| In recent years,the tide of mergers and acquisitions of listed companies,the performance of the commitment to become the norm in the market,but at the same time also accompanied by performance commitments are not met with a lot of performance loss.At present,most of the listed companies are using the income method of mergers and acquisitions,and the income approach to a large extent will consider the performance of the underlying business commitments.Most companies in order to promote mergers and acquisitions,will exaggerate the market outlook,given a high performance commitments,the formation of high performance commitments high premium acquisitions.But once the performance is not met after the completion of the merger,a variety of excuses are endless,the macroeconomic downturn,the underlying industry downturn,the main reason for the listed companies to justify.At the same time,the relevant parties in order to avoid the loss of performance compensation conditions,had to modify the terms of performance commitments through various means.In the case of imperfect relevant system,the choice of performance compensation method and the performance of the performance compensation of the acquirer is not the performance of the market is a difficult problem.In 2014 and 2015 for two consecutive years of Steyr performance loss Nobel arbitrarily change the compensation scheme as an example,from the acquirer,the acquirer,three aspects of asset evaluation agencies in the project of mergers and acquisitions,mergers and acquisitions of Steyr comb,analysis of the use of cash compensation and the compensation hypothesis shares causes and consequences.When the performance is not up to the standard,the enterprise will change the compensation scheme at random,and protect the interests of some people,and damage the interests of others.This paper argues that the trend of mergers and acquisitions of major shareholders after the completion of the Steyr company shares pledge can reflect the enterprise capital operation behavior and the real purpose of shareholder merger,these behaviors on the performance commitment targets has certain influence.The analysis shows that the performance of mergers and acquisitions voluntarily by the parties affected,the process of mergers and acquisitions in the acquisition of mergers and acquisitions is too optimistic and toohigh to pay for the price,the acquirer to promote mergers and acquisitions and promised high performance,assessment organization of the market is too optimistic and overestimation of the target enterprise value can affect the performance indicators of commitment.On this basis,this paper puts forward the corresponding countermeasures and suggestions,in order to avoid the loss of performance and the performance of the compensation plan to change the behavior of the random,it is recommended that the three parties involved in mergers and acquisitions should be cautious. |