| In recent years,with the increasing tightening of resource protection and environmental protection,many small and medium-sized resource-based enterprises are facing the operational crisis of closure and are on the verge of bankruptcy.Against this backdrop,debt-bearing M&A has emerged among domestic resource-based enterprises.As a special form of early stateowned enterprise reform,the M&A party takes on debt as one of the payment methods,and the subject enterprise has the characteristics of being insolvent or having roughly the same assets and liabilities,and is often a disadvantaged enterprise operating at a loss,which is more risky.Since 2016,debt-bearing M&A has begun to re-emerge in our capital markets,generating much debate in the practice community.Since 2018,resource-based companies have been using this alternative approach to M&A restructuring.The existing literature on resource-based M&A focuses on cross-border M&A,and few scholars have studied it in the context of "debt-bearing".This thesis examines resource-based M&A from a "debt-bearing" perspective,focusing on the following questions:What are the motivations for resource-based companies to take risks in M&A from a "debt-bearing" perspective?What are the post-merger integration paths to address debt and loss problems?What are the consequences of this?To answer the above questions,this paper chooses to combine a theoretical analysis with a case study approach.Firstly,this paper presents a theoretical analysis of the M&A motives and M&A integration paths of resource-based enterprises from a debt-bearing perspective,and sets indicators to evaluate the effects based on the M&A motives.Secondly,this thesis adopts a case study approach and selects Kings Resources in the resource-based industry as the research object to study its two debt-bearing M&As in 2018 and 2019,analyzing the motives of Kings Resources’ risk-taking M&As,the path of M&A integration and the effects of M&As from a "debt-bearing" perspective in turn.The study found that resource-based companies choose to undertake debt-bearing M&A for four reasons:to acquire scarce resources in the industry,to take advantage of favourable policy opportunities,to seek synergies with corresponding complementary advantages,and to be driven by the undervaluation of the target company.After the M&A,the company can expand its own scale and help the target company to get rid of the difficulties through effective debt consolidation and technology integration,to take advantage of the synergy effect and to disperse the debt risk,and ultimately achieve a good effect of the merger and acquisition.In the case of Kings Resources,after two debt-bearing acquisitions,Kings Resources has expanded its market size,optimised its product mix and received a series of policy incentives to achieve greater scale expansion,and its financial performance has been positive,except for the shortterm negative market reaction.The theoretical significance of this thesis lies in the fact that scholars currently focus on cross-border M&A of resource-based companies,with less research conducted from the perspective of payment methods.This thesis combines the two,taking the perspective of "debtbearing",which is a major concern in practice,to analyse M&A of resource-based companies,in the hope of enriching the relevant theoretical literature.The relevance of this thesis is that debt-bearing M&A has emerged in recent years and has been adopted by resource-based companies.The impact of the new crown epidemic is likely to see more insolvent underlying companies.This thesis examines the two debt-bearing M&As of Kings Resources and explores the motivations,integration paths and effects of M&As from this perspective,in the hope of answering the question of when resource-based companies can undertake debt-bearing M&As and how to achieve integration after debt-bearing M&As,so as to provide reference for other resource-based companies. |
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