| With the rapid development of the cultural industry,the cultural media enterprises are enthusiastic about M＆A activities.It has become an important issue for relevant enterprises to prevent and resolve the risks embedded during the process of M＆A.A series of supportive industrial policies issued by the government,as well as the characteristics of light assets,high returns,and digital transformation of the cultural media industry,have promoted the cultural media enterprises to conduct M＆A,especially diversified M＆A.However,due to the irrational decision-making of M＆A and the failure of post-M＆A integration,M＆A risks occur frequently,resulting in poor corporate performance and hindered strategic transformation.Among the relevant cases,the diversified M＆A of Bouri Communication is the most representative one.Bouri Communication initially focused on the traditional paper media business.Due to the great impact of digital media and other technologies,it embarked on the road of diversified M＆A since 2000,hoping to seek strategic transformation through diversified M＆A.It successively acquired a number of emerging cultural media companies.After years of diversified M＆A,Bouri Communication has achieved a diversified business pattern,but the company’s performance is poor,indicating great risks of diversified M＆A integration.This paper chooses Bouri Communication as the case study object,takes the diversified M＆A process of Bouri Communication as the starting point,deeply analyzes the motivation of diversified M＆A,and makes a detailed analysis of all kinds of risks in each stage of M＆A,extracting the main causes of M＆A risks.This paper draws the following conclusions:（1）The main motivation of Borui Communication’s diversified M＆A lies in the realization of strategic transformation and the improvement of corporate performance.（2）M＆A risks are mainly reflected in: First,the failure to integrate human resources and corporate culture after M＆A leads to a sharp rise in business risk,a decline in both operating income and profit scale,and a continuous decline in cash flow from operating activities;Second,the decline in the performance of subsidiaries has resulted in huge impairment losses on goodwill,which has a large negative impact on net profit;Third,the valuation of the target company of mergers and acquisitions is too high.A relatively single payment and financing method distorts the company’s capital structure,resulting in the company’s increasingly tight cash holdings and rising equity financing costs;Fourth,the company’s Zvalue declines and financial risks increase.（3）The main reasons for Borui to spread diversified M＆A risks come from the large deviation in the valuation of the target company,the single M＆A payment and financing methods,the weak correlation between the M＆A businesses,and the high M＆A performance commitment in the M＆A process,etc.Finally,based on the above analysis,the following suggestions are put forward: First,in the implementation stage of mergers and acquisitions,it is necessary to improve the accuracy of the valuation of the target company,enrich the financing and payment methods of mergers and acquisitions,and reduce the financial burden and risks of the company.Secondly,focus on strengthening the integration of different businesses,complement each other’s advantages,and share market and customer resources.Finally,build a suitable diversified M＆A risk early warning system and monitor the risks of the whole process in the integration stage before,during and after the M＆A,eliminating the risks in time to escort the development of the enterprise.It is hoped that the research conclusions of this paper will provide some inspiration for the cultural and media industry enterprises trying to achieve strategic transformation through diversified mergers and acquisitions. |
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