Study On The Procedure Of Merger And Acquisition In Enterprises

Corporation merger and acquisition is a kind of property right transaction action, which occurred consciously in the condition of marketing economy, which is an infallible consequence. The marketing economy are being constantly developing and perfected in today's china, the importance of our task is to set up the modern enterprise regimentation and to conduct further reform to the state-owned enterprises, but the result is not favorable. It should be recognized that the state-owned enterprises' reform is a complicated problem, and there exist many ways to solve it. Merger and acquisition is a fairly good way to adjust the industrial structure, to improve the enterprise's capital framework and realize the low-cost expansion, also a crucial method to actuate the state-owned assets, additionally merger and acquisition are also applicable to other enterprises in china.This paper begins with the developing background of merger and acquisition, and proves the necessity of merger and acquisition study in china from the angles of government macroscopic policy, the problems of enterprises and the developing tendency of it respectively. Then the author looked back the history of merger and acquisition development in china and abroad, on the basis of introducing and analyzing the theories concerning merger and acquisition, mainly discussed the significant factors affecting the success of enterprise's merger and acquisition: the analysis and evaluation of objecting enterprise-the confirmation of the acquisition price, the choice of the payment and the conformation of finance way. It is expected that these would be meaningful to improve the rate of success of the merger and acquisition in china. Finally this paper analyzed a new channel for finance in merger and acquisition-leverage buyouts.In the analysis and evaluation of the objecting enterprise's value, this paper concretely introduced the cost method, the market comparing method, the cash flow analysis method that have few dispute in the world. Furthermore, the author conducted the application research on the cash flow discount method in the evaluation of enterprise value by Rappapot model, drew the conclusion that the application of cash flow discount method is feasible and worthy. In the analysis of choosing the payment ways, this paper used quantitative analysis to see which ways of payment could maximize the value of shareholders, provided an operating way for the choice. Regarding the choiceof finance way, this paper confirm a most favorable capital framework for the enterprise as to set a base to maximize the enterprise value through the deep analysis of different theories. Finally this paper conducted the quantitative analysis through the model calculation in the leverage buyouts analysis.