| Accompanied by the process of premium M&A,there is bound to be a great deal of goodwill.As a result of the particularity of goodwill,the disposal of goodwill becomes a difficult accounting problem for each country.The market economy of our country starts relatively late,but the development is extremely rapid.Domestic companies draw lessons from many successful foreign experiences in the process of growing up and strengthening,especially through M&A to rapidly expand the size of the company and market,improve performance and so on.In recent years,with the continuous development and improvement of China's capital market,M&A in the capital market has become more frequent,the number of M&A restructuring enterprises is more and more,the M&A scale and transaction amount are also getting larger and larger.Moreover,Goodwill accounts for more and more of the combined price in the M&A process.The confirmation of large amount of goodwill means that the target enterprise has relatively high profitability in the future,and when the M&A enterprise confirms large amount of goodwill,the target enterprise will often make performance commitment and sign performance commitment compensation agreement with the acquirer,so as to reduce the risk of high premium merger.However,in recent years,after the completion of M&A of listed companies,more and more performance commitments of the target enterprises are not up to standard,so the enterprises have to make provision for impairment of goodwill.The provision for impairment of goodwill is recorded in the income statement.Therefore.the provision for large amount of goodwill will have a huge impact on the net profit of listed companies,and some companies will incur huge losses as a result.The higher the amount of goodwill,the greater the potential impairment risk,and the greater the impact of impairment on corporate profits.The huge goodwill impairment of a large number of listed companies in Shanghai and Shenzhen in 2018 is the concentrated embodiment of this risk.Based on the above background,this paper selects one of the typical cases of capital market huge goodwill impairment in 2018,that is,the acquisition of OptimumNano by J&R Optimum Energy,as the research object of this paper,and deeply studies the reasons for the huge goodwill impairment of J&R Optimum Energy.And put forward the countermeasures to improve the subsequent measurement of huge goodwill-amortization method.First of all,the M&A parties and M&A process are briefly introduced.combing the recognition of M&A goodwill and impairment results.Secondly,this paper analyzes the causes and economic consequences of J&R Optimum Energy 's huge goodwill impairment.It is found that there are three reasons for the impairment of J&R Optimum Energy 's huge goodwill.one is the high premium M&A,the other is the unfulfilled performance commitment,and the third is the motivation of earnings management.Then it analyzes the economic consequences of huge goodwill impairment to J&R Optimum Energy,including financial consequences and market response.Finally,the author puts forward the countermeasures to improve the follow-up measurement of huge goodwill-amortization method.The systematic amortization method is used to simulate the subsequent measurement of huge goodwill.Through the comparison between the subtraction method and the amortization method,the advantages of the amortization method are obtained:the influence of the amortization method on profits is apportioned in several fiscal years.Therefore,in order to avoid the excessive impact of goodwill amortization on performance,the management of the enterprise will be forced to avoid the M&A premium is too high in the merger and acquisition in order to avoid the excessive impact of goodwill amortization on the performance.From the point of view of the influence of goodwill amortization method and subtraction method on stock price,amortization method can smooth the fluctuation of stock price,and compared with impairment method.amortization method is more strict in operation,thus reducing the space of earnings management.Through the case study of J&R Optimum Energy.this paper finds that the high premium M&A factors.the unfinished performance commitment and the earnings management motivation are the reasons for the huge M&A impairment.In the subsequent measurement of goodwill.amortization method can restrain high premium M&A,smooth stock price fluctuation and reduce earnings management space,so as to avoid or reduce the adverse consequences under goodwill impairment method to a certain extent.Finally,according to the conclusions of the study,some suggestions are put forward in order to reduce the risk of goodwill impairment. |
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