multiplication of the first two instruments; province-level annual GDP growth. Descriptive statistics (mean and standard deviation) for the four instrumental variables are given. Descriptive statistics of a and b are not amounting to a × b because they contain zero values. The dependent variables are Acquisition Premium (columns 1 and 2), CAR3 (columns 3 and 4), ΔROA (columns 5 and 6), and BHAR (columns 7 and 8). All continuous variables are winsorized at the 1st and 99th percentiles. T-statistics are reported in parenthesis. Standard errors are robust and clustered by acquiring firms. The estimation results of control variables are omitted in the table to save space. Variable definitions are given in Appendix A. The estimates in the models are statistically significant at the *10%, and **5% levels.

5.3 Propensity score matching to address potential self-selection bias

Testing whether board diversity influences the premium and outcomes of foreign acquisitions using an OLS method can trigger self-selection bias. Specifically, a potential bias is that a firm's decision to recruit females in the boardroom is unlikely to be exogenous. To address this bias, we employ propensity score matching by establishing a treatment group (e.g., board with female directors) matched to a control group (e.g., board without female directors). First, we calculate each observation's propensity score using a logit model that predicts the likelihood of the presence of female directors as a function of board-level, firm-level and deal-level characteristics (Ln Board Size, % independent, leverage, Ln Assets, Ln Cash, Ln sales growth and deal size), all of which have been established as related to the presence of female directors on the board (Adams & Ferreira, 2009; Dezsö & Ross, 2012; Masulis et al., 2007; Yermack, 1996). Then, we apply the nearest neighbour matching approach without replacement, which means that each firm in the control group can only appear and match one firm in the treated group (Ge & Lennox, 2011). We also restrict the observations to being on the common support by excluding firms in the control group whose propensity lies above the maximum value or below the minimum value of propensity score among firms in the treated group and vice versa. This guarantees that we do not match firms concentrated at the extreme boundaries (Saunders & Steffen, 2011).

Table 7 presents the effect of board gender diversity in the boardroom on foreign acquisitions' premium and outcomes after accounting for endogeneity concerns using PSM. It confirms that our previous empirical findings reported in Tables 2–5 are robust and not affected by the selection bias problem.

TABLE 7. Effect of female directors on foreign acquisitions' premium and outcomes using PSM.
Acquisition premium CAR3 ΔROA BHAR
(1) (2) (3) (4)
%_Female director −5.100*** 0.307*** 0.098* 3.480***
(−3.18) (6.49) (1.96) (4.38)
Control variables Included Included Included Included
Industry FE Yes Yes Yes Yes
Year FE Yes Yes Yes Yes
N 222 222 222 222
Adj. R2 0.014 0.257 0.055 0.102
  • Note: This table reports the coefficient estimates of OLS analyses using matched propensity scores sample of firms with gender-diverse board and firms without gender-diverse board. The dependent variables are Acquisition Premium, CAR3, ΔROA, and BHAR in columns 1, 2, 3, and 4, respectively. All continuous variables are winsorized at the 1st and 99th percentiles. T-statistics are reported in parenthesis. Standard errors are robust and clustered by acquiring firms. The estimation results of control variables are omitted in the table to save space. Variable definitions are given in Appendix A. The estimates in the models are statistically significant at the *10%, and ***1% levels.

5.4 Heckman's two-step model to address endogeneity

In line with prior research (e.g., Zalata et al., 2021), we further address the possible endogeneity concerns by employing Heckman's (1979) two-step model. In the first step, we run probit regression of the likelihood of having a female director on the board of directors on the set of our control variables (e.g., Elsayed et al., 2022). The first-step model also includes our exogenous instruments mentioned above as suggested by prior research (Feng et al., 2009; Larcker & Rusticus, 2010). In the second-step, inverse Mill's ratio (IMR) estimated from the probit model in the first-step is included as an additional variable in our models.

Table 8 reports Heckman's second-stage regressions results, which are all qualitatively consistent with our main findings. This further assures that inferences driven by our analyses are not subject to endogeneity concerns.

