| In the context of cultural system reform,with the upgrading of consumption,new media technology,the continuous expansion of culture industry,media industry the merger,acquisition and reorganization of listed companies frequently happen,the media industry is developing fast,the cultural industry development has become the inexorable trend of era.Many listed companies on China’s cultural media industry of the future,think consumption upgrade and m&a expansion will lead media industry rapid endogenous and epitaxial growth,investment in the media industry will be richly rewarded.Therefore,many listed companies expand their industrial chain through mergers and acquisitions,layout new media,improve profitability and achieve diversified development.Although merger,acquisition and reorganization can expand the scale of the company,accelerate the company growth,optimize resource allocation,implement company denotative development,but the m&a process is full of risk,information asymmetry,unreasonable valuation,the difficulty of m&a integration can make the company is struggling,even may cause the failure of m&a.Culture media enterprise belong to light assets of enterprises,mergers and acquisitions of companies to buy the main is liquid assets,intangible assets,such as copyright,trademark,brand,franchise and so on,these assets to reasonable valuations,therefore,to reflect in the book is extremely difficult.Therefore,the company adopts the method of performance commitment in the merger and acquisition to protect the rights and interests of investors and owners,reduce the risk of m&a and achieve the goal of performance.Most performance pledge,however,is in the case of predicting the takeover company future earnings,because there is much uncertainty in the future,many problems exist in the process of performance of commitments.Based on the comprehensive search,access to the media industry of merger,acquisition and reorganization of listed companies performance related theory and the huayi brothers m&a Banks,on the basis of related research literature of science and technology,the integrated use of literature research,comparative analysis,interdisciplinary crossing method and other methods,qualitative research and quantitative research,the combination of theory with practice.First of all,a brief analysis is made on the realization of the performance pledge of merger and reorganization of listed companies in the media industry.Then,from the m&a motivation,performance pledges,performance before and after the merger integration,etc.,to study the huayi brothers Banks m&a performance pledges of science and technology,to explore the media industry of merger,acquisition and reorganization of listed companies performance pledge difficult problems in cash,in view of the problem put forward the corresponding countermeasures and Suggestions.Finally,it summarizes the case of huayi brothers’ acquisition of yinhan technology.Through research,this paper argues that: the merger,acquisition and reorganization of listed companies in the media industry performance commitments were difficult,hard to achieve performance targets,mainly focused on the problems existing in the: high premium valuation brings high performance commitments,the risk of goodwill and own properties three aspects of cultural media products.How to solve these problems,summarize the cases,draw the conclusion of the research,and put forward relevant Suggestions on the accomplishment of the performance pledge.The negative impact on the listed companies will be provided for the realization of the expected profit in the merger and reorganization.The media industry listed companies to successfully complete the performance commitment to achieve sustainable development. |