An Analysis Of Merger Motivation And Performance Between Friendship Shares And Bailian Shares By Stock-exchange And Absorption

The activity level of the m&a market is an important indicator of resource allocation efficiency.Through mergers and acquisitions among enterprises,managers can be replaced to improve the operating performance of target enterprises and realize the synergistic effect of mergers and acquisitions.In recent years,there have been more and more cases of enterprises merging in our country,and many enterprises have achieved the goal of making large economic scale and optimizing resource allocation by acquiring and merging.Among them,the merger process has received wide attention due to its special status and large scale of assets.Mergers and acquisitions among enterprises have become an important means to adjust the allocation of resources in market economy activities.From the first multinational companies to Chinese companies,Chinese companies have now gone out of their way to explore overseas mergers and acquisitions.On the other hand,the merger and reorganization of the group and industrial integration are also currently the main forms of Chinese enterprises.Through mergers and acquisitions,enterprises can accelerate their own development,improve the internal structure of the company,improve the overall market competitiveness,and expand market share.Under the same control,the merger and acquisition merger is a kind of merger,which has the characteristics of ordinary m&a and its own characteristics.This way of merging can quickly expand enterprise production scale and market share,reduce the number of competitors,the enhancement enterprise's market dominance,and can solve the contradiction between market finiteness and expanding industry overall productivity.Theory research should follow the development of the society,about the motivation of company under the same control enterprise merger,the reasonable choice of payment,and combined to produce the problem such as overall synergies,to better understand under the same control absorption merger has important practical significance.In this thesis,we chose the merger of Friendship shares and Bailian shares of the two listed companies,which belong to Bailian Group,as the research object.The aim is to study the motivation,payment method and effect of the merger activity under the same control.Taking theFriendship joint-stock company of Bailian group company and Bailian company as an example,it mainly adopts the research methods are theoretical analysis,case analysis and comparative analysis.Based on the basic research ideas of "presenting problems-analyzing problems-solving problems",the paper is based onsummarized and the literature on the absorption and absorption of the shares under the same control at home and abroad.This paper analyzes and elaborates the content,characteristics,motivation and basic theory of the merger of exchange shares from the theoretical level.By introducing the process and results of the merger and acquisition of bailian shares,the reasons for the merger result are analyzed.Combined with friendship shares before and after m&a and bailian shares the change of the financial indicators and non-financial indicators for performance analysis,come to the conclusion that to other companies are under the same control share swap absorption merger a reference and reference.In this article,through analyzing the friendship shares the same shares bailian group control following company's case,aims to explore under the same control group internal exchange m&a motivation as well as the performance of the enterprise after the merger,Summed up under the same control enterprise by way of a share swap absorption merger acquisition unit experience,or in the future for are ready for under the same control provides the reference for the company of a share swap absorption merger and enlightenment.The thesis is divided into five parts.Introduction: firstly,the research background and significance of this paper are expounded.Secondly,introduce relevant domestic and foreign literatures.Finally,the research content and research methods of this paper are introduced.Part one: the theory of mergers and acquisitions and their effects.This part introduces two aspects,one is to summarize the concept,type,motivation and three theoretical basis of m&a: scale economy effect,enterprise development effect and market share effect.The second is to introduce the performance evaluation indexes and methods for the merger and acquisition of shares.The performance evaluation index includes the ability index,operating ability index,profitability index and development ability index;The performance evaluation method takes two kinds of financial and non-financial indicators.Part two: a brief introduction of friendship shares.First,the basic profile of m&a enterprises is introduced.Because it is the merger of the company under the same control,the basic information about the controlling shareholders of bailian group,siphon friendship shares and the bailian shares is basically introduced.Secondly,the merger plan and pricing are introduced.This part mainly includes three aspects,one is to introduce the m&a background,the other is to introduce the specific plan of the merger,and the third is to introduce the pricing principle of the merger.Part three: the analysis of the motivation of the friendship share merger.The motivation of each stakeholder is analyzed.Part four: the effect analysis of the friendship share merger.By means of the acquisition over five years in the financial index of comparative analysis to analyze the acquisition of economies of scale,management synergy,financial synergy and adopt the share swap absorption merger brings to the enterprise effect is analyzed.Finally: come to the conclusion through the merger of new friendship in the scope of business,asset size,profitability,solvency and operation ability are improved,and at the same time as the effect of the mergers and acquisitions of listed companies in China.