TABLE 8. Effect of female directors on foreign acquisitions' premiums and outcomes using Heckman's method.
Acquisition premium CAR3 ΔROA BHAR
(1) (2) (3) (4)
%_Female director −4.780*** 0.349*** 0.079** 4.610***
(−3.508) (7.242) (2.045) (6.020)
IMR 0.416 0.009 0.008 0.252
(0.601) (0.592) (0.695) (0.959)
Control variables Included Included Included Included
Industry FE Yes Yes Yes Yes
Year FE Yes Yes Yes Yes
N 276 276 276 276
Adj. R2 0.0376 0.236 0.0578 0.177
  • Note: This table reports the coefficient estimates after controlling for inverse Millis ratio (IMR) estimated by Heckman's two-stage method to correct for potential endogeneity concerns. The dependent variables are Acquisition Premium, CAR3, ΔROA, and BHAR in columns 1, 2, 3, and 4, respectively. All continuous variables are winsorized at the 1st and 99th percentiles. T-statistics are reported in parenthesis. Standard errors are robust and clustered by acquiring firms. The estimation results of control variables are omitted in the table to save space. Variable definitions are given in Appendix A. The estimates in the models are statistically significant at the *10%, and ***1% levels.

5.5 Gender diversity and foreign acquisitions during the financial crisis

The collapse of major financial institutions during the financial crisis caused a dramatic fall in global credit markets. This fall led to a severe reduction in the availability of external finance and impeded firms' ability to invest (Duchin et al., 2010). This raises the question of whether the negative relationship between gender diversity and foreign acquisition premium may have been driven only by the effect of the global financial crisis. Further, Samarakoon (2011) reports that, during the financial crisis, the US stock market plummeted by 43%. Thus, it is essential to test whether the short- and long-term outcomes of foreign acquisitions by female directors may be affected by the financial crisis. We control for the financial crisis effects using three variables, representing the periods prior to, during and after the crisis. The financial crisis variable takes the value one for the years of the financial crisis, 2008 and 2009, and zero otherwise (Frankel & Saravelos, 2012; Lins et al., 2017). The dummy variable prior (post) to the financial crisis takes the value one for the years before (after) the financial crisis period, and zero otherwise. For these periods, we employ dummy indicators for the periods during and after the crisis, relative to the period before the crisis.

Table 9 indicates that our earlier findings individually and collectively remain strongly consistent after excluding the effects of the financial crisis and the period after it. Overall, our results are consistent with Chen et al. (2019) that the financial crisis effect will be minimal since female directors are cautious rather than overconfident in valuing investment perspective during non-crisis years. Thus, firms with female directors may experience less shock during a financial crisis compared to male director counterparts.

TABLE 9. Influence of board gender diversity on foreign acquisitions' premium and outcomes during the financial crisis.
Acquisition premium CAR3 ΔROA BHAR
(1) (2) (3) (4)
%_Female director −5.274*** 0.329*** 0.061* 3.949***
(−4.16) (7.15) (1.72) (5.26)
During crisis −0.621 0.007 −0.003 0.584**
(−1.29) (0.72) (−0.29) (2.36)
Post crisis −0.409 0.006 −0.001 0.030
(−0.88) (0.88) (−0.15) (0.18)
Control variables Included Included Included Included
Industry FE Yes Yes Yes Yes
N 292 292 292 292
Adj. R2 0.031 0.248 0.062 0.126
  • Note: This table reports the coefficient estimates of OLS analyses of foreign acquisitions' premium and outcomes after excluding the effects of the financial crisis. The dependent variables are Acquisition Premium, CAR3, ΔROA, and BHAR in columns 1, 2, 3, and 4, respectively. All continuous variables are winsorized at the 1st and 99th percentiles. T-statistics are reported in parenthesis. Standard errors are robust and clustered by acquiring firms. The estimation results of control variables are omitted in the table to save space. Variable definitions are given in Appendix A. The estimates in the models are statistically significant at the *10%, **5%, and ***1% levels.

