| Entering into 80s of 20th century, international direct investment began to fast develop. Its speed exceeded those of international trade and international exchange of technology and became the most active and influential factor in international economy. There are two modes in international direct investment: new creative mode and cross-border merger&acquisition. In the long history, new creative mode had always been the main way of international investment since cross-border M&A gradually became the more and more important way of international investment. In the process of cross-border M&A, it's a fundamental security for the equal and reasonable process of cross-border M&A to reasonably evaluate the target enterprise. According to the different ideology of evaluation, we classified the theories of evaluation into four categories: the value of assets, the reset of the assets, discount of cash follow and the option of real assets. Through carefully analysis, we discovered that the drive of cross-border M&A mainly based on the consideration of future income, so, during the process of the evaluation of the enterprise in cross-border M&A, DCF and ORA were in the most common use. Based on the analysis above, this article began with the introduction of the method and model of DCF and ORA, then expatiated the general process of the evaluation of enterprise in cross-border M&A, and on the base of this, emphasized on the analysis of the estimation of the risk which possibly occurred in the application of these methods and models. At last, this article reviewed and analyzed the situation of the evaluation of enterprise in the process of Chinese enterprises' cross-border M&A, pointed out some problems andmade some suggestions.This article was divided into four parts:The first part was about the introduction of involved theories. Firstly, we carved up the behavior of the cross-border M&A in theory; Secondly, we introduced and commented on the theories of cross-border M&A from the points of FDI and M&A; At last, we introduced tow kinds of evaluation methods in cross-border, DCF and ORA.The second part of this article was about the expatiation of the general process of enterprise's evaluation in cross-border M&A. Firstly, this article expatiated the process of evaluation of enterprise in cross-border M&A from the point of DCF, mainly introduced the application of DCF model and WESTON model in the evaluation of enterprise in cross-border M&A; Secondly, we expatiated the process of evaluation of enterprise in cross-border M&A from the point of ORA, began with the introduction of the conception about "option of real asset", then introduced the method of evaluation from ORA, at last, combined with the real case to exhibit the whole process of the evaluation of enterprise in cross-border M&A using by the method of ORA.The third part of this article was about the research of the estimation of risks in the process of the evaluation of enterprise in the cross-border M&A. We still deployed this research from the two direction: DCF and ORA. We applied CAPM and VaR model as the idiographic method and combined with the real case to research some issues in the estimation of risks in the process of the evaluation of enterprise in cross-border M&A.The last part of this article was the analysis about the situation of the process of evaluation of enterprise in Chinese enterprise's M&A. Firstly, we analyzed the problems that existed at present; Secondly, on the base of these analysis, we made some reasonable suggestions. That's the ultimate purpose of this article. |