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Discussion on the influence factors of enterprise merger and acquisition effect and Countermeasures

Author: ZhaoXiangZhong HeJinHua From: www.yourpaper.net Posted: 2010-06-01 23:25:38 Read:
[Keywords] merger and acquisition of enterprises core competitiveness the whole house
[Abstract] with the growing trend of economic globalization, the international competition is more and more fierce, enterprises pursue rapid expansion to enhance their competitiveness, then set off a wave of M & A, but the historical data shows, most of the enterprise merger and acquisition activity ended in failure.This paper firstly analyze the factors effect the merger and acquisition, and then put forward the improving suggestions of enterprise merger and acquisition effect.
Merger and acquisition, merger and acquisition mampa.In recent years, the wave of corporate mergers and acquisitions in the world be raging like a storm.M & A refers to the role of market competition mechanism, the acquirer for acquiring control right by the acquirer, paid to buy the acquirer of part or all of the property, in order to realize the asset management integration, is the enterprise according to the development strategy, the pursuit of the maximization of enterprise value, an effective mode of capital operation to accelerate the development of.
, M & A factors influence the effect of
(a) the motivation of M & A
(1) the government to promote mergers and acquisitions, largely due to reduce the loss of state-owned enterprises, reduce the financial burden of the government, enterprises in a passive state, although the acquiring party get preferential policy or land resources from a certain extent, but if the merger and acquisition behavior against the objective law of market orientation, the effect will be. With the acquisition of two of the original.
(2) access to resources.The advantage of enterprise merger and acquisition of inferior enterprises is to obtain the better land resources, efficient management team, intangible assets of excellent staff or expertise and know-how, trademark, brand etc..
(3) to build enterprise, realizes the enterprise fast growth.The enterprise through the horizontal and vertical combination to achieve economies of scale and marketing advantages, reduce costs, improve the technological development capability and production efficiency of the.
(4) to obtain preferential policies, tax avoidance.Governments around the world to improve the economic development of the region, are given various preferential policies on Enterprise M & A.Through the acquisition of a considerable amount of loss-making enterprises, mergers and acquisitions can transfer the surplus to the losses of the enterprise, the tax losses deferred terms to achieve the purpose of tax avoidance.
(5) the need of long-term development strategy.As considered from the rational level of economy of scale and scope, or in order to capture the market opportunities, mergers and acquisitions of an emerging industry in the poor management of the enterprise, not only reduces the cost of enterprise development, and open up a new market for the development of enterprises.Through different business related to low level can disperse risk, stable source of income, enhance the security of enterprise assets.
(6) management utility maximization motives.Phase separation of ownership and management in the enterprises under the condition of stability, managers care more about their rights, income, social prestige and position, to expand the scale of enterprises through mergers and acquisitions, to increase their income and improve the security level of occupation.This motive to easily lead to mergers and acquisitions objective need to ignore market and enterprise feedforward work.
( two) industry chain relation between M & A and enterprise M & A
Peters and Wortmann's "the pursuit of excellence" one book has conducted the research to the 75 outstanding company in the United States, points out that extended to various fields at the same time, close to the old profession enterprise, performance is always the best result to related fields; in the second is the enterprise: the least successful enterprises, generally speaking is the management of those companies all kinds of the.Lumet published the "diversification strategy and performance" by the latest data and longer statistical resources once again demonstrated in various types of enterprises: strategy, diversification and vertical integration of the performance is the worst; the best correlation intensive performance of diversification, followed by the dominant intensive, dominant diffusion, diffusion, a single business.In 1987, points out Potter published a study of 1950 ~ 1986 years 33 big American enterprise diversification of the results of statistical analysis, through mixed mergers unrelated diversification failure rate is the highest, those acquisitions than the industry 74% due to loss to sell up.
(three) financing
(1) leveraged buyouts, mergers and acquisitions is essentially borrowing.Merger of enterprises based on their own little cost, and then from the investment banks or other financial institutions to raise, borrowing a lot, enough funds for the acquisition activities, income of the company after the acquisition (including the auction of assets of the business interests) just to pay arising on the acquisition of specific cases of debt, so to achieve with very little money to earn high the goal of profit.Its characteristics are: high risk, high income, high skill.