5.6 Critical mass of board gender diversity

The critical mass theory suggests that a certain threshold of female directors in the boardroom is essential for exerting a significant influence (e.g., García-Meca et al., 2022). Specifically, a strand of prior research on the critical mass of female directors argues that the presence of a single female on a board is often perceived as token representation, the inclusion of two females is regarded as a noticeable presence, while the participation of three or more females engenders a commanding and influential voice (Liu et al., 2014). Accordingly, we test the critical mass of female directors by replacing our main independent variable (the percentage of female directors) with three dummy variables that capture boards with one, two, or three or more female directors.

Our findings provide in Table 10 empirical support for the critical mass theory in the context of foreign M&A deals in China. In particular, we observe that the presence of three or more female directors in the boardroom is associated with significant reductions in the acquisition premiums paid for foreign targets. Furthermore, the market reacts positively in the short term to the announcement of foreign acquisitions by acquirers with three or more female directors. In the long term, acquirers with three or more female directors on their boards experience improved operating performance following foreign M&A deals.

TABLE 10. Critical mass of female directors on foreign acquisitions' premium and outcomes.
Descriptive statistics Acquisition premium CAR3 ΔROA Acquisition premium CAR3 ΔROA Acquisition premium CAR3 ΔROA
Mean Std. dev. (1) (2) (3) (4) (5) (6) (7) (8) (9)
One FD 0.331 0.471 0.037 0.011 −0.003
(0.10) (1.63) (−0.35)
Two FD 0.128 0.335 0.037 0.011 −0.003
(0.10) (1.65) (−0.35)
Three or more FD 0.044 0.205 −0.912* 0.076*** 0.018*
(−1.77) (2.77) (1.70)
Control variables Included Included Included Included Included Included Included Included Included
Industry FE Yes Yes Yes Yes Yes Yes Yes Yes Yes
Year FE Yes Yes Yes Yes Yes Yes Yes Yes Yes
N 292 292 292 292 292 292 292 292 292
Adj. R2 0.124 0.083 0.147 0.124 0.080 0.147 0.128 0.183 0.147
  • Note: This table reports the coefficient estimates of OLS analyses of foreign acquisitions' premium and outcomes. The dependent variables are Acquisition Premium, CAR3, and ΔROA. One FD takes the value one if there is exactly one female director on the board, and zero otherwise. Two FD take the value one if there are exactly two female directors on the board, and zero otherwise. Three or more FD take the value one if there are three or more female directors on the board, and zero otherwise. Descriptive statistics (mean and standard deviation) for these three dummy variables are given. All continuous variables are winsorized at the 1st and 99th percentiles. T-statistics are reported in parenthesis. Standard errors are robust and clustered by acquiring firms. The estimation results of control variables are omitted in the table to save space. Variable definitions are given in Appendix A. The estimates in the models are statistically significant at the *10%, **5%, and ***1% levels.

5.7 Board gender diversity and the market reaction to the announcement of foreign M&A using the market model

In Appendix B, we estimate acquirers' CAR over a 3- and a 5-day event window around the announcement of foreign acquisitions deals using a market-adjusted model. We get similar results to Section 4.3, that the market responds positively to foreign acquisitions made by acquirers with more female directors on the board.

5.8 Relaxed sample selection criteria

In Appendix C, we relaxed our sample selection criteria by including multiple foreign M&A deals during the same year and overweighting-contested deals. Our results are all qualitatively consistent with our main findings.

6 CONCLUSION

Considering the debate about and mixed evidence on gender diversity, this study contributes to the diversity literature by exploring the association between gender-diverse boards and foreign acquisition in China and offers three main novel results. First, we show that board gender diversity negatively associates with acquisition premium. Second, we find that gender diversity positively enhances bidder outcomes in the short-term. Specifically, our findings show that a greater presence of female directors on the board induces better market reaction in the short-term, using CAR3 and CAR5 around the announcement of foreign M&A deals. Third, our evidence shows that greater numbers of female directors' representation in the boardroom positively enhances bidder outcomes in the long-term, as measured by buy-and-hold abnormal returns and changes in ROA. Our evidence also shows that independent and executive female directors play a core role in acquirers' wealth maximization.

