Analysis Of The Value Of The Valuation Adjustment Mechanism Of Jinma’s Merger And Acquisition Of Yongkangzhongtai

In recent years,corporate mergers and acquisitions and restructuring cases have increased in my country year by year,and a wave of corporate mergers and acquisitions has formed.However,many problems have also appeared in the process of corporate mergers and acquisitions.Among all the problems,the most serious is the "double high" phenomenon of "high commitment" and "high valuation" of enterprises.At present,this phenomenon has also aroused the attention of my country’s regulatory authorities.Corporate mergers and acquisitions require huge amounts of capital,which have a huge impact on both parties to the merger.Considering the prevalence of information asymmetry and corporate mergers and acquisitions,the information held by both parties to the merger is quite different.For one’s own benefit,the merged company will try to conceal information that is not conducive to it;the merger party will do everything possible to try to lower the consideration..In short,because the interests of the two parties are different,there is naturally a certain game phenomenon in the consideration of mergers and acquisitions,which is also the fundamental reason for the "gambling agreement".In the past,the process of estimating the value of an enterprise was mainly based on the historical data of the enterprise’s financial affairs.In these mergers and acquisitions or asset reorganizations that have signed a gambling agreement,the gambling agreement is essentially an option,which has its own value,but their value is often ignored by investors.The gambling agreement mainly refers to the constraints on the uncertainties that may arise in the future when the parties to the merger have reached an agreement on the merger.When the agreed conditions occur or the conditions are met,the investor can exercise the specific rights;when the agreed conditions do not occur and the conditions are not met,the financing party can exercise the specific rights.Therefore,the gambling agreement can be said to be an option in essence.This paper first introduces the significance and purpose of the research,and then summarizes the current research results on gambling agreements and real option pricing at home and abroad,and then introduces the basic concepts and characteristics of gambling agreements,and outlines the relevant foundations.Theories and commonly used models for valuation pricing.The focus of this article is the analysis of the value of gambling agreements in the M&A process.First,it introduces the general situation of the companies of both parties,the motivation of the merger,the content of the merger and the completion of the gambling agreement.Before studying the value of the gambling agreement,first use the income method to evaluate the overall value of the enterprise,and then use the option pricing model to calculate and analyze the value of the gambling agreement signed by the enterprise.Through the calculation of the two methods,the problems in the gambling agreement are found,and finally,the suggestions on how companies can make better use of the gambling agreement in mergers and acquisitions.The case object studied in this article is the case of Golden Horse’s acquisition of Yongkang Zhongtai.In the study,the value of the gambling agreement in this case is analyzed,and several major problems in mergers and acquisitions are pointed out.It is hoped that the application of gambling agreement in future mergers and acquisitions can provide Certain reference.