| Since the beginning of the 21 st century,China's market has been continuously improved,and the strength of enterprises has been continuously enhanced.More and more enterprises have achieved international operations through mergers and acquisitions.In 2016,China's cross-border M&A transactions reached 920,involving a total of US$208.7 billion in mergers and acquisitions,reaching the highest point in the calendar year.Although it has declined in 2017,it still doubles the number and amount of transactions in 2014 and 2015.Since the launch of the “the Belt and Road Initiatives” cooperation initiative in 2013,China's cross-border mergers and acquisitions have gradually tilted toward the “the Belt and Road Initiatives” region,reaching 135 in 2017,five times that of 2016.In the foreign M&A industry,the pharmaceutical industry is increasingly important in foreign mergers and acquisitions due to the growth of domestic market demand and the improvement of the medical service system.However,in terms of M&A success rate,there is still a gap between the success rate of M&A in China and the world average.How to deal with the risks in M&A has always been a problem that Chinese enterprises must face in external M&A.This article takes Fosun Pharma to acquire India's Gland Pharma,a representative M&A transaction in the pharmaceutical industry in recent years,based on the relevant theories involved in M&A,and analyzes the trends in China's external M&A in terms of quantity,amount,region and industry.And the background of the merger and acquisition and the process of merger and acquisition,as the basis of the following case analysis;Secondly,the following risks in the external mergers and acquisitions of Fosun Pharma: the asymmetry risk in the price information of the merger,review,Bidding and product approval bring uncertain risks of valuation,the risk of debt repayment and profitability caused by financing methods,financing structure,payment methods and exchange rate fluctuations during the M&A process,and the financial risks caused by improper integration after mergers and acquisitions;Down analysis of Fosun Pharma's response to possible risks at various stages,and evaluate the effects of its control,concluded that Fosun Pharma's acquisition of Gland Pharma as a whole was successful,and the acquisition of Gland Pharma enabled Fosun Pharma Access to quality resources including production technology,drug development and registration teams,and stable foreign markets.Step by step to achieve strategic synergy and enhance the competitiveness of Fosun Pharma in the international market,but insufficient assessment of external influence factors,huge debt financing,and too single payment method have also impacted the capital structure of Fosun Pharma,making Fosun Pharma Faced with greater debt repayment pressure after the merger.Finally,based on the conclusions of case studies,the following suggestions are proposed for the risk control of Chinese pharmaceutical companies' external mergers and acquisitions: at the national level,establish and improve the early warning mechanism for foreign investment,and strengthen the guidance for investment in emerging markets along the “the Belt and Road Initiatives”;at the enterprise level,When assessing risks externally,it is necessary to combine the nature of regions and enterprises.At the same time,we must not neglect the influence of external factors on the M&A process,and always maintain a reasonable and cautious attitude.In financing,actively explore financing channels and construct a reasonable financing structure;The company's payment method avoids too single payment method;on the exchange rate,it is necessary to predict exchange rate changes in a timely manner,and choose the right time for trading;finally,we must increase the emphasis on comprehensive integration after mergers and acquisitions,and achieve coordinated development after mergers and acquisitions. |
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