Sino-us Listed Companies In M ​​& A Payment Method Is A Comparative Study

With the reform of non-tradable shares implementing, and new Company Law, new Security Law, new Regulations on the Takeover of Listed Companies announcing one by one, China's capital market is undergoing tremendous changes, which will promote a new round of merger wave. With the number and scale of M&A constantly expanding, how to choose the payment method in M&A activity has become the hot topic. Based on the previous research results and compared with the situation of the United States on behalf of the western countries, this paper confirms the western payment method theory in China's applicability and explores how to develop method of M&A through conversion in China. This paper is divided into five parts:Part one, firstly, propose the research background and significance of topics; secondly, briefly introduce the contents and methods, and recall the relevant research results at home and abroad; finally propose the innovation in this paper.Part two, introduce the concept of M&A and the meaning which this paper used, and subsequently introduce Chinese and American M&A's development course and the present situation.Part three, first of all, introduce concept, advantage and shortcoming of the various payment methods, then compare Chinese payment methods with American, and point out application condition of M&A methods through conversion at present, and analyze why cases of M&A through conversion in China are very few.Part four, demonstrate payment methods of M&A in China. First of all, confirm the western payment methods theory in China's applicability through comparing and researching companies' ownership structure, cash flow, debt solvency capacity; and then build the performance evaluation system based on eight indexes including earning per share, operating income rate, return on equity, return on asset, current ratio, quick ratio, debt to asset ratio, total assets turnover, exert methods for factor analysis to calculate the synthesis to score of M&A performance, evaluate the effect on the long performance and integration effect of listed companies' M&A among different payment methods.Part five, state the conclusion through research in this paper, we will find: firstly, the influencing factors of foreign M&A payment methods have not been properly verified in China, China's special ownership structure has hampered China's options of payment methods for a long time; Secondly, in China's M&A activities, M&A corporation's performance has a certain degree of improvement in the short term as a whole, but it did not succeed in a long time. Different payment methods have different influences in different M&A activities. In the longitudinal mergers, the share swap and merger is better than the cash merger; in the horizontal merger, the cash merger is better than the share swap and merger; but in the conglomerate mergers, the cash merger and the share swap and merger are of little differences. From whether is the related party merger or not, the cash merger and the share swap and merger are of little significant differences.Through analyzing and researching we can conclude, this paper presents the policies and advices which can enrich M&A payment method: promoting listed companies' shareholder structure reform and scattering share are beneficial to rational option of M&A payment methods; continuing to perfect related regulations, broadening the limit to application of the share swap and M&A methods; encouraging to realize the overall group listing by the share swap and M&A methods, reducing transaction costs.