A Case Study Of Failed Hostile Mergers And Acquisitions

With the gradual development of China's market economy,a variety of mergers and acquisitions flooded the market,mainly divided into two categories: well intentioned mergers and acquisitions and hostile mergers and acquisitions.Among them,the malicious merger is without the consent of the Target Corp management,the acquisition of shares directly through the purchase of shares of Target Corp have most of the shares,and ultimately to obtain control of the company's behavior.Started in the second half of 2015,The event of Baoneng group mergering Vanke is a typical case of malicious mergers and acquisitions.The Firstly,the related theories and methods of malicious mergers are introduced,summarizes the hostile takeover strategy;on this basis,which describes the Boland department and Vanke's background,and the stock market crash,with in-depth analysis of Baoneng group of the incentives of mergers and acquisitions,selected the suitable valuation model of Vanke Group.Compared with the current market value,and combined with the data and theory of decomposition of the Baoneng group merger measures,Vanke's anti takeover measures;secondly,the reasons for the failure of M & a treasure to conduct in-depth and detailed analysis;finally draw inspiration.In this paper,in order to dig treasure can cause acquisition of Vanke,Vanke in mergers and acquisitions before the EVA value was calculated,which was used from 2008 to 2014 Vanke financial statements data confirms Vanke undervalued this conclusion..The main conclusions of this paper are as follows.(1)The reason of failure of the acquisition: First,underestimate the determination and strength of anti takeover is Vanke,Second,underestimate the national development the real economy and virtual economy will inhibit.Third,mergers and acquisitions of enterprise culture,the great differences between the two sides.Forth,violate relevant legal and left risk.Fifth,its economic strength is far lower than the target.(2)Relevant implications for M & A promoters : First,Carefully select and fully understand target corporation.Second,fully grasp the national macro policy and the mainstream consciousness.Third,formulate feasible merger plan.Forth,the merger process is strictly in accordance with the law.Fifth,Look squarely at one's strength and make reasonable judgments.(3)Implications for potential mergers and acquisitions : we should deal well with the relationship between management and shareholders,improve the corporate governance system.(4)Implications for regulators and society : We should conscientiously supervise and guide free competition on the path of compliance.