| With the rapid development of the global economy,competition among companies has become increasingly fierce,and many companies have entered the wave of mergers and acquisitions in order to break through the development bottleneck and improve their competitive advantage in the industry.As national policies focus on the film and television industry,more and more cultural enterprises are emerging and competition is becoming more intense.As an asset-light and high-risk enterprise,M&A is an important way for cultural enterprises to reduce their risks and obtain higher returns.This paper first reviews the literature related to corporate mergers and acquisitions and performance commitments,sorts out the relevant theoretical foundations and relates them to practice,and selects the case of Huayi Brothers’ merger and acquisition of Dongyang Meila in 2015 as the object of study to analyze the motivation and effects of its merger and acquisition under the perspective of performance commitments.Specifically,the first step includes an introduction of the M&A parties and the performance commitment process,which provides the basis for the following analysis.In the second step,we analyze the motivation of the M&A and the terms of the performance commitment from the case itself.The third step is to analyze the short-term market performance and long-term synergistic effects of the M&A using the event study method and the financial index analysis method to determine whether the effect of the M&A meets expectations.The event study analysis method can analyze the short-term performance of the M&A through the excess return rate during the window period,while the financial index analysis method analyzes the vertical analysis in terms of operational synergy,management synergy,financial synergy and overall synergy,and makes a horizontal comparison with the average level of the same industry,so as to eliminate the influence of other factors to a certain extent and analyze the effect of the M&A more accurately and intuitively.The event study methodology showed that both excess returns and cumulative excess returns were negative during the event window,indicating that the M&A event was not popular in the market and had weak short-term market benefits.The analysis of long-term synergies using the financial ratio method showed that administrative and financial synergies became negative first,except for short-term positive operational synergies,and overall synergies became negative through EVA analysis.Thus,the merger did not generate the expected long-term positive synergies and did not lead to a win-win situation,but became a means for the largest shareholder to make money.Finally,based on the case study,recommendations and measures are proposed,first,to conduct reasonable valuation before signing performance commitments,second,to reasonably design the terms of performance commitments,third,to adopt different financing methods,and fourth,to improve the regulation and supervision of M&A valuation at the national level.In addition,this paper does not exclude all the performance commitment factors that affect the operating conditions of cultural enterprises,but it can still provide some reference for other similar enterprises in the same industry and provide some inspiration and suggestions for other cultural enterprises’ M&A. |
