A Case Study On The Backdoor-liked Listing Of Shanda Games And The Merger With Century Huatong

Enterprise listing system in China has been in the process of continuous development and improvement.In addition to the traditional enterprise financial quality,profitability of the indicators,the degree of policy support and market environment of the industry in which the enterprise is located also has a comprehensive impact on whether it can be successfully listed.The constant changes in the external environment have prompted enterprises to continue to find listing paths that not only meet their own interests and needs,but also meet the regulatory compliance review.In this context,backdoor-liked listing,as a kind of enterprise merger and reorganization plan derived from the regulatory identification standard of backdoor listing and with a unique design transaction structure,has gradually begun to be tried by enterprises,and the innovative research on the design of backdoor-liked transactions has become a direction of academic attention.This dissertation selects Shanda Games,a representative emerging Internet game industry enterprise in China,and conducts a qualitative and quantitative combination of its cases of listing in 2019 through backdoor-liked listing path with Century Huatong,analyzes the specific environmental background,policy considerations,and corporate conditions in which its transactions are located,and understands the driving forces affecting the choice of listing path.Further sort out the design details of its backdoor trading plan,compare it with the listing plan of comparable enterprises,analyze the reasons for the design of the transaction plan from a qualitative perspective,demonstrate the rationality of the plan design,and evaluate the effect of the implementation of the plan.By using the event study method,accounting research method and the DEA-Malmquist index model used to quantitatively analyze the performance of enterprises in the industry,taking into account the short-term and medium-and long-term perspectives,quantitatively measure and evaluate the performance of enterprises after the listing of backdoor restructuring,and extract some summary enlightenment based on the qualitative quantitative evaluation results.Through a comprehensive study of the cases,the main conclusions drawn in this dissertation include: Internet game enterprises have a dual cycle of capital market policies and industry development policy changes,and changes in the external environment under policy intervention are an important driving force for enterprises to choose different listing paths;the M&A and restructuring transaction plan of case backdoor listing has advantages in corporate governance such as moderate equity conversion,transfer of control and smooth transition of main business compared with traditional backdoor listings,and has reasonable control over the asset valuation premium of traditional backdoor listings.The advantages of financial operations such as flexible financing can be improved;the short-term market performance,medium-and long-term solvency,profitability and other financial performance of enterprises after backdoor listing have been improved,but there are also defects similar to those of the backdoor listing model,such as limited operational efficiency and insufficient scale benefits.In view of the case study,this dissertation puts forward the viewpoint on the design of the enterprise backdoor listing scheme to help enterprises complete the listing requirements while improving performance,and at the same time,it puts forward suggestions on the operation of enterprises after backdoor-liked listing,in order to improve the quality of asset integration,prevent profit manipulation,and protect the interests of small and medium shareholders,and provide some references for the industry combining theory and practice.