In recent years,China’s economy has developed steadily,and the capital market has developed increasingly perfect,and market competition has become increasingly fierce.Coupled with the guidance of relevant policies,many listed companies have adopted extended development as their development strategy and achieved sustainable development through M&A.With the continuous increase in the number of M&A of listed companies in the capital market,the risks of M&A have gradually emerged.In order to avoid risks,gambling agreements have been gradually introduced into China as a risk-avoidable valuation adjustment tool,and are widely used in M&A of listed companies in China.However,with the frequent application of gambling agreements,a series of problems such as "high premium","high goodwill",and "high commitment" have also arisen.More and more gambling M&A ended in failure,which brought serious adverse effects to listed companies.Therefore,identify the risks of listed companies’ gambling M&A transactions and find effective preventive measures to avoid risks,which is particularly important for promoting the development of China’s M&A market.This paper selects Anjie Technology’s gambling M&A of Weibo Precision Technology as an example,based on information asymmetry theory,signal transmission theory,principal-agent theory,and synergy theory,using literature research methods,case research methods,and event research methods.Firstly,introduce the specific process of Anjie Technology’s gambling M&A of Weibo Precision Technology and the impact of the failure of the gambling on Anjie Technology’s goodwill,operating results and stock price.Secondly,analyze the risks that existed before,during and after this gambling M&A.Finally,according to the risks in different stages of gambling M&A,corresponding preventive measures are put forward,and a risk prevention system for the whole process of gambling M&A is constructed.This paper draws the following research conclusions: the risks before this gambling M&A include target selection,industry prospects judgment,and intermediary agency risk,and the risks in this gambling M&A include the pricing of the M&A target,performance gambling target setting,and performance commitment compensation clause risks,and the risks after this gambling M&A include the risk of gambling failure and the integration of the two parties to the merger.Based on the above conclusions,the following preventive measures are proposed: the preventive measures before gambling M&A include a comprehensive investigation of the target of the M&A,improving the ability to identify the professional level of intermediaries,and using management accounting tools to grasp the M&A strategy,and the preventive measures in gambling M&A include improving the value evaluation method of the target of the M&A,optimizing the design of gambling agreements,and using management accounting tools to control financial risks,and the preventive measures after gambling M&A include closely tracking the completion of the performance of the M&A target and the use of management accounting tools to strengthen post-merger integration. |