Research On The Valuation Of Mergers And Acquisitions Of Listed Companies Under The Background Of Performance Commitment

With the continuous expansion of China’s enterprise asset scale and the development of capital market,M &A has become a way for many listed companies to seek business expansion.In recent years,with the continuous development of China’s M &a market and the continuous expansion of the transaction amount of a single M &A case,high premium M &A has become the norm.High performance commitment is one of the main reasons to promote the false high evaluation value.The purpose of performance commitment is to standardize the development of M &a market and safeguard the interests of investors.It is not only the protection of the acquirer,but also a constraint on the acquiree.However,with the continuous occurrence of M &A events with high performance commitment and high premium valuation,performance commitment gradually loses its original significance and has become a means to boost the overvaluation of assets.With the expiration of the performance commitment,the performance of the acquired company changes its face,refuses to fulfill the performance commitment and arbitrarily changes the compensation scheme.Therefore,the actual operating performance of enterprises behind the overestimation is not satisfactory,and the phenomenon of performance failure has a negative impact on the M &a market.Aiming at the problems existing in asset evaluation in China’s current M &a market,this paper studies the value of M &A under the background of performance commitment.By means of case study,this paper selects high premium M &A events in the new energy vehicle industry,and analyzes the current situation of value evaluation,performance commitment and performance of Oriental Seiko’s M &A of Prader.It is found that high performance commitment affects the enterprise value of M &A companies,pushes up the company’s share price,causes the company to form a huge impairment of goodwill,and improves the financial risk faced by the company.At the same time,this paper analyzes in detail the problems existing in the process of enterprise value evaluation by asset evaluation institutions,mainly including high valuation premium,the use of income method without considering performance commitment factors,and ignoring industrial policy changes and corporate risks.On this basis,an improvement scheme is proposed to solve these problems,and the M &a value of Prader is re estimated.In the process of re evaluation,it is mainly to incorporate the performance commitment into the existing income method evaluation model,improve and study some elements in the income method,standardize the unreasonable situation of "overestimation,high premium and high performance commitment" in the field of M &A,optimize the existing M &A evaluation methods,and promote the benign development of M&a business.The study found that in mergers and acquisitions with performance commitments,the premium rate of asset appraisal is usually high,resulting in high goodwill,while the use of the improved income method to form mergers and acquisitions premium for asset appraisal is more reasonable.In the improved income method,the impact of performance commitment on enterprise value is fully considered,and a three-stage evaluation model is used to evaluate the value of high performance commitment enterprises.In terms of income,pay close attention to the impact of macroeconomics and national policies on the evaluated company,and make cautious forecasts on the company’s income by considering the difference in performance pressures faced by companies in the commitment period and non-commitment period;On the other hand,since the risks of companies in the commitment period and non-commitment period are different,and there is a tendency to delay entering the stable period,the specific forecast period should be extended and divided into performance commitment period,non-performance commitment period and stable period.In addition,different discount rates are used in different periods,so that the discount rate is more in line with the risk trend of the enterprise.The study found that the improved income method is more in line with the true value of the enterprise,and the recognition of goodwill is more accurate,thereby avoiding the risk of huge goodwill impairment.