| With the coming era of knowledge economy,countries around the world have increasingly valued the development of science and technology in the country.The high-tech industry with technology as the core has gradually become an important driving force for the development of all countries.High-tech company always means the companies that provide products or services based on new technologies and new ideas.Therefore,high-tech enterprises are generally knowledge and technology-intensive.Comparing with traditional enterprises,high-tech enterprises have the characteristics,such as high returns in future,high uncertainty and high innovation capability.Because high-tech industry is fiercely competitive,companies are required to pay attention to the speed of technology renewal and providing new products to keep the market advantages.In order to promote the improvement of science and technology,and support the development of technology-based enterprises,China has introduced a series of preferential policies for high-tech industries.At the same time,in the capital market,the GEM and the upcoming Kechuang board are esay-financing way for high-tech enterprises.The high-tech industry is valued by the state,and the corporate development is also closely related to investors.Evaluating high-tech enterprises needs to ensure fairness and effectiveness,so that enterprises can be more reasonable and effective in the process of mergers and acquisitions,and to some extent,it can reduce the blind speculative behavior of ordinary investors,so that keep reasonable value of high-tech enterprises and regulates the various behaviors of the company in the capital market.This paper first shows the research background of the thesis,and points out the research meaning of this paper with combining the trend of M&A development.Then summarize the relevant theoretical research results,focusing on the research of synergy,the cash flow discounted valuation method,the option pricing method and the development of new valuation methods.Moreover,this paper studies and summarizes the differences between high-tech enterprises and traditional-industry enterprises,thus defining the value types of high-tech enterprises.pointing out the value that casual projects or M&A projects invested by high-tech enterprises have real option features that generates profit and value in the future.Therefore,combined with the characteristics of mergers and acquisitions,this paper divides the value of high-tech enterprises into the value of the existing stable profitability of the organization and the potential-profitability value of different investment projects of the enterprise and the value of the synergy effect of the original enterprise after the merger..The value of the synergy is a very important component of the new company’s valuation after completing the merger,but it cannot be estimated solely by the data of financial indicator.Therefore,this paper constructs a value evaluation model based on EVA discounted cash flow method and Black-Scholes modified model,and uses the listed company Vail shares in the integrated circuit industry as a representative of high-tech enterprises.By analysis of the acquisition of Beijing Haowei and other two companies,we can verify the rationality of evaluation model constructed in this paper,analyzed the effectiveness of the evaluation model,and pointed out the shortcomings of the model.In the research process of this paper,we find that the future value of investment projects has significant impact on overall value of high-tech enterprises.Therefore,the evaluation model of high-tech enterprises needs examine whether the evaluation method can reasonably evaluate the potential profitability of the project,while the traditional value assessment method are less likely to considers the future growth of the enterprise,so that underestimate the value of high-tech enterprises.In this paper,it is considered that the evaluation model combining the EVA cash flow discount method and the modified real-option method can more effectively evaluate the value of high-tech enterprises. |