2.1. Literature Review
In order to promote the strategic deployment of building a beautiful China, how to improve the environmental performance of heavy-polluting enterprises at the micro level has become an important issue of concern to the Chinese government, society, and enterprises at present. Studies have shown that there is a distinction between broad and narrow environmental performance of enterprises, with broad environmental performance referring to the efforts and effectiveness of enterprises in pollution prevention and control, effective use of resources, and reduction of environmental risks [
8], while narrow environmental performance refers to a system of indicators that can be identified and measured by a company through quantitative criteria, for example, the quantitative levels of solid, liquid, gaseous and other types of harmful substances emitted by enterprises in the course of production and operation [
9]. A unified system for measuring environmental performance has not yet been established in academia, and studies have measured the environmental performance of enterprises in terms of environmental investment, pollutant emissions, emission fees, and the existence of environmental violations [
10,
11,
12,
13]. Meanwhile, in terms of factors influencing corporate environmental performance, some studies have shown that corporate environmental performance is influenced by a range of factors including media attention [
14], government regulation [
15,
16], industry competition [
17], corporate technological innovation [
18,
19], corporate productivity [
20], corporate internal management structure and environmental management philosophy [
21,
22].
With the promulgation of the Environmental Protection Law of the People’s Republic of China, how to improve the environmental performance of enterprises and ensure that green production and economic profits of heavy-polluting enterprises develop together has been a challenge to the success of the green transformation of Chinese industries. According to Porter and Vander Linde [
23], in the long term, business development and environmental management are mutually beneficial since the cost savings of enterprises due to technological improvements will offset the increased costs due to green investments. However, in the short term, given the rapidly changing market and limited capital, increasing production costs and foregoing quality opportunities for re-expansion in order to achieve environmental goals will seriously reduce productivity and constrain business development [
24,
25,
26]. In the face of growing social awareness of environmental issues, companies are looking to find and adopt a gradual transformation that balances growth and environmental protection [
27,
28]. Based on Williamson’s [
29] theoretical idea of mergers and acquisitions to acquire cutting-edge technological resources, improve their technological content and achieve technological change, scholars have clearly proposed the concept of green mergers and acquisitions to combine the urgent green transformation needs of heavy-polluting enterprises with the concept of “green” mergers and acquisitions to acquire green technology and equipment and other resources, improve energy saving and emission reduction capabilities, and achieve green transformation [
30,
31]. The concept of a green M&A is defined by scholars as an M&A that is carried out by enterprises for the purpose of acquiring green technologies and equipment, improving energy saving and emission reduction capabilities, and achieving green transformation [
32,
33,
34,
35]. Through the introduction of green targets, companies can not only directly improve their production pollution situation, but also accelerate the emergence of a win–win situation for both profitability and environmental protection through the catalytic effect of new technologies and talents [
36]. In recent years, more and more heavily polluting enterprises have realized transformation and development through green M&A activities or sent good signals to the market to protect the environment and clean production, and green M&As with environmental protection themes have gradually become a hotspot of attention in the capital market [
33,
35]. At the same time, once a company has completed its internal capital accumulation, M&As, to a certain extent, can serve as an important way for the company to expand its scale and improve its resource allocation efficiency and competitiveness [
5,
37]. Green M&As are one of the main approaches to corporate green management and are a broad integration of corporate technology M&As and environmental protection concepts, which are still in their infancy. Initial studies have examined the drivers of green M&As and have identified the influence of environmental regulation, social opinion and internal managerial traits on green M&As [
37,
38,
39].
In summary, academic research on green M&As is still in its early stages, focusing only on the motives of green M&As by enterprises to alleviate regulatory pressure and maintain their image and reputation, but failing to discuss the effects and contributions of green M&As in depth. Therefore, based on a sample of Chinese heavy-polluting enterprises, this paper expands the research on green M&As and green investment driving mechanisms, and through a series of tests, effectively identifies the effects of green M&As on the environmental performance of heavy-polluting enterprises, providing theoretical references and micro evidence for the green development of heavy-polluting enterprises and their strategic decision-making choices.
2.2. Hypothesis Development
Enterprises are the micro-foundation of economic operation and the main body of production and operation in the process of economic development [
40]. For many years, heavy-polluting industries such as thermal power generation and iron and steel have contributed greatly to China’s rapid economic development, but the negative environmental externalities arising from their production processes have also become a barrier to improving corporate environmental performance [
41]. Since environmental protection has been incorporated into the assessment and selection of China’s local government leaders and cadres for promotion, environmental policy regulations have been strengthened and pressure on heavily polluting enterprises to rectify environmental problems has increased. Under strict government regulation and public scrutiny [
2], heavily polluting enterprises that fail to meet emission reduction requirements are not only unable to enjoy policy dividends but may also face high penalties [
40,
42].
This predicament particularly challenges traditional industrial enterprises, which rely heavily on resources, emit high pollution levels and have weak innovation bases [
43]. In order to improve the speed and quality of environmental management, heavy polluters often have only three options: shutting down and reducing production, increasing internal green investment, or implementing green mergers and acquisitions [
44]. Shutting down and reducing production means that the company’s economic efficiency will be hit hard in the short term, which will likely lead to a series of serious consequences, and this strategy will not be considered unless the company has difficulty coping with the administrative efforts of environmental protection [
4]. The in-house green investment will promote the improvement of green technology, which is effective in the long run for the development and green transformation of the company, but in the short term, it is more expensive, less profitable, and includes the risk of R&D failure [
45,
46]. Compared to the first two options, heavily polluting companies prefer the shorter and more direct green M&A approach to acquire green technologies, energy-saving equipment, and other resources of the acquired company in order to quickly reduce pollution emissions and transition to cleaner production [
14]. In addition to the advantages of short lead times and direct results, green M&As have three other advantages. Firstly, through horizontal mergers and acquisitions, companies can easily improve their management efficiency by reallocating resources, and achieving scale and synergy effects [
9]. Secondly, environmental protection has become a hot topic in recent years. According to the theory of attention distribution, green M&A can convey the image of low-carbon production and ecological harmony to the market and the public, demonstrating corporate commitment, gaining “eyeballs” and effectively winning the favor of the capital market [
47]. Finally, green M&A practices are conducive to regional economic growth and job creation, satisfying the economic performance needs of local officials on the basis of improving the regional environment, and are also favored by local policies [
9]. Overall, under the high pressure of government environmental regulation, heavy polluters will tend to enhance their corporate environmental performance through green M&A and alleviate the environmental pressure from the government.
