协同价值的实现与并购支付方式的选择

对收购活动的动机存在不同的看法,最终而言,每一项并购活动都是为了实现并购的协同价值。不同支付方式又与协同价值的分配和实现有着密切的联系。本文研究表明,在用现金进行支付的情况下,并购方股东既要承担协同价值未实现的全部损失,也能享有协同价值超额实现的全部收益。在发行固定数量股份的交易方式和发行固定价值股份的交易方式下,并购完成后市场对并购进行重新估价的结果,主要表现为买方公司股价的变动也会影响双方的利益。如果是股价上升,那么并购双方都将获益,而且往往对买方公司更为有利;如果股价下跌,那么买方公司也将承担更大的损失。这些结论为支付方式的选择和协同价值的实现提供了依据。

The Realization of Co-integration Values and the Selection of Payment Mode in Merger and Acquisition

There is no consensus on the motives of merger and acquisition. Each such activity is aimed at achieving the co-integrated gains of merger and acquisition. Different modes of payment have close relationship with the realization and distribution of co-integrated gains. Based on some researches it's argued that when the payment is conducted in cash, the shareholders of the merging party are supposed to not only bear all the losses if the co-integrated gain is not achieved, but also enjoy all the proceeds if it is over-fulfilled. And when the transaction is made by issuing shares of fixed number or issuing shares of fixed values, as a result of the reevaluation of the market on merger and acquisition, the alteration of the share price of the purchasing company will also impact the benefits of both parties. If the share price rises, both parties will benefit from it and it will be more favorable to the buying company. If the share price falls, the purchasing party will suffer more losses. These conclusions help to provide some basis in terms of choosing a payment mode and achieving the co-integrated gains.