| At present,the real estate industry is in an important period of reform and adjustment.Affected by the national macro-control policies,the pressure of industry competition has increased,and the real estate industry has intensified mergers and acquisitions.At present,land resources are scarce and the cost of land acquisition is high.The reason why real estate companies conduct mergers and acquisitions is to obtain high-quality and affordable land resources,increase land holdings,and at the same time broaden the scope of business and enhance the overall strength of the company.The current real estate industry is almost at a new stage,and real estate companies are facing new challenges.Large real estate companies have adopted mergers and acquisitions to pursue profit growth,but mergers and acquisitions are often accompanied by greater risks.This thesis first introduces the topic selection background,purpose,significance,research content,research methods,summarizes relevant research at home and abroad,and introduces the innovation and shortcomings of this thesis.Secondly,it specifically explains what is m&a and M&A risk,and expounds the relevant theories involved in this study.Then it introduces China’s real estate policies in different periods,and makes a comprehensive analysis of the possible risks in the process of merger and acquisition.Then,two typical cases are selected to study,one is sunac China’s acquisition of Wanda Culture & Tourism and the other is Everglade Real Estate’s acquisition of Shenshenfang.As Sunac gradually increases its leverage,its debt ratio increases and its capital structure is not optimized.The huge capital expenditure of the acquisition of Wanda Cultural tourism project has also brought financial pressure to Sunac.Combined with the current narrowing of financing channels in the real estate industry and the increase of financing cost,the risk control of the real estate industry has brought greater challenges.In addition,the merger and integration risk of Sunac China cannot be ignored.In addition,if the valuation is too low,it will affect the realization of shareholders’ rights and interests of Everglade Real Estate,which may lead to the failure of the merger and acquisition event,and the actual payment needs to bear huge cash flow pressure.After merger and acquisition,it is necessary to integrate management system business processes and human resources,which will bring risks.Finally,according to the case analysis results,it is found that there are many potential risks in the process of real estate M&A.Therefore,real estate enterprises should strengthen the risk control measures of M&A,enhance the awareness of risk prevention and control,and prevent the loss caused by the financial risks of M&A.Real estate enterprises should check the list of assets and ownership documents of the acquired company,and check whether the acquired company has problems such as judicial seizure,pledge,and mortgage of relevant rights and interests,so as to effectively avoid and prevent potential legal risks.In terms of financial risk control,the acquired party should make a detailed investigation of all aspects of the target enterprise,make a scientific valuation,comprehensively use different payment methods,and optimize the debt maturity structure reasonably.In terms of financing risk control,the acquirer can further expand financing channels and improve the speed of capital recovery.In terms of integration risk control,the acquirer can formulate reasonable integration plans,standardize the management system of the target enterprise,integrate culture and brand,and take measures.The results of this thesis will help to provide reference and reflection for the selected case enterprises and further optimize the practice of M & A. |