| At present,China is in the period of adjustment of economic reform and transformation,and the pace of transformation of all kinds of enterprises is gradually accelerating.It is difficult for pharmaceutical enterprises to achieve rapid profit growth in the short term by virtue of their own operation.In order to achieve better development in the increasingly tense market environment,M&A expansion provides a new way for their survival and transformation and upgrading.At the same time,our country has issued various policy documents to encourage strong combination and merger and reorganization in the pharmaceutical industry,to promote the tilt of resources to superior enterprises,and to increase the concentration of pharmaceutical industry.During this period,an innovative M&A mode,which is jointly set up by listed companies and PE institutions,has emerged and attracted market attention,and has gradually been widely used by listed companies.The fund closely revolves around the management and strategic planning of listed companies to screen the subject matter of M&A and follow up the acquisition activities.After the integrated management reaches a certain standard,the listed company carries out the secondary M&A,which effectively reduces the risk and improves the efficiency of M&A.Under the dual role of the market economy environment and the guidance of national industrial policy at the present stage,there are more and more cases for listed companies or their related parties joint private equity funds to set up industrial buyout funds,their development situation deserves special attention.In the form of specific cases,this paper expounds the specific motivation and implementation effect of setting up industrial buyout fund for listed companies.First of all,this paper summarizes the research of domestic and foreign scholars on the establishment mode,development motivation and economic consequences of buyout funds,and looks for the space for research expansion based on the theory of synergy,information and signal,and the theory of sequential financing.Secondly,this paper introduces the industry development of this merger,the main participants of this merger andacquisition are Boya Bio,the subject of the acquisition of Xinbai Pharmaceutical,the basic situation of the Industrial Buyout Fund Yikang,and the process of completing the final acquisition of Xinbai Pharmaceutical by Boya Bio.Thirdly,this paper makes a concrete analysis of Boya Bio’s M&A from three aspects: the motivation,the function and problems and the effect of buyout implementation.Based on the analysis,this paper thinks that Boya Bio set up an industrial buyout fund to implement M&A is based on the way of industrial buyout fund to lock in the target enterprises in advance,to ease the financing constraints and reduce the risks in the process of M&A.On the other hand,based on its strategic planning development needs,into the orthopedic and gynecological medicine field,improve the overall efficiency of the company.This paper focuses on the role and problems of buyout fund in M&A transaction.On the one hand,it plays the advantages of introducing strategic partners,relieving the financing pressure and stabilizing the control rights of listed companies.On the other hand,it also analyzes the problems existing in the process of M&A from three angles: industrial buyout funds,minority shareholders and listed companies.This paper comprehensively evaluates the effect of the M&A through event research method,financial index method and EVA model,and Boya Bio has obtained a better market response,boosted short-term performance,and also greatly improved its long-term performance.Finally,according to the above analysis,the paper puts forward some countermeasures and suggestions for the potential problems exposed by buyout funds in the process of M&A,mainly from three aspects:buyout funds should strengthen the integration and cooperative management after M&A,the government should strengthen the supervision of information disclosure,the listed companies should make use of their own advantages to revitalize the main business.At the present stage,most of China’s industrial buyout funds are still in existence,and some listed companies set up industrial buyout funds only to use this gimmick to carry out value speculation,in the follow-up operation process without any M & A and investment matters,gradually reduced to“zombie funds”,the real realization of the establishment,financing,investment decision-making,post-investment management and exit from this complete closed-loop cases are few.This paper provides some theoretical guidance for listed companies or their related parties to use industrial buyout funds through theestablishment of buyout fund for pharmaceutical industry by Boya Biological Union PE.At the same time for listed companies to achieve new profit growth and strategic transformation and upgrading to provide some experience.It is hoped that through the research and analysis of this case,it can provide effective and feasible case reference for other companies and other capital parties that carry out mergers and acquisitions through industrial buyout funds,and effectively avoid the risks in it,so that listed companies can better use and promote this way in the future. |
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