| In the era of rapid development of national economy,the competition among enterprises is becoming more and more intense,and the development of enterprises can rely on their own advantages and external resources.In addition,M & A is also a common means for enterprises to expand scale,help Enterprises to integrate resources.On the one hand,our countrys M & A market is still in the initial stage,the theoretical research has lagged behind,always following the foreign research pace,although in the traditional M & A payment has been improved,performance compensation and bond payment are introduced,but in the actual M & A market,the traditional payment methods are still used,including cash payment,share payment and hybrid payment.On the other hand,after the financial crisis,the M & A market has been growing rapidly,the number and scale of M & A in our country have been increasing continuously,but the common means of M & A payment have not been innovated obviously,and the payment method is relatively unitary compared with foreign countries,in the market downturn,the interests of both sides of the merger and acquisition demand difficult to be balanced.In 2018,the CSRC issued a document,hoping to increase the flexibility of M & A transactions,promote the conclusion of deal negotiations,and add game mechanism to the M & A market.The implementation of the pilot program of the directional convertible bond payment tool can ease the pressure of paying cash and share issuance,and it is a new payment tool that can make up for the shortcomings of the cash payment and share payment,as a means of payment in M & A is becoming more and more necessary.As a company that issued directional convertible bond earlier after the introduction of the Securities Regulatory Commissions policy,this paper makes a detailed analysis of the M & A of huaming smart directional convertible bond by means of case study.Firstly,it combs the theoretical knowledge and literature involved,and analyzes the specific use of the payment of directional convertible bond and the risk of the payment in M & A.Combined with the related concepts and theories of directional convertible bond,the explicit directional convertible bond can make the enterprise more flexible in making M & A plans,and make the M & A market more active,this paper expounds the research background and significance.Secondly,according to the time sequence,combined with risk-sharing theory and incomplete contract theory,the paper analyzes the issuing risk of directional convertible bond and the existence risk of the term-setting risk in the early stage of convertible bond payment,in the follow-up enterprise management process,the directional convertible bond payment may face financial risks,such as non-convertible shares due risks.This paper introduces the basic operation of huaming intelligence and cohesion technology,analyzes the purpose of the M & A transaction,describes the M & A process and results,and introduces the payment scheme of the M & A transaction,for the following detailed analysis of huaming smart directional convertible bonds M & a risk and preparation for prevention.In the part of case analysis,first of all,identify the risk of huaming smart directional convertible bond M & A.Secondly,using AHP to calculate the weight of risk factors and fuzzy comprehensive evaluation to evaluate the high risk of non-convertible stocks in future.Finally,the author analyzes the causes of the risk and puts forward some preventive measures,such as adding the compulsory share conversion clause and the upper revision clause.This paper studies the case of huaming intelligence using directional convertible bond M & A cohesion technology,and thinks that directional convertible bond payment can promote enterprise M & A,but the risks should be prevented and the terms of convertible bond should be set reasonably,fully consider the attributes of payment tools and their own financial situation closely,select appropriate payment methods for other companies with M & A plans to provide reference. |