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The analysis and Research on selection of target enterprise in enterprise merger

Author: WangLiLi From: www.yourpaper.net Posted: 2010-06-01 14:33:03 Read:
Keywords thesis: mergers and acquisitions; financial analysis;
Abstract: merger with certain operating space in the takeover target selection.As the merging party, in the choice of a merger target can not be blind, random.In order to make the choice of target enterprises more standardized, specific, system, science, the need to focus analysis the industry environment, financial condition, profitability, management ability of target enterprise.
China's current merger market mainstream, mainly of gratuitous transfer of state-owned enterprises for mergers and state-owned assets in state-owned units.On the merger market supply and demand relations, due to the operation of state-owned enterprises generally poor, on the verge of bankruptcy large number of enterprises, a serious imbalance between market supply and demand, many enterprises merger will not find buyers.The annexation enterprise has a certain operating space in a merger target selection, as in the selection of merger merger target, not blind, random.At the same time, the enterprise itself is a kind of can be traded in the property market commodity, as the operation of the commodity investors must understand the value of the enterprise.And how to choose M & A, what kind of method selection has become an important subject of investment.
Analysis of the merged enterprise, must carry on the full market investigation to collect a lot of information, processing and finishing is the premise of target enterprise, the target enterprise main content analysis should focus on the following aspects.
, the industry environment analysis of
The industry environment analysis is mainly aimed at the current stage of development and the industry, the basic situation and competitive situation of industry in the social economic status and role and industry.In the industry analysis we can draw lessons from the theory of product life cycle, the Chaoyang industry can choose to enter, the sunset industries due to market saturation, competition, enterprises must be careful to enter.Considering industry factor, the merging party the specific choice of economic circles about the industry and business industry downturn enterprise.For example, some have the strength, promising enterprises often due to narrow the space to expand, while some poor management, market downturn enterprises have occupied more land and favorable geographical position, then the advantages of enterprises may purchase inferior enterprises for its superior resources in Shangdi.Whether the strategic defensive or strategic expansion can be achieved through internal accumulation and external acquisition in two ways, but in most cases, more favorable acquisition ways.Especially when enterprises are facing changes in the environment and adjust the strategy, mergers and acquisitions can enable enterprises to local rapidly into the relatively faster growth of industry mergers and acquisitions were low, and keep the enterprise M & a market share as well as the existing resources to a large extent, so as to ensure the continuous business profitability.
two, financial situation analysis
On the basis of being and enterprise open to submit the financial statements, analysis of financial statements reflect the operating performance and financial performance.Financial statement itself can be regarded as reflected through the business activities of the enterprise process results to describe the enterprise value report.The enterprise through the analysis of financial statements the target enterprise's further grasp the specific situation of enterprises merger and acquisition.
(a) analysis of the main project report
1, the balance sheet is an accounting statement reflects the enterprise in a certain point through the financial situation to reveal the value of the enterprise.But it is historical cost reflects the enterprise obtain the assets, liabilities and net assets value.Therefore, it does not satisfy the enterprises associated with the various stakeholders need.Therefore, the enterprise merger willingness will be the historical cost balance sheet adjustment is the present value of the balance sheet, namely all sorts of assets to the enterprise has a practical value and investors have realistic enterprise value share analysis.
2, the profit and loss statement is to reveal the enterprise value enterprise during a certain period by reflecting the profitability of accounting statements.Because the corporate value in addition to represent available enterprise value of the assets and capital outside, can also be used to corporate earnings and future cash flows discounted value to represent, represented by this way is the value of the economic value of the business.Enterprise economic value to the merger will enterprises is very important.
3, the cash flow statement reflects the enterprise the inflow and outflow of cash status report.Enterprises through the inflow and outflow of the historical comparison and peer comparison, can get meaningful information.It's for a healthy growing company, operating cash flow should be positive, cash flow for investment is negative, the cash flow from financing activities are with positive and negative.