Our paper contributes to the literature by lending support to the views that female directors on acquirers' boards, on average, are more risk-averse, less overconfidence and, thus, are more likely to avoid overpayment and value-destroying foreign targets. Furthermore, our novel evidence from China expands prior research that the acquirer's board with more female directors experience value creation and better operating synergies in both the short- and long-term after foreign M&A deals. Collectively, our empirical findings emphasize the importance of promoting gender diversity in boardrooms in an effort to improve corporate outcomes.

Our results have several theoretical and practical implications. From a theoretical perspective, our findings on the monitoring role played by female directors, especially those who are independent in the foreign M&A context, are in line with the premises of agency theory. Specifically, the presence of independent female directors reduces agency conflict by assuring managers' involvement in value-enhancing M&A investment decisions. These results are also consistent with the prevailing evidence from other emerging markets (e.g., Black & Kim, 2012; Dahya et al., 2008), that good internal governance practices, such as independent boards, are effective at curbing agency problems, including those associated with dominant shareholders, thereby leading to better performance. Practically, our findings underscore the importance of female directors on the board in the context of M&A activities, which positively affects firm decision-making and strategy transformation, thereby creating wealth gain for shareholders. Furthermore, our study provides important implications for policymakers, especially since investor protection in China is weaker than in developed countries (Allen, 2005), which allows controlling shareholders to confiscate the rights of minority shareholders by means of tunnelling (Bamber et al., 2010), excess consumption of perquisites and perks (Ang et al., 2000) and related party transactions (Berkman et al., 2009). In such a context, it is crucial to examine the best boardroom practices to protect the rights of shareholders. Therefore, our study shows the economic benefit of female directors in the boardroom by reducing agency costs and improving the firm's governance structure. This provides additional evidence-based insights to the debate about diversity on boards, in order to inform policy and to offer practical recommendations for the effective implementation of gender diversity on the boards of companies.

A potential limitation of our research is that results are unlikely to be generalized to developed countries. However, our findings extend results from prior research on developed countries and can be generalized to emerging markets that exhibit some similar characteristics to China. Future studies should incorporate the markets, cultural and regulatory differences between developed and developing economies. Arguably, filling this research gap is necessary to understand whether, and if so how, there are cross-country similarities or differences in board diversity aspects that would affect major corporate choices. Future research could also investigate the impact of board gender diversity on premiums paid for non-public firms. However, our paper cannot examine this research question due to a lack of data available about premiums paid for unlisted acquisitions. Furthermore, future research can examine the potential antecedents of board diversity of non-public acquirers or acquirers from the financial and utility sectors.

ACKNOWLEDGEMENTS

We are grateful to Keith Pilbeam (the Editor), the Associate Editor, and three anonymous referees for helpful comments and suggestions. We thank Musa Mangena (discussant) and participants at British Accounting and Finance Association Annual Conference 2022 (Nottingham University Business School). We would like to thank Andrey Golubov, Tamer Elshandidy, Kirak Kim, Sandy Klasa, Piotr Korczak, Jon Tucker, and participants at Newcastle University Business School, Queen's University Belfast Business School, and University of Portsmouth Business School seminars for their insightful comments and constructive suggestions.

    CONFLICT OF INTEREST STATEMENT

    The authors declared that they have no conflicts of interest.

