Academy of Management Review, June 2021
Abstract: We examine the role of non-venture private equity (PE) firms as intermediaries in the market for corporate assets. We argue that in order to create and capture value by acquiring established businesses and selling them to corporate buyers, PE firms must possess at least one of three potential advantages: they must be able to identify businesses that are currently undervalued (valuation advantage), they must be able to enhance the intrinsic value of the business (governance advantage), or they must be able to match the business to a more synergistic corporate owner than is immediately available (timing advantage). We discuss why, and under what conditions, PE firms may thus have an advantage in buying, owning, and selling businesses, and derive a set of propositions predicting which targets PE firms are most likely to pursue. Our study thus offers a comprehensive yet contingent theory of non-venture private equity, developing an integrated value-based framework to explain this important and growing phenomenon. In doing so, we also offer new insights into the role of intermediaries in strategic factor markets, especially the market for the buying and selling of businesses.