(two) solvency analysis
In addition to the goal enterprise report related analysis, can also carry out more detailed studies using specific indicators.Through the comparison of these indexes and other companies in the same industry, in the overall grasp and financial status and operation of enterprises.
1, liquidity ratio.It is the ratio of current assets divided by current liabilities.It may reflect the short-term debt-paying ability, enterprise ability to repay short-term debt, to see how much short-term debt and how much can be realised debt-servicing assets.The more liquid assets, the less short-term debt, the solvency of the stronger.If the use of current assets to repay all current liabilities, the enterprise surplus is working capital (current assets current liabilities = working capital), the more working capital, unable to repay short-term debt risk is small.Therefore, the number of working capital can reflect the ability to repay short-term debt.Generally, 2 is the minimum liquidity ratio reasonable production enterprises.This is because liquidity liquidity in the worst stock amount accounts for about half of the remaining assets share, greater mobility of liquid assets of at least equal to current liabilities, the short-term solvency will be guaranteed.If the target of the enterprise below this ratio, the goal of enterprise short-term debt too much.At this time, enterprises must analyze the reasons.Because of the target enterprise M & A is the loss of enterprises, mergers will enterprises according to the analysis of the flow rate in the short term to consider whether there are enough capital to repay the.
2, quick ratio.It is deducted from the inventory portion from the current assets, then divided by the ratio of current liabilities.Usually considered normal quick ratio was 1, lower than the 1 speed ratio is considered low short-term debt-paying ability.This is only the general view, because of the different industry, quick ratio can have very big difference, there is no uniform standard for the quick ratio.For example, the use of a large number of cash sales shops, almost no accounts receivable, quick ratio is less than 1 is normal.On the contrary, some of the accounts receivable of enterprises more quick ratio may be greater than 1.The target enterprise which requires enterprises to further the merger, further analysis of the accounts receivable liquidity.Because the book of accounts receivable is not necessarily can be turned into cash, the possibility of bad loans than the bad debt provisions more juice.At the same time, as the project construction unit seasonal changes may also make statements of accounts receivable amount can not reflect the average level.The enterprise according to the actual circumstances in a specific analysis of specific reasons, so as to avoid misleading to yourself.
3, the rate of assets and liabilities.It is the percentage of total liabilities divided by total assets.It can explain the total assets in what proportion is financing through debt, can also measure the merger and acquisition of enterprises to protect the interests of creditors in the liquidation of the extent of.The rate of assets and liabilities to measure enterprise mergers and acquisitions, mergers will be to understand the enterprise through the cost of capital.Rate of more than pay interest rates because of loan in enterprise income of all capital profit, the profit will increase.On the contrary, using all capital gains rate will be lower than the loan interest rate, is bad for business, because the borrowed capital excess interest should be used to make up for the income share of the profits.At the same time, enterprises can also be seen through the analysis of existing problems of target enterprise business activities.If the target enterprise debt beyond the psychological level, creditors, enterprises will not be able to borrow.If the enterprise is not debt, or the debt ratio is very small, that companies hesitate to press forward, the lack of confidence in the future, ability of business activities using the creditor capital.To provide data for the goal of enterprise improvement.
4, total assets turnover.It is the ratio of sales income and the average total assets, which is equal to the total assets turnover rate of sales income divided by average total assets.The index reflects the total assets turnover rate.Turnover is faster, stronger ability to reflect the sales.Enterprises through the small profits but quick way, accelerating asset turnover, increase the absolute amount of profit.We can see the income situation, the total assets of the target enterprises can go back more, that firms with fewer assets revenue ability is stronger, and the worse.Enterprises can find the reason, is not out of stock turnover, or for reasons of idle assets and aging, the enterprise should choose the capital structure target of enterprise according to its own situation.Is to improve the inventory backlog or improve asset production capacity, these enterprises should be taken into account in the merger and acquisition issues.
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