| With the development of China’s economy,a large number of funds flow into the capital market,and the competition among enterprises is becoming increasingly serious.Enterprises can not meet the requirements of competition by relying only on internal development.They need to meet the needs of enterprise development through the extension of M &A.However,M & A is a high-risk activity.When the income from M & A is lower than the price paid by the enterprise,the enterprise not only can not achieve the purpose of enhancing its own value,but also needs to accept the negative impact of M & a failure.Therefore,the rational use of VAM is more important for M & A.Based on the synergy effect,information asymmetry theory,principal-agent theory and incentive theory,this paper analyzes the application of Simei media’s gambling agreement from the purpose of enterprise merger,the design of gambling agreement and the effect after merger,and studies its successful experience.This paper starts with the design of the terms of Simei media’s gambling agreement.Through the analysis,we find that Simei media chooses the income method as the valuation method to value the target company;According to the purpose of M & A,the net profit belonging to the shareholders of the parent company is set as the target of performance gambling;In the design of compensation scheme,two-way compensation mode is selected,which constitutes the framework of Simei media’s gambling agreement.In the aspect of risk control in the use of gambling agreement,detailed due diligence should be carried out in the early stage of M & A;In the process of M & A,effective terms are designed in terms of performance commitment objectives,compensation methods and incentive measures to reduce the risk of failure to achieve performance commitment and insufficient compensation;The implementation of reasonable M & A integration measures after M & A is conducive to the achievement of gambling.Three aspects work together to enhance the possibility of successful application of the bet agreement.Then it analyzes the impact of the bet agreement on Simei media from the aspects of strategy,coordination and financial ability.Through M & a gambling,Simei media successfully laid out the company’s strategy,and achieved initial results in the industrial collaboration with the acquired company.The revenue of both sides of the M & A has increased greatly,and the overall financial ability of the enterprise has been significantly improved after the M & A.Media enterprises should pay attention to due diligence,valuation,terms design and merger and acquisition integration when using gambling agreements.Reasonable use of the bet agreement can promote the industry collaboration between the two sides,effectively reduce the risk of goodwill impairment,enhance the comprehensive strength of both sides,and enhance the overall core competitiveness of enterprises. |