外资并购我国上市公司的动因、绩效及影响研究

发布时间：2018-01-05 07:41

本文关键词：外资并购我国上市公司的动因、绩效及影响研究　出处：《江西财经大学》2012年硕士论文　论文类型：学位论文

【摘要】：在经济全球化和区域经济一体化迅猛发展的21世纪,跨国并购不仅逐渐成为企业拓展国际市场迈向全球的重要方式,也成为东道国引进和利用外资的主要途径。改革开放以来,我国一直把利用外资作为我国的基本国策,并且随着我国加入WTO后经济政策的不断调整,外资并购逐渐成为我国利用外资的重要方式。外资并购的主体往往是知名的跨国公司,通过并购,可以从资金、技术、人才、工艺、产权治理结构以及经营理念、策略等方面对我国企业进行整合,形成真正具有国际竞争力的企业集团,从而可以提高我国企业的整体经济实力。本文以外资并购我国上市公司为着手点,选取从2002年到2010年间被外资并购的上市公司为目标样本,并按合理的方法选择本文所研究的样本公司。在分析外资并购我国上市公司动因的基础上,运用事件研究法分析外资并购我国上市公司的短期绩效,采用因子分析法研究外资并购我国上市公司的长期绩效,并分析阐述了外资并购对我国产生的影响,最后为政府更加合理利用外资维护我国产业安全提出了合理可行的建议。本文的主要结论如下：第一,外资并购上市公司是一个复杂的经济现象,随着经济形势的变化,其并购动因也随之变化。本文分别从国外跨国公司、我国政府与企业的角度出发分析研究了入世后促使外资并购我国上市公司的主要原因。通过分析比较,我们可以看出不同交易主体其并购动机存在很大的差异。对于并购方来说,主要有获取目标公司控制权及扩大在中国的市场占有率、追求“协同效应”、基于目标企业价值低估的投机动因等主要原因；对于我国政府和企业来说,政府相关政策制度的变迁和我国上市公司国际化发展的需要是促成外资并购我国上市公司的主要原因。第二,运用事件研究法分析外资并购事件对目标上市公司股价的影响,实证结果显示外资并购我国上市公司的短期绩效较好,给目标上市公司的股东带来了短期财富效应,并且通过观察累计平均超额收益率(CAR)在事件窗口的时序图可以看出我国股市存在内幕交易。另外,运用单因素分析法和多因素回归模型分别对外资并购短期绩效的影响因素进行分析,结果表明：并购比例与外资并购短期绩效呈现正向关系,且回归系数远大于行业相关度的回归系数,是外资并购短期绩效的重要影响因素：并购公司和目标公司的行业相关度与短期绩效之间呈现正相关关系,但统计意义不显著；在外资并购的几种不同方式中,股权收购方式的短期绩效明显优于其他并购方式的短期绩效；并购后外资股东成为目标公司第一大股东可以提升外资并购的短期绩效；目标公司的营运能力与外资并购短期绩效存在显著的正向关联,但其回归系数较小,因此对短期绩效的影响较小；总资产收益率ROA、营业收入增长率和资产负债率均与外资并购短期绩效正相关,但不显著；公司规模与外资并购短期绩效负相关,但不显著。第三,运用因子分析法研究外资并购我国上市公司的长期绩效,因子分析法的综合得分表明,外资并购当年与并购前一年的财务绩效不存在显著差异,这主要是因为公司并购行为发生后会存在资源整合和战略调整时期,而在此周期中,公司的经营状况不太稳定,外资并购后制定的新政策也需要一定时间才能更好地体现出来,且样本中有不少并购案例是发生于年末,并购对公司当年的业绩没有造成太多影响；并购后第1年和并购后第2年公司业绩有了显著的提升,说明随着公司整合进程的不断加深,公司的经营绩效表现较好,但与并购后第1年相比,并购后第2年的经营业绩下降；而相比并购后第一年和第二年,并购后第三年的经营绩效明显下降,而且差于并购前一年的绩效。从整体看,这意味着外资并购整合进程并未获得成功。第四,中国目前正处于社会和经济发展的重要战略转型时期,外资并购我国上市公司犹如一把双刃剑。外资并购在提升目标上市公司的核心竞争力、体现规模经济以及优化目标上市公司的治理结构的同时,也会带来一系列负面效应,比如,外资并购可能造成行业垄断、可能导致民族品牌的没落、可能产生失业风险等等。
[Abstract]:With the rapid development of economic globalization and regional economic integration in twenty-first Century, cross-border mergers and acquisitions not only has gradually become an important way for enterprises to expand the international market towards the world, has become the main way for the host country to introduce and use foreign capital. Since the reform and opening up, China has been the use of foreign capital as the basic policy of our country, and with the continuous adjustment of our country after joining WTO economic policy, foreign mergers and acquisitions has gradually become an important way for China's utilization of foreign capital. The main foreign mergers and acquisitions are often famous multinational companies, through mergers and acquisitions, from the capital, technology, talent, technology, property management structure and management idea, strategy and other aspects of the integration of China's enterprises, become internationally competitive enterprise groups thus, Chinese enterprises can improve the overall economic strength.
This paper takes the foreign mergers and acquisitions of Chinese listed companies as a starting point, selected from 2002 to 2010 were foreign mergers and acquisitions of listed companies as the target sample, and choose the Sample Firms by reasonable methods. Based on the analysis of foreign mergers and acquisitions of Listed Companies in China. On the short-term performance analysis of foreign mergers and acquisitions of Listed Companies in China by using the event the research method, using factor analysis to study the long-term performance of foreign mergers and acquisitions of Listed Companies in China, and analyzes the foreign capital merger impacts on China, for more rational use of foreign government finally put forward the reasonable and feasible suggestions to maintain our domestic industry. The main conclusions of this paper are as follows:
First, foreign mergers and acquisitions of listed companies is a complicated economic phenomenon, along with the change of economic situation, the merger also change. This paper from foreign multinational companies, analyzed the main reasons after the entry into WTO to China's foreign acquisition of listed companies of our country government and the enterprise perspective. Through analysis and comparison, we we can see that there are great differences between different transaction entities. The merger motivation for mergers and acquisitions side, includes obtaining control of Target Corp and in China expand market share, the pursuit of "synergy", the main reason of underestimating the value of target enterprise based on the speculative motive; for our government and enterprises, to the internationalization development of the change of government the relevant policies and listed companies in China as the main reason of foreign mergers and acquisitions of Listed Companies in China.