    Endnotes

  1. 1 It is worth noting that a greater gender diversity can result in some negative consequences (e.g., generating conflicts, co-ordination and communication problems, and increasing labour cost), leading to a negative effect on corporate outcomes (e.g., Terjesen & Sealy, 2016). Refer to Nguyen et al. (2020) for recent extensive review of women on corporate boards and corporate financial and non-financial performance.
  2. 2 It is worth highlighting that limited evidence, however, shows negative market reaction to woman appointments to top executive positions (Lee & James, 2007); and, insignificant market reaction to appointing women to the board (Farrell & Hersch, 2005).
  3. 3 GTA CSMAR database (compared to Thomson SDC Platinum M&A database and DataStream) is a unique, comprehensive database of China stock returns, covering all companies listed on the Shanghai Stock Exchange and the Shenzhen Stock Exchange and it provides relatively more timely updated information regarding the number of acquisition deals and stock returns with fewer missing values (Du et al., 2016).
  4. 4 Focusing only on Chinese listed acquirers enables us to calculate CAR and BHAR variables to test the wealth effect of foreign acquisitions.
  5. 5 Keeping only listed public foreign targets enables us to estimate the acquisition premium paid to these firms.
  6. 6 Our results show similar results when including all multiple foreign acquisitions deals and/or foreign M&A deals with overweighting contested bids in our sample.
  7. 7 The number of observations employed in our analyses is not a possible limitation in this setting (i.e., foreign M&As by Chinese listed bidders) since it is consistent with the practice of others in similar contexts, for example, Du et al. (2016) with 222; Tao et al. (2017) with 165.
  8. 8 Our models employ lagged independent variables to control for possible reverse causality endogeneity (Joecks et al., 2013; Shahab et al., 2020). We further include firm-fixed effects in our equations when appropriate to control for unobserved heterogeneity of a firm-specific and/or time-invariant nature. Thus, this addresses the concern that estimated coefficients are biased due to omitted variables, and time-invariant characteristics such as firm culture, attitudes and/or beliefs that might affect a firm's M&A choices and outcomes (Ahmed & Elshandidy, 2018; Faccio et al., 2016; Mekhaimer et al., 2022).
  9. 9 In Appendix B, we estimate CAR using the market model and get consistent results.
  10. 10 Unreported post-estimation tests of Breusch and Pagan Lagrangian multiplier and Hausman are used to assess the choice between the panel and OLS regressions, where OLS regressions are determined the most appropriate (e.g., Vieira, 2020). In addition, throughout our regressions, we evaluate the effects of multicollinearity by calculating the variance inflation factors (VIFs) for each independent variable. With VIFs less than 10, we conclude that multicollinearity is not a concern in our analyses.
  11. 11 Per the Company Law of China, the board of directors comprises executive directors, non-executive directors, independent directors, and employee directors (http://www.china-inv.cn/chinainven/Governance/Board_of_Directors.shtml). Therefore, 3.6% of females on the board in our sample are attributable to non-executive directors and employee directors.
  12. 12 We discuss the OLS analysis results but note that the results of fixed effects panel analysis are generally consistent with the OLS analysis results. Thus, our empirical findings are less likely to be subject to concerns arising from unobserved firm-specific characteristics and omitted variables.
  13. 13 We further test the impact on the change in the operating performance of acquirers in 2 years pre- to post-effective year of acquisition utilizing changes in return on equity and Tobin's Q variables and obtain qualitatively similar results (untabulated for brevity) to those of Section 4.4.
  14. 14 Following Minton et al. (2014), we also employ three different matching techniques, namely, the five nearest neighbours, Calliper, and kernel and we obtain similar results.
  15. 15 Our results remain consistent for including 2010 to financial crisis period.
  16. 16 We also test the U-shape effect of the critical mass of female directors (unreported for brevity) by using the relative numbers of female directors on the board instead of the absolute number and obtain qualitatively consistent results (e.g., Dobija et al., 2022; Luo et al., 2017).
  17. APPENDIX A: DEFINITIONS OF VARIABLES

