Financial Risks Analysis And Prevention And Control Measures Of H Company’s High-premium M&A

In 2014,China’s economy entered a stage of in-depth adjustment.While the State Council proposed to "encourage market-based mergers and acquisitions and restructuring transactions," the China Securities Regulatory Commission also eased capital market mergers and acquisitions and restructuring controls to promote the development of the merger and restructuring market.In this context,domestic listed companies are ushering in a wave of mergers and acquisitions,and the number and amount of mergers and acquisitions have repeatedly hit new highs.More and more listed companies have achieved capital expansion and transformation and upgrading through mergers and acquisitions.While the capital market’s mergers and acquisitions are heating up,the "high valuation","high premium" and "high commitment" phenomena of mergers and acquisitions and restructuring have become the "new normal" in the M&A market.The cultural media industry has also ushered in a wave of mergers and acquisitions under the promotion of national policies.Due to its own "asset-light" attributes,the phenomenon of high cross-regional and cross-industry high premiums has become an important feature of the industry’s mergers and acquisitions boom.Financial risks have received widespread attention.Based on this background,through the study of typical cases,it is particularly important to explore the financial risks of high-premium mergers and acquisitions and to propose corresponding risk prevention measures.Based on a large number of domestic and foreign researches on the financial risks of high-premium mergers and acquisitions,this paper selects the case of H company’s high-premium merger and acquisition of S company based on information asymmetry theory,conceit hypothesis theory,and synergy theory.Research and analyze the financial risks arising from high-premium M&A activities.In the case,the target company belongs to the "light asset" type,the M&A premium rate is 931.04%,higher than the median annual-industry M&A premium,belongs to the high premium M&A case,this article first introduces the basic situation of the two parties to the M&A and the M&A process,through the analysis of the high-premium M&A process of H Company,it is found that the case company’s valuation of the target assets is too high,too optimistic to estimate the synergy effect brought by the merger and acquisition and the support of high performance commitments led to the occurrence of this high-premium merger and acquisition;secondly,from the value assessment risk,financing risk,Liquidity risk,goodwill impairment risk,integration risk and other aspects of the analysis of the financial risks caused by high-premium mergers and acquisitions,and then the F-score numerical model is used to evaluate the overall financial risks of H Company after high-premium M&A.Finally,to prevent the financial risks of high-premium mergers and acquisitions in this case,it is believed that the company should reasonably evaluate the value of the target company and plan the capital reasonably Structure,broaden financing channels,and adopt multiple payment methods;in terms of integration,the integration model should be selected rationally,long-term integration strategies should be formulated,and risk prevention awareness should be enhanced;appropriate performance commitments should be formulated,and goodwill and impairment should be fully regulated.It is hoped that the research in this article can provide reference for risk prevention for other companies with high-premium mergers and acquisitions,and at the same time for creditors,investors and other stakeholders to understand the risks of mergers and acquisitions and provide references for them to make relevant decisions.