| With the adjustment of the national economic structure,companies in traditional industries,especially small-cap companies,are facing great pressure to survive.Under the background that the China Securities Regulatory Commission has improved the management measures for major asset reorganization of listed companies and relaxed the reorganization conditions of listed companies,small-cap companies have been very active in the M?A market.The reasons for the premium mergers and acquisitions of small-cap companies and their mergers and acquisitions performance have become the focus of the capital market.This paper firstly sorts out the relevant literature on the size of the company's market value and the rate of return,the reasons for the company's mergers and acquisitions,the influencing factors,and the performance of the company's mergers and acquisitions,and uses the theory of mergers and acquisitions to analyze the premium mergers and acquisitions motives of small-cap companies.Then,using the single case study method,select traditional industry small-cap company Yaoji Technology to acquire Chengxi Technology at a premium as a research case,on the basis of introducing the case background and related transaction plans,analyze the motivation of Yaoji Technology's premium merger and acquisition of Chengxi Technology,using The short-term performance and long-term performance of mergers and acquisitions are deeply analyzed by event study method and factor analysis method.The analysis found that:(1)Yaoji Technology paid a premium rate of over 20 times to acquire Chengxi Technology,a rookie mobile game company,which was a premium M?A behavior compared with the average premium M?A rate of small-cap companies that was 10 times that year.(2)The reasons for Yaoji Technology's premium mergers and acquisitions:First,it is driven by diversified development.Yaoji Technology Co.,Ltd.has entered the online mobile game industry from the traditional industry of playing card manufacturing and sales through the acquisition of Chengxi Technology Co.,Ltd.,and successfully realized the transformation and upgrading of the industry,thus getting rid of the industry Dilemma;the second is driven by synergies.The combination of Yaoji Technology's marketing channels and Chengxi Technology's mobile game business promotion has realized the integration of offline and online resources,channel resources and game research and development capabilities,forming a poker card sales and The synergistic effect of joint cooperation in mobile game promotion,the company has achieved better development.(3)The excess return rate of the short-term company's stock price after the merger is 8%,which is 10 percentage points higher than the-2% increase in the index over the same period.In addition,Chengxi Technology's contribution to the year's performance of 360 million yuan is three times the promised performance of 120 million yuan,allowing the market Investors are optimistic about the premium M?A activity.(4)The long-term company financial performance index score is 1.53 points,the net profit growth rate has exceeded 100% for two consecutive years,and the ROE has increased from 11.77% to 60.22%.In addition,although goodwill has not been depreciated,it has also accumulated from 794 million yuan to 1.247 billion yuan.Main suggestions:(1)Small-cap companies should consider the future development direction of the company from the perspective of corporate development strategy,and select industries that are in line with their own transformation and upgrading to conduct M?A activities from the perspective of synergy and diversified development.(2)Small-cap companies should carefully select high-quality targets,carefully evaluate the profitability of the target companies,and do not blindly carry out premium mergers and acquisitions.(3)The main and merged companies should do a good job in active operation management to stabilize the market value,strengthen communication with the market,and avoid the risk of goodwill impairment and major changes in performance after the commitment period. |
PDF Full Text Request