Research On The Effect Of "Listed Companies +PE" Buyout Fund ——A Case Study Of Sunbird Mergered Yaguang Electronic

In 2012,China’s first buyout fund named "Tiantang Dakang" was established.Once established,it became popular throughout the country,and the funds were rapidly applied.In addition,with the support of China’s policies,the modes of buyout fund are becoming more and more diversified,and "listed company +PE" buyout fund has become the mainstream application mode.In the first place,based on the perspective of Sunbird,this paper introduces the operation process of Ningbo Sunbird by starting with the event of Sunbird mergered Yaguang Electronic.This buyout fund is designed to be complex with remarkable features.Firstly,the transaction is designed to acquire the control right of the target company,the controlling shareholder of the listed company shall establish the buyout fund and the initiator has the most controlling power.Secondly,subsidiaries under the buyout fund to be set up,then the auction risk was transferred.Thirdly,the establishment of "equity to debt + debt to equity" design,made the investor’s fund safe.In the second place,this paper analyzes the reasons of using Ningbo Sunbird and the problems in the operation.There are many reasons for the use of Ningbo Sunbird,which can be divided into the following: to meet the capital required for acquisition,to avoid the backdoor listing red line,to reduce transaction costs,to ensure the safety of investors’ funds,to attract competitors for investment.At the same time,Ningbo Sunbird also has the following problems or risks in its operation: prominent principal-agent problems in the buyout fund,insider trading risk,operational integration problem,high premium may bring the risk of goodwill impairment,insufficient performance compensation coverage,buyout fund partners exit blocked.The F-score value was used to measure the financial crisis status of sunbirds,and it was found that the financial crisis of sunbirds increased in the year of 2018.In the third place,this paper uses financial data for analysis from the short-term stock price reaction and financial indicators.You can see the stock price rising in the short term.In terms of the performance of financial indicators,the profitability is improved in a short term,the ability to obtain cash flow is not strong,the asset recovery cycle is long,the operating capacity is obviously insufficient,debt come from short-term.Finally,combined with the problems of the company,the paper puts forward Suggestions from the two dimensions of listed companies and market.The following Suggestions are put forward at the level of listed companies: firstly,improve the transaction design mode,set up dual general partners system,and rationalize the operation of the system.Set up the system of investment committee and partner assembly,the industrial research group and the special risk group.Secondly,improve internal controlling.Thirdly,improve risk controlling measures.Fourth,set up preventive measures against insider trading risks,establish a statistical system for insiders and improve the corporate governance mechanism.The following Suggestions are put forward for the market level: firstly,improve the legal system.Secondly,improve the information disclosure system and force listed companies to make information disclosure for buyout funds.Thirdly,strengthen the management of high premium mergers and acquisitions,regulators should set relevant penalty provisions.Fourth,enrich the exit channels of buyout funds.The regulatory authorities should issue relevant laws to guide the exit of buyout funds,and establish a nationwide equity exchange to guarantee the success of transactions.