Research On The Problems Of Performance Commitment Of Bada Landscape In The M&A Of Meili Ecology

Since 2014,there has been a wave of M &A in China’s capital market.High premium M &A is common.According to the relevant regulations,the performance commitment period agreed by the merger and acquisition companies is usually 3 to 5 years.Since 2017,the target companies have entered the performance realization period,and the merger and acquisition sequelae continue to appear,because the target companies’ performance loss caused their own distress listed companies everywhere,and the buyer and the buyer have been in court for performance compensation issues.The frequent occurrence of cases of loss of performance commitment affects the performance of the acquirer and even results in consecutive years of losses facing delisting.The inability to recover performance compensation results in operating pressure.It is a problem that enterprises need to attach great importance to the use of performance commitment agreements in mergers and acquisitions,and also a topic that needs to be solved by the current theoretical and practical circles.In May 2015,in order to help the company successfully realize the transformation of its core business,Shenzhen Meili ecology Limited by Share Ltd(hereinafter referred to as "Meili ecology")acquired 100%equity of Jiangsu Bada garden Limited by Share Ltd(hereinafter referred to as "Bada garden forest")through a combination of cash and share issuance,The performance commitment period is 5 years,Therefore,this paper takes the case of the loss of performance commitment of Meili ecological M &A of Baya garden as an example,and uses a variety of research methods,including EVA research analysis method and fact research method.Firstly,it defines the relevant concepts of performance commitment,explains the theoretical basis of its application mechanism,and summarizes the existing research on performance commitment in the academic community,providing theoretical support for the case study of this paper.Subsequently,the process of merger and acquisition,the content of performance commitment agreement and the achievement of performance commitment after merger and acquisition.Next,through financial indicator analysisIt is found that Meili ecology is difficult to break through the industry saturation due to the difficulties in the operation of the original traditional industries,and chooses industrial transformation and acquisition of Octopus garden in order to improve the operation performance.However,from the perspective of the operation performance after the acquisition,octopus garden has not completed the performance commitment for 5 consecutive years,and Meili ecology has made a large amount of goodwill impairment after the high premium acquisition,which has hit the market confidence,Through the analysis of this paper,we believe that there are many problems to be solved in the process of the case of Meili ecological M&A of Octopus garden,including the significant impairment of goodwill caused by the high premium M &A;after the signing of the gaming agreement,there are many uncertainties in the performance of the merged company,and the performance cannot achieve the promised goal;the merger and acquisition behavior is out of the market,and the focus is on improving short-term performance,The influence factors of industry and policy changes were not considered comprehensively;the synergy effect after the merger and acquisition was not fully developed,etc.Finally,based on the problems found,the author summarizes and refines reasonable and effective suggestions to help enterprises select the target assets for merger and acquisition,agree on performance commitment goals,and focus on long-term development.