| In recent years,my country’s industrialization process has accelerated,and great breakthroughs have been made in urbanization.What follows is that the demand for energy continues to rise under the rapid development,and at the same time,my country is also moving forward on the road of economic transformation,which also provides a good development environment for the transformation of the energy structure,and the transformation and upgrading of enterprises and mergers and acquisitions integration.Compete to burst.In 2015 and 2016,the M&A activities of listed companies in my country were relatively active,especially in the context of the explosive growth of the new energy industry.With the inclination of policies,more and more traditional manufacturing enterprises began to move towards the path of transformation and diversification.After 2017,most companies’ performance commitments expired.At this time,due to various factors,my country’s M&A market gradually began to cool down,and the number of M&A events decreased,but performance commitments were still standard in M&A activities.Since mergers and acquisitions involving the new energy industry are often characterized by high valuations and high performance commitments,and the development model of "traditional manufacturing + new energy" has the characteristics of cross-industry mergers and acquisitions,there may be information asymmetry due to different industries.factors in turn lead to merger risk.It is a type of mergers and acquisitions with high performance commitments,and the merger and acquisition of Shanghai Zhengyun is a merger case that simultaneously meets the four elements of mergers and acquisitions in the new energy industry,high valuation,high performance commitment and high risk.It is a typical merger and acquisition case.Therefore,this article will select the case of Luxiao Technology’s acquisition of Shanghai Zhengyun as the research object.In the research of this paper,the related theories of performance commitment,the related theories of enterprise valuation,and the introduction of real option pricing model will be borrowed.The M&A events in the case were sorted out in detail,and the reasons for the failure of their performance commitments were analyzed,and the problems and limitations of using the traditional valuation method-income method in evaluating the value of new energy enterprises were proposed,and a real option binary tree pricing model was constructed to re-evaluate Shanghai Zhengzhou.The ultimate enterprise value.Through the research of this paper,I hope to provide a reference for the merger and acquisition activities of other enterprises in the new energy industry.It is suggested that the acquirer should pay attention to the issue of M&A valuation when merging the target company,make a prudent selection of the target company,compare and select the use of evaluation methods,conduct detailed information investigation in advance,and sign a reasonable performance betting agreement between the M&A parties.Reduce valuation risk.For asset appraisal agencies,different valuation methods should be used to evaluate the value of enterprises and the results should be compared to achieve a reasonable valuation. |