| In recent years.under the guidance of the"dual circulation" development pattern and the"industrial upgrading" policy guidelines,more and more companies expect to achieve strategic transformation through M&A,many of which are high-premium M&A.However,too high a premium will affect the efficiency and effect of M&A and even determine the success or failure of M&A.Therefore,exploring the causes and influencing factors of M&A with high premiums is of great significance for preventing the risk of goodwill impairment and promoting the stable development of the M&A market.This thesis investigates whether there is a peer effect in high-premium M&A of listed companies.Then,we further research whether social learning behavior can explain the generation of peer effects in high-premium M&A.With the help of social learning theory,peer information is added into the expectation model of decision-making,and the heterogeneity factors affecting peer effect in each link(motivation,attention,retention,reproduction)of the social learning process are discussed.Finally,this thesis conducts an extended analysis of the impact of external environmental uncertainty and industry competition on the peer effect of high-premium M&A.We alleviate the endogeneity problem to a certain extent by constructing the heterogeneous stock returns of the same group of companies as instrumental variables.Using the M&A data of China’s A-share non-financial listed companies from 2010 to 2020,this thesis finds that:First,there is a peer effect in listed companies’ high-premium M&A.That is,the M&A premium of peer companies will significantly affect the M&A premium of focus companies.Second,through the sub-sample research,this thesis finds that:in the motivational link of social learning,when the managerial ability is weak,the focus enterprises are more motivated to learn from peer enterprises.In the attention link of social learning,when peer companies have outstanding M&A performance,peer information has a stronger impact on high-premium M&A.In the retention link of social learning.the peer effect is more significant when the information quality of peer companies is low and the focus company has the duality of CEO and chairman.In the reproduction link of social learning,when the focus enterprise has a low degree of financing constraints and a large amount of cash,peer information has a stronger impact on high-premium M&A.This thesis provides a new perspective for the study of peer effects and has certain practical guiding significance for how regulators regulate high-premium M&A. |