    Variables Description
    Acquisition premium [M&A deal value − the target's pre-announcement market value]/the target's market value 4 weeks before the announcement date
    BHAR The acquirer's buy-and-hold returns 24 months after the completion of a foreign M&A transaction
    Capital expenditure The natural logarithm of capital expenditures divided by total assets
    CAR3 Cumulative abnormal returns estimated over a 3-day event window (from 1 day before to 1 day after the announcement date) using a market-adjusted model
    CAR5 Cumulative abnormal returns estimated over a 5-day event window (from 2 days before to 2 days after the announcement date) window using a market-adjusted model
    Cash acquisition deals 1 = whole acquisition deals are paid with cash only 0 = otherwise
    ΔROA The difference between the ROA 2 years after the deal and the 2 years prior to the deal, where t is the effective year of a completed M&A deals
    Deal size Log of the amount paid for the target
    During crisis 1 = years 2008 and 2009, 0 = otherwise
    Female CEO 1 = female CEO, 0 = otherwise
    Female chair 1 = Female Chair, 0 = otherwise
    Leverage Total debt/total assets
    Ln (Assets) The natural logarithm of firm total assets
    Ln Board size The natural logarithm of the number of directors on the board
    Ln (Firm age) The natural logarithm of the number of years of stock listing
    Ln (Cash) The natural logarithm of cash
    Ln Management size The natural logarithm of the number of managers in the top management team
    Ln (1 + sales growth) The natural logarithm of one plus the annual growth rate in total sales
    % Female directors Female directors on board/total board members
    % Female executive Female executive directors on board/total board members
    % Female independent Female independent directors on board/total board members
    % Independent Independent directors/total board members
    Post-crisis 1 = years after 2009, 0 = otherwise
    Stock acquisition deals 1 = whole acquisition deals are paid with stock only, 0 = otherwise
    Regional trend in %female directors Each firm's base-year percentage of females on the board times the annual regional growth of this fraction relative to the base year
    Regional trend in %female executives Each firm's base-year fraction of female executives on the board times the annual regional growth of this fraction relative to the base year
    GDP growth Province-level annual GDP growth

    APPENDIX B: ESTIMATING MARKET REACTION TO ANNOUNCEMENT OF FOREIGN M&A USING THE MARKET MODEL

    CAR3 CAR3 CAR5 CAR5
    (1) (2) (3) (4)
    %_Female director 0.350*** 0.391***
    (7.19) (7.11)
    %_Female independent 0.521*** 0.526***
    (5.74) (5.74)
    %_Female executive 0.258** 0.318**
    (2.52) (2.57)
    Control variables Included Included Included Included
    Year FE Yes Yes Yes Yes
    Industry FE Yes Yes Yes Yes
    N 292 292 292 292
    Adj. R2 0.271 0.233 0.249 0.186
    • Note: This table reports the coefficient estimates of OLS analyses of whether female board representation affects market reactions around announcement of foreign acquisitions. The dependent variables are the CAR3 estimated over a 3-day event window and CAR5 estimated over a 5-day event window using the market model. All continuous variables are winsorized at the 1st and 99th percentiles percentiles. T-statistics are reported in parenthesis. Standard errors are robust and clustered by acquiring firms. The estimation results of control variables are omitted in the table to save space. Variable definitions are given in Appendix A. The estimates in the models are statistically significant at the *10%, **5%, and ***1% levels.

    APPENDIX C: RELAXED SAMPLE SELECTION CRITERIA

    Acquisition premium CAR3 ΔROA BHAR Acquisition premium CAR3 ΔROA BHAR
    (1) (2) (3) (4) (5) (6) (7) (8)
    %_Female director −5.412*** 0.338*** 0.063* 4.079*** −5.820*** 0.330*** 0.069* 4.509***
    (−4.51) (7.87) (1.85) (5.76) (−3.60) (7.33) (1.71) (5.53)
    Control variables Included Included Included Included Included Included Included Included
    Industry FE Yes Yes Yes Yes
    Year FE Yes Yes Yes Yes Yes Yes Yes Yes
    Firm FE Yes Yes Yes Yes
    N 310 310 310 310 310 310 310 310
    Adj. R2 0.162 0.343 0.161 0.261 0.271 0.371 0.241 0.321
    • Note: This table reports the coefficient estimates of OLS (columns 1–4) and fixed effects panel (columns 5–8) analyses of foreign acquisitions' premium and outcomes. The dependent variables are Acquisition Premium, CAR3, ΔROA, and BHAR in columns 1, 2, 3, and 4, respectively. All continuous variables are winsorized at the 1st and 99th percentiles. T-statistics are reported in parenthesis. Standard errors are robust and clustered by acquiring firms. The estimation results of control variables are omitted in the table to save space. Variable definitions are given in Appendix A. The estimates in the models are statistically significant at the *10%, **5%, and ***1% levels.

    DATA AVAILABILITY STATEMENT

    The data that support the findings of this study are available from the corresponding author upon reasonable request.

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