| Recently.China has entered a fresh development stage of supply-side structural reform.Driven by both policy and technology.the traditional industry growth is weak.Our capital market ushered in a boom of traditional enterprises cross-industry mergers and acquisitions of new high-tech enterprises.Performance commitment is widely used as a valuation adjustment mechanism.However,in practice,the drawbacks of the performance commitment mechanism are constantly exposed,and the huge industry span between the two sides of the merger further magnifies the risks and contradictions behind this mechanism,resulting in frequent M&A failures.Therefore,we should rationally measure the risk offsetting role played by performance commitments in cross-industry M&A,which is of great significance to the risk analysis caused by it in the cross-industry M&A.On the basis of combing the previous research viewpoints,theories and methods,this paper selects as the research object a typical case of Z Company,a traditional retail enterprise,achieving strategic transformation by acquiring three communication enterprises across industries during the merger boom in the capital market.Firstly,the process of cross-industry M&A is introduced,the motivation behind the signing of high premium and high commitment agreements is explored,and the HHM framework of performance commitment risk analysis is constructed in combination with the segmentation identification method of M&A activities to identify the risk elements in different implementation stages of performance commitment.In the process of risk assessment,the fuzzy analytic hierarchy process is used to build the risk assessment index and establish a scientific and perfect index evaluation system.Based on this,a questionnaire survey method was used to obtain experts’ measurement and evaluation of the risks existing in various indicators,achieving quantitative research on qualitative issues,and ultimately proposing preventive strategies for risks at various stages according to the risk assessment results.Through case studies,this article concludes that:1)in the process of M&A,there are different degrees of risks hidden before the performance commitment period,signing stage,mid-term and post-period.In this case,the risk after the performance commitment period is the most significant.among which the risk caused by the loss of control of subsidiaries should be taken seriously.2)Although the performance commitment mechanism can guarantee the effective implementation of cross-industry M&A to a certain extent,however,the risks brought by the unreasonable mechanism can directly lead to the failure of asset restructuring.3)Fuzzy hierarchical analysis can better assess the risk of corporate performance commitments.Performance commitment risk is affected by multiple factors,and fuzzy hierarchical analysis can realize the integrated use of experts’ assessment results while modeling risk factors in a hierarchical manner,which can reflect the overall risk of performance commitment agreements and quantify the importance of each risk,provide management with intuitive judgment data,and is an effective tool for risk avoidance decisions. |
