| Merger and acquisition(M&A)is an important means of enterprise development,which is also very active in China's securities market.In China,a rising market economy country,it has not reached the state of marketization in the true sense.On the other side,the special listing system at the beginning of China's shareholding system reform also brings a lot of historical issues.The related acquisitions among the listed companies are a product of this background.Recently,the number and amount of related acquisitions increase year by year.In 2016,the total amount of related acquisitions in China reached 1,541 billion yuan.Objectively speaking,the related acquisition is a very common way of a related transaction.However,due to its covertness and complexity,the controlling shareholders have the motivation to manipulate interests.They can use the related acquisitions to buy the bad assets under their control with high price to seek personal gain,on the other side,they can also use it to buy the good assets with low price to help the listed companies away from the financial difficulty,or to integrate resources to optimize the industry structure and improve the operating efficiency.Many unreasonable acquisition premiums have affected the fairness in M&A market.And the reasonable interests of minority shareholders are hard to be guaranteed.Therefore,it is of great significance to study the related acquisitions.At present,there are a lot of studies about related transactions and related M&As in the academic circle,but most of them pay attention to their negative effects and pay less attention to their positive role.This paper selects the acquisitions data of A share listed companies in China from 2008 to 2015 as the sample to explore the motives and consequences of controlling shareholders in related acquisitions.The empirical results show that:(1)the listed company in bad performance are more likely to implement related acquisitions;(2)compared to non-related acquisitions,the related acquisition premium rate is generally much lower,which means that the controlling shareholders are more likely to show the "Propping" to listed companies through related acquisitions;(3)the company's ownership concentration will strengthen the controlling shareholders' support for listed companies;(4)the listed companies in poor performance would significantly enhance the performance after related acquisitions,which means that the controlling shareholders' "Propping" works out.The further analysis shows that this "Propping" effect is only short-term.In the long run,the performance and growth of the company did not change significantly.In addition,the premium rate and the value-added rate of different target types in acquisitions are significantly different,both rates of equity are much lower than them of asset.In this paper,we have a comprehensive study on the related acquisitions.From the angle of acquisition premium rate,we analyze the connection between the related acquisition and the premium rate of it.To a certain extent,this paper improves the domestic research on related acquisitions,and provides a new angle for studying the"Tunneling" and "Propping" in related transactions.In practice,this paper helps to deepen people's cognition of related acquisitions.Related acquisitions do not necessarily mean damaging the interests of listed companies and small shareholders.The empirical results of this paper will help to provide a reference for a more fair and better M&A market in China. |
PDF Full Text Request