Research On Huge Goodwill Impairment And Transfer Of Interests Of Major Shareholders Under High Premium Mergers And Acquisitions

Mergers and acquisitions can help enterprises achieve diversified development,integration of upstream and downstream resources,improve market share and other purposes.Due to the overheated domestic economy and overcapacity in the past few years,many enterprises joined the m&a wave.Most of them are in the form of high premium mergers and acquisitions.However,with the end of the performance protection period,the operating performance of many acquired enterprises did not meet expectations,and many listed enterprises have taken impairment of goodwill.The wave of goodwill impairment has a certain impact on the healthy development of the capital market.What are the reasons for the high premium mergers and acquisitions and the huge goodwill impairment cases,which need to be answered by the academia.This paper uses the case study method to study the failure of the acquisition of quantong education with high premium.It is found that there are the following factors influencing the appearance of the impairment of the huge goodwill of quantong education: first,the valuation is not standard;Second,the target enterprise valuation is inflated;Third,performance compensation commitment to protect the role of limited;Fourth,the synergistic effect is difficult to play.After deeply digging into the case of quantong education,it is found that there is another mystery behind its high premium acquisition and huge goodwill impairment.From the need of "protecting the shell" at the beginning of listing to the manipulation of the issue price in the merger and acquisition at a high premium,to the use of goodwill impairment for earnings management to cooperate with the reduction of holding and cashing out of major shareholders,all these reflect that the interests of major shareholders are behind the high premium merger and huge goodwill impairment of quantong education.It is hoped that through the research on quantong education in this paper,it can give some enlightenment to merger and acquisition enterprises,regulators and small and medium-sized investors.For merger and acquisition enterprises,the management should be cautious in the selection of merger and acquisition,such as paying attention to the synergies after the merger,reasonably valuing the target enterprise,and making full use of the performance compensation agreement,to avoid the impairment of goodwill.As for the regulators,they should strengthen the supervision of the evaluation agencies and strengthen the supervision of accounting information disclosure related to goodwill.For medium and small investors,they should stay sober enough,not because the merger premium is high and the development prospect of enterprises is good.Investors should return to the value years and stay away from companies that make unreasonably expensive acquisitions.