(2) Debt-for merger.The merger of enterprise assets is less than or equal to the debt.The enterprise can bring some realistic interests, which is the most direct and the avoidance of concessions annexed enterprises debt and management.
(3) stock exchange merger.Refers to M & A in his own party in exchange for shares issued shares of mergers and acquisitions, mergers and acquisitions or by exchange of net assets of the enterprise to obtain a merger control of mergers and acquisitions were.This approach may dilute the value of company stock in the short term, but in the long run than a leveraged buy-out risks to small.
(four) fit the organization
The merger of enterprises facing restructuring and cooperation after two tasks.Reorganization is the merger and acquisition transactions, is to use the market mechanism, through some business units will merger enterprises in the transfer to a more suitable buyers to benefit; coordination is the post-acquisition integration process is shared by both parties, the ability and knowledge.Transfer and diffusion to create value, which is dependent on both sides of the adjustment and cooperation to achieve added value.
(five) human resources and cultural collision
Mainly refers to the emotional integration of merged enterprises both personnel and stabilizing employees.Smooth transition of retention of mergers and acquisitions business executives and key employees is conducive to integration; compensation and incentive mechanism, training mechanism to improve the update is helpful to improve staff on M & A integration expectations.Cultural integration includes two aspects: one is the cultural differences under the different cultural background, national cultural differences and cultural integration in cross-border M & A of mainly; two is the enterprise culture differences, the same culture background such as: entrepreneurship, risk management, core employee values, differences in corporate culture and informal mass culture and the degree.Cultural integration is not to eliminate the cultural difference, but a process of cultural synergy upgrade.
Countermeasures of
two, improve the success rate of M & A
Policies and regulations on M & A in China is not perfect is determined by the initial stage of China's early development of market economy and socialism, in a short period of time can not be perfect.Enterprises of our country at this stage should adapt to this kind of imperfect system, starting from the enterprise SWRO, to carry out a comprehensive plan for the merger decision.Combination of enterprise merger and acquisition in China present situation and the domestic and foreign mergers and acquisitions are planning, for enterprises, put forward the following suggestions.
(a) in order to enhance the enterprise's core competitiveness as the goal.And should not only consider the short-term gains
Motivation indicates whether M & a success.It is the enterprise M & a feedforward and subsequent integration work should focus on the center and the goal.Correct the motivation of M & A, from the long-term, healthy, stable development of enterprises to consider the problem is a good start for the decision of enterprise merger and acquisition.M & A is not "cornered the bankruptcy", but should be in "revitalize".Critical to success lies in whether the enhancement, play or development of the core competitiveness of enterprises.There is no "core competence", and do not know the merger which industry, which the company, do not know how to manage the merged party, how to integrate the resources to achieve synergy.A strategic M & A can guide enterprises to expand to the core competitiveness of enterprises.
(two) in order to maximize profit to evaluate the oath of enterprise merger and acquisition investment point.To avoid blind expansion
M & A is maintained in a proper scale not only have a book value of net assets increased more, diminishing marginal returns to its real value decreases the rate of.
(three) for core common combination
Industry chain enterprises both affect the overall operation of the enterprise after M & A.The success of M & A requirements between the acquirer and the acquired party have the common core binding point.That both parties must have the industrial chain closely related or similar values, extended enterprise industry chain vertical integration, horizontal mergers and acquisitions to expand the production scale of enterprises, promote the diversification of the mixed M & A should revolve around the core business enterprise expansion.Even if the enterprise reform, innovation, development strength, but also to be adept in familiar territory.The United States Emerson electric company in the world more than 60 subsidiaries is 90% M & a to.The successful operation of the company comes from: "only M & A and culture consistent with our values of the company".Mergers and acquisitions must be able to be strong on both sides of the field, but also for both business and core competitiveness are essential.
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