In August 2018,the central government released the "Key Points for Reducing Enterprise Leverage" and other restrictive policy proposals to further deploy the "deleveraging" of domestic enterprises.At the same time,the Shanghai Stock Exchange Index continued to decline.As a result,many listed companies had financial crisis and needed to be rescued urgently.In this context,the phenomenon of owners changing in the A-share market is increasingly frequent,and buyers of Chinese funded holding enterprises are also emerging.State funded holding enterprises often have strong financial strength,which is undoubtedly a timely help to listed enterprises in financial difficulties at that time.This phenomenon does not come from nowhere.Previously,the particularity of state-owned capital had caused many restrictions for state-owned capital to become the owner or take over private listed enterprises.However,with the promotion of the mixed ownership reform of state-owned enterprises and the supply-side reform,the market has gradually developed towards the direction of common progress of state-owned capital and private capital.Under the dual influence of economic environment and system reform,state-owned enterprises have become the main force to take over private listed enterprises.This form of state-owned ownership of private enterprises is contrary to the reform form of state-owned enterprises introducing private capital,so it is called reverse mixed reform.Reverse mixed ownership reform is one of many ways to reform.Different from the concept of bailing out private enterprises,it also emphasizes the value-added management of stateowned capital while broadening the financing channels of private enterprises,and even the means of introducing local state-owned assets into emerging economic growth forces.However,in reality,many reverse hybrid mergers and acquisitions have not brought positive economic consequences for both parties.In order to explore the specific problems,this paper selects the case of Pingxiang Fan Tinker M&A of Firstar Panel Technology as the research object.Through the application of resource dependence theory,synergy theory,information asymmetry theory and modern property rights theory,this paper uses literature research method and case study method to study the motivation and economic consequences of Pingxiang Fan Tinker acquisition of Firstar Panel Technology.First of all,the institutional background,current situation characteristics and motivation of M&A under reverse mixed reform are summarized at the beginning of this paper,paving the way for case analysis.Then,we sort out the process of M&A,analyze the motivation and economic consequences of M&A from the perspective of Firstar Panel Technology and Pingxiang state-owned capital party respectively,and summarize the reasons for the failure of M&A,Aiming at the problem of improving the economic effect of enterprise mergers and acquisitions under the reverse mixed transformation,this paper puts forward the following suggestions respectively for listed enterprises,state-owned capital parties who intend to conduct reverse mixed transformation through mergers and acquisitions,and external regulators who regulate mergers and acquisitions: For listed enterprises,first,actively cooperate with the integration work of the acquirer,actively provide comprehensive and true information of the enterprise before the merger,follow the principle of consistency of the development goals of both parties after the merger,strive to cooperate to solve the contradictions in the decisionmaking process,and dare to change the original management mode and business strategy;Second,enterprises should strive to improve their own competitiveness,pay attention to the improvement of their own innovation ability,learn to optimize the allocation of resources,and make full use of the resources brought by state-owned enterprises;The third is to objectively view the resources brought by state-owned capital investment,make reasonable use of them,and help enterprises unleash greater vitality.For the state-owned capital side,first,choose your target company carefully before making an acquisition,and investigate the internal and external conditions of the target company after measuring their own needs,so as to improve the adaptability of both parties,and try to choose good companies;Second,moderately participate in management after M&A to speed up integration.For external regulators,firstly,improve the flexibility of supervision on major asset restructuring,mainly through risk level audit.Second,standardize third-party audit institutions and keep alert to the work of third-party audit institutions.The results are as follows: First,interest is the primary factor for Firstar Panel Technology and Pingxiang state-owned capital party to consider when they choose to merge.Firstar Panel Technology is mostly based on its own interests,but the latter is more based on local economic interests;Second,Firstar Panel Technology did not reverse the plight of the enterprise through mergers and acquisitions.Accordingly,State-owned capital of Pingxiang City also lost;Third,the fundamental reason for the failure of M&A is the saturation of the industry in which Firstar Panel Technology is located and the stagnation of its own development.However,Pingxiang state-owned capital party also has mistakes in the choice of target enterprises,industry development prospects and enterprise follow-up management.The author hopes to provide reference for state-owned capital and private listed enterprises who intend to realize reverse reform through M&A,and promote the healthy development of the capital market through this case analysis. |