Research On The Risk And Prevention Of Goodwill Impairment In Merger And Acquisition Of Computer Industry

In recent years,in the competitive capital market,M & A has become an important channel for many listed companies to break through industry barriers and seek new strategic development.At the same time,the State Council and China Securities Regulatory Commission issued opinions on promoting market merger and reorganization,simplifying the process of market merger and acquisition,and set off a wave of merger and acquisition in China.2013 was a year of M & A blowout in the computer industry,with the amount of M & A completed reaching 8.428 billion,and then maintained a high-speed growth until the peak of M & A in 2015.However,along with the upsurge of M & A,the huge goodwill and the potential impairment risk in the process of high premium acquisition have brought many adverse effects on the performance and reputation of enterprises.With the expiration of the three-year performance gambling agreement,the total amount of goodwill impairment in the computer industry in 2018 has increased sharply,becoming one of the most prominent problems in the market.Faced with the huge risk of goodwill impairment,the computer industry and even the whole capital market have to pay attention to the prevention of goodwill impairment risk.Based on the above background,this paper selects Haofeng technology’s merger and acquisition of Lu’an century as a case study,analyzes the goodwill impairment risk brought by its high premium merger and acquisition,and puts forward some theoretical suggestions on relevant risk prevention.Firstly,this paper reviews the relevant literature at home and abroad,and summarizes the research results of scholars.Secondly,the statistics of M & A goodwill and impairment of computer industry.At present,the M & A goodwill and goodwill impairment of China’s computer industry present the characteristics of large amount and high proportion.The total scale of goodwill is second only to the pharmaceutical and media industries,which reflects that the industry as a whole is faced with high risk of goodwill impairment.Thirdly,this paper focuses on the case of Haofeng technology’s acquisition of Lu’an century.Firstly,the risk of goodwill impairment is identified from four aspects: Valuation and premium,payment method,M & A method and performance commitment;Secondly,the risk of goodwill impairment is measured by the scale of goodwill and the performance commitment;Then,the causes of goodwill impairment risk of Haofeng technology are explored,including the high premium rate of M & A,the poor integration effect after M & A,the delay of goodwill impairment due to performance commitment,and the improper application of relevant provisions on goodwill impairment.Finally,based on the analysis of the causes of the risk,combined with the characteristics of the computer industry,this paper puts forward some suggestions on the preventive measures of goodwill impairment risk from the perspective of the acquirer and the regulator.Based on the above research,this paper draws the following conclusions: first,in recent years,the increasing risk of goodwill impairment in the computer industry is mainly due to the accumulation of goodwill within the industry caused by the high premium of mergers and acquisitions;Secondly,by identifying and measuring in advance,we can prevent the concentrated outbreak of goodwill impairment risk to a certain extent and bring great harm to enterprises;Third,both sides should pay attention to the integration effect after the transaction to give full play to the synergy of M & A;Fourth,most of the M & A activities in the computer industry are small and medium-sized enterprises with market value.Withdrawing large amount of goodwill impairment has a great impact on the company’s operating performance,and even destroys the market order.Therefore,enterprises and regulators should pay attention to the risk prevention of goodwill impairment.