Second, analysis of the impact of foreign capital mergers and acquisitions of listed company's share price using the event study method, the empirical results show that good short-term performance of foreign mergers and acquisitions of Listed Companies in China, to the target shareholders of listed companies has brought short-term wealth effect, and by observing the cumulative average abnormal return rate (CAR) in the sequence diagram of event window can be seen there the insider trading in Chinese stock market. In addition, the influence factors of the single factor analysis and multivariate regression models were used to analyze the short-term performance of mergers and acquisitions, mergers and acquisitions and the results show that the proportion of foreign investment and the purchase of short-term performance has a positive relationship, and the regression coefficient is much larger than the regression coefficient of industry related degree, is an important influence on short-term performance of foreign mergers and acquisitions the factors: there is a positive correlation between the company and the Target Corp mergers and acquisitions industry correlation with short-term performance, but statistical significance was not significant; In several different ways of foreign mergers and acquisitions, short-term performance of equity acquisitions the short-term performance is better than other mergers and acquisitions; mergers and acquisitions of foreign shareholders become the largest shareholder of Target Corp can improve the short-term performance of foreign mergers and acquisitions; positively correlated with the ability of operating foreign M & a short-term performance of the Target Corp, but the regression coefficient is small, so the influence of the short-term performance is smaller; the rate of return on total assets of ROA, the growth rate of business income and asset liability ratio are positively correlated with foreign M & a short-term performance, but not significant; the scale of the company and foreign mergers and acquisitions of short-term performance are negatively correlated, but not significantly.
Third, using the factor analysis method to study the long-term performance of foreign mergers and acquisitions of Listed Companies in China, the comprehensive score of factor analysis showed that foreign mergers and acquisitions and mergers and acquisitions in the previous year's financial performance does not exist significant differences, this is mainly because the company mergers and acquisitions will occur after existing resource integration and strategic adjustment period, and in this cycle and the company's business situation is not stable, the new policy of foreign investment after the merger also needs some time can be better reflected, and the sample there are a lot of merger cases occurred at the end of the year, the company's merger on the performance did not cause too much impact; first years after the merger and acquisition of second years after the performance of the company have significantly improved, with the deepening of the process of integration, the performance of the company is better, but compared with the first years after the merger, merger and acquisition of the second year after the decline in operating results compared; In the first and second years after M & A, the performance of the third years after the M & A is significantly lower than that of the year before the acquisition. In a word, this means that the integration process of foreign M & A has not been successful.
Fourth, Chinese is currently in an important strategy for the economic and social development during the transition period, China's foreign acquisition of listed companies is a double-edged sword. Foreign acquisitions in the target to enhance the core competitiveness of listed companies, governance reflects the scale economy and the optimization of listed company structure at the same time, will also bring a series of negative effects, for example. Foreign acquisitions may cause monopoly, may lead to the decline of the national brand, may have a risk of unemployment and so on.

【学位授予单位】：江西财经大学
【学位级别】：硕士
【学位授予年份】：2012
【分类号】：F832.6;F276.6;F224

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