Hypothesis 1. Green M&As by firms in heavily polluting industries will promote improved environmental performance.
So, is a green M&A a stop-gap measure forced by the situation of China’s heavy-polluting companies, or is it a spontaneous act of enterprises to protect the environment? By analyzing the findings of existing studies, we believe that this question should be analyzed on a case-by-case basis. A study by Pan et al. [
14] suggested that a green M&A in response to public opinion is only a strategic tool to reduce external attention, while another study by Pan et al. [
47] suggested that managers who are imbued with Confucian culture can intrinsically motivate heavy polluters to implement green M&As that are both environmentally and economically beneficial. Cao and Ma [
44] suggest that green M&As significantly increase firm value in the year of acquisition.
We believe that the acquisition of technology and talent through green M&As is not a once and for all solution for heavy polluters. At the same time, in the context of the full implementation of China’s carbon emissions trading market, enterprises with a technological first-mover advantage will save more carbon allowances, creating an “innovation compensation effect” [
39,
48]. On the one hand, the country’s heavy-handed approach to tackling pollution makes the consequences of non-compliance by heavily polluting companies disastrous [
43]. On the other hand, there is huge potential and scope for companies to reap economic benefits through energy saving and emission reduction [
49,
50]. In comparison, after acquiring resources through green M&As to build a good foundation, heavy polluters are more willing to choose a strategy that meets environmental regulation standards [
36], change their previous crude development model and take the initiative to implement a green technology leadership strategy to deepen their innovation research to enhance their core competitiveness, corporate value and industry status [
51,
52]. Therefore, we believe that the implementation of green M&A by heavily polluting companies can drive their environmental performance through green technology innovation.
Hypothesis 2. Green M&As by firms in heavily polluting industries will promote improved environmental performance through green technology innovation.
Internal control runs through financial management, capital supervision, sales and production, information communication, and other basic business activities, and is the key to the effectiveness of the enterprise risk governance mechanism, which has a substantial impact on the scientific nature of corporate decision-making [
22]. Good quality of internal control can improve management’s ability to predict, guarantee the effectiveness of M&A evaluation, and reduce M&A risks [
13]. Specifically, high-quality internal control is one of the outstanding manifestations of management’s ability, and management with policy sensitivity, risk prevention awareness, and due diligence tends to pay more attention to the quality of internal control and is more able to notice corporate issues highlighted in internal management reports. Such executives have a long-term vision of development and are able to make more timely responses to the firm’s external environmental policies [
39]. Meanwhile, high-quality internal control can bring accurate internal information, effective safeguard mechanisms, and reliable accounting and financial information to the enterprise. This will provide basic information support for management to measure the enterprise’s ability and predict the implementability and riskiness of the M&A [
21]. In addition, under high-quality internal control, the accounting and financial information of the enterprise has stronger credibility, which will also bring convenience to the assessment work of the enterprise’s external institutional investors and improve the effectiveness of external supervision [
37]. Only after careful investigation and assessment and careful finalization of the merger and acquisition, can we integrate the resources of both parties more quickly after the merger and acquisition, unify the enterprise’s organizational structure, culture and strategic objectives, and truly achieve the purpose of enhancing the performance of the enterprise environment [
47]. Therefore, green M&As are more likely to improve the environmental performance of enterprises with good internal control quality.
Hypothesis 3. Green M&As are more likely to improve the environmental performance of enterprises with good internal control quality.
The unique experiences of business executives, as opposed to demographic characteristics, such as age and gender, can have a particular ‘imprint’ on their perceptions, thought patterns, values and decision-making, which are reflected in their daily work and strategic choices [
53]. As environmental protection is not a quick fix, its long-term, creative and autonomous nature can fundamentally change the environmental values of those working in environmental protection and make them concerned about issues related to the environment [
47]. If the main management staff of an enterprise has been engaged in or participated in environmental protection work or study, it will form an environmental protection ‘imprint’ [
54]. This will significantly increase the environmental awareness of executives and bring a wealth of environmental knowledge and experience to the firm. The CEO is the key decision maker in corporate management, responsible for the planning and implementation of financial, strategic, operational and other important tasks. A CEO with environmental experience will have a stronger sense of social responsibility and will be able to recognize the urgency and necessity of environmental protecting problems in a timely manner [
36]. Under increasingly stringent environmental regulations and potential pollution costs, the executive team of heavily polluting companies often hesitates to make decisions on development and transformation, while CEOs with environmental experience can avoid short-sightedness, become familiar with the national environmental policy faster, reduce the risk of transformation, and highlight the advantages in the process of sustainable and green development of the enterprise [
14]. Therefore, if the CEO has environmental experience, the positive effect of green M&As on corporate environmental performance will be stronger.
Hypothesis 4. If the CEO has environmental experience, the positive effect of green M&As on corporate environmental performance will be stronger.