The Determination Of The Stock-swap Ratio And The Research Of The Related Issues In The Enterprises’ Convertible Mergers And Acquisitions

Convertible merger is to use the shares as a means of payment to make a purchase, is the rapid expansion of business scale, a reasonable allocation of resources is an important means to ease the financial pressure on corporate mergers and acquisitions. In 2002, the "acquisition management practices of listed companies," the official China promulgated the law convertible acquisition mode, standardization, and the arrival of the global circulation of the times, it is in the country set off a wave of mergers and acquisitions. However, due to China’s securities market is not perfect, the listed company’s financial information is also a lack of transparency, the market can not be completely effective, and therefore the process of mergers and acquisitions, business valuation and target the exchange ratio to determine whether the enterprise merger scheme reasonable, related to the protection of the interests of minority shareholders, but also affect the healthy development of China’s securities market.Midea China A-share market means that the appliance industry’s largest listed company was born, opened a new era of China’s home appliance industry mergers and acquisitions listing. Midea Group convertible merger’s success as a showcase for China’s home appliance market, providing a reference for other listed companies.In this paper, the case study method, by drawing on the relevant exchange ratio determined target valu ation research at home and abroad, for the US group convertible merger exchange ratio method and the res ults of the assessment to determine the value of the target company GD Midea’s convertible program verify, analyze and acquisition scenarios cash option, determine the reasonableness of the overall convertible mer ger scheme. Again through the comparative analysis of financial indexes before and after the beauty of the group’s overall listing, examining the financial effect group the acquisition of beauty, find out the acquisition problems and puts forward suggestions for future mergers and acquisitions, to provide some reference.