| The scale of LED photoelectric lighting industry in our country is expanding,and now it presents the problems of fierce competition among enterprises and oversupply in the market.In order to be able to grab more market share,the LED companies to cross-border M&A.As LED belongs to the semiconductor industry,it may face anti-monopoly review when conducting cross-border mergers and acquisitions,increasing the risk of cross-border mergers and acquisitions.If any risk is not adequately dealt with in the process of cross-border merger and acquisition,the enterprise will fail in cross-border merger and acquisition and have a serious impact on itself.Therefore,it is necessary to study the risk management and control in cross-border M&A.After the acquisition of Germany LEDVANCE,MLS has successfully ranked among the three leading LED enterprises in the world.Therefore,this paper chooses to study the cross-border M&A risk control of MLS’s acquisition of Germany’s LEDVANCE,which is representative.This paper firstly introduces the merger background,corporate introduction,merger motivation and merger process of MLS’s merger with LEDVANCE in Germany.Secondly,the process of MLS’s cross-border merger is divided into preparation,implementation and integration stages by using the segmentation identification method.Mulinson faced strategic,political-legal and pricing risks in the preparation phase;Faced financing,payment and exchange rate risks in the implementation phase;In the integration stage,it faced the integration risks of finance,operation,culture,personnel and organization.Thirdly,this paper selects reasonable indicators for these risks and evaluates the risk of MLS’s acquisition of LEDVANCE of Germany based on the fuzzy comprehensive evaluation method,and concludes that the overall M&A risk is generally low.From time,to analyze its risk control: during the preparation phase,MLS to determine their own M&A strategy,the strategic partner to conduct due diligence,IDG capital has made a good risk to strategic risk controls.The political and legal risks are effectively reduced by setting up a two-tier SPV.By using reasonable valuation method and understanding the relevant situation of LEDVANCE in advance,a more reasonable pricing was formulated.In the implementation stage,MLS used a variety of financing methods to reduce the financing risk,the combination of cash and equity payment to reduce the payment risk,the use of internal guarantee loan to reduce the exchange rate risk;In the integration stage,the financial standards of both parties were unified and the financial structure was optimized.Through learning from each other and active communication,cultural exchange and integration are promoted.Optimize and integrate the organization and personnel,and improve the work efficiency.Through learning and exchange on technology,business and brand,operation coordination is realized.Although MLS overall risk control measures to reduce the risk of mergers and acquisitions,but also exists the principal-agent and financial problems.Finally,this paper puts forward relevant suggestions on optimizing the risk management and control of cross-border M&A of Mulinsen,summarizes the risk management and control measures that can be used for reference,and hopes to have certain enlightenment on the risk management and control of cross-border M&A of other LED enterprises in China. |