| The 20 th National Congress of the Communist Party of China clearly pointed out that we should continue to deepen the reform of state-owned enterprises,further optimize the layout of state-owned economy,focus on the efficient allocation of resources with "strategic restructuring" and "professional integration" as the starting point,so as to make state-owned enterprises stronger,better and bigger.In the face of both domestic and international competition,deepening supply-side structural reform as the main line and promoting the merger and reorganization of state-owned enterprises will help enhance their competitiveness,innovation and influence.Therefore,this thesis takes the merger of Baosteel and Wisco as the case,analyzes the motivation(why merger),path(how to merger)and performance(effect of the merger)of the merger through literature research and comparative analysis,and draws the research conclusion and suggestion,hoping to provide reference for the merger and reorganization of state-owned enterprises.Based on the Synergistic Effect Theory,Transaction Cost Theory,Optimal Capital Structure Theory and Economic Scale Theory,this thesis first establishes the path of state-owned enterprise M&A affecting enterprise performance.Secondly,it introduces the development process and present situation of state-owned enterprise merger;it then analyzes the specific situation of BAOWU case,and analyzes the motivation of the merger of Baosteel and Wisco from the perspective of national policy promotion,steel industry drive and enterprise’s own development.Thirdly,the thesis studies the specific path of the merger of Baosteel and Wisco affecting enterprise performance: from the aspects of horizontal industrial restructuring affecting enterprise resource integration efficiency path,absorption merger affecting enterprise operating cost path,stock exchange payment merger affecting enterprise capital structure path.Finally,the financial index method and non-financial index method are used to analyze the performance of the merger of Baosteel and Wisco,and the entropy method is used to verify the financial performance.Through a detailed analysis of the merger case of BAOWU,it is found that:(1)After the merger,the financial performance is good,and the solvency,profitability and growth ability are far beyond the average of the industry,but the operation capacity needs to be improved.(2)The non-financial performance of BAOWU has been greatly improved after the combination of strong and strong companies,which is not only in line with the development of the enterprise itself,but also in line with the national strategic policy and industry development trend.(3)Through the study of the path of the merger of Baosteel and Wisco,it is concluded that three specific paths affect enterprise performance,and horizontal industrial restructuring improves the efficiency of enterprise resource integration;Absorption and merger reduce the operating cost of enterprises,improve the management collaboration ability;Mergers and acquisitions increase corporate equity and reduce corporate debt and cash outflows.This thesis puts forward the following suggestions for the merger of state-owned enterprises:(1)At the enterprise level,the enterprise should choose the appropriate merger object and merger mode,maximize the synergistic effect,and create benefits for the enterprise.In addition,the integration should be strengthened to truly achieve "integration",rather than formal "merger";(2)At the national level,the power of the capital market should be given full play to improve the external economic conditions,so as to provide a good market environment for the merger of state-owned enterprises and improve the merger efficiency of state-owned enterprises. |