| In the first half of 2015,with investors encouraging,the stock market ushered the bull market which was expected in a long absence of 8 years.The bull market driving force comed from the reform of state-owned enterprises.In the A-share market,as long as the concept of shares was the reform of state-owned enterprises,it would rise highly.The reform of state-owned enterprises became a people gossip,a focus of the media,a hot social concern,a research scholar’s argument.However,the state-owned enterprises how reform is a complex problem.With the rapid development of Chinese economy,the reform has entered into the crucial stage and deepwater areas,the opening degree of foreign is deepening,state-owned enterprises had not only to face the fierce competition in the domestic private enterprises,but also to be in the face of the foreign strong challenge,in this grim situation,how the state-owned enterprises will do.In 2010,DQ Railway Co.,Ltd.(hereinafter referred to as "DQ Railway" or "DQ")acquired TY company(in order to distinguish and DQ railway companies,TY company in the following referred to as "TY Railway Bureau")transportation business related assets and equity which of the event is known for railway changed successful model,for the reform of state-owned enterprises provided valuable experience and Enlightenment,and the event is a good exploration and innovation of the reform of state-owned enterprises.The acquisition from the selected target to finish spent a total of three years of time whih is not plain sailing.In the year of the acquisition,some people supported th merger,some people were against,they argued sharply about "whether or not to merger and acquire TY Railway Bureau".The reasons of both sides appear to be well founded.Who is right?Who is wrong?The aim of this paper is to dialectical analysis of both the positive and negative side view,and to get the inspiration of mergers and acquisitions.I hope through this case to mergers and acquisitions of enterprises,especially to state-owned enterprises mergers and acquisitions,to get some theoretical guidance and practical effect.Structurally speaking,this paper will be divided into four parts: introduction,case text,case analysis,case inspirations,and then it would explore the case of this merger and acquisition of the railway,finally draw the conclusion.Among them,the introduction is divided into the background and research significance,literature review,research ideas and research methods,research methods four major modules.Literature review focuses on the main points of view from four aspects: the motivation of M & A,financing mode,the payment method and the performance of M & A.Firstly,the case text briefly described DQ company and TY company and the basic situation of the M & A process,then described the views and reasons of both sides.Case analysis would analyse the opponent’s arguments very closely,which cited in the contact part of the introduction of the theory,and was according to the same description of order and descriptive perspective of the literature review,which had four aspects : the merger motivation,mergers financing,method of payment for mergers and mergers performance.According to the results of the analysis of the case,from four aspects which are the motives of mergers,mergers and acquisitions financing way,method of payment for mergers and acquisitions,mergers and acquisitions performance,the part of the case inspiration told us later how to make right choice in M & A,and to maximize the long-term interests.The last part is the conclusion,according to the above analysis,which would answer the above questions briefly. |