我国上市公司换股并购效应研究
发布时间：2018-11-09 16:54
【摘要】：换股并购是指主并购公司通过将目标公司的股票按一定比例换成本公司股票,并且目标公司被终止或成为主并购公司子公司的方式而进行的并购。换股并购是以股票作为支付方式的。 我国A股市场上市公司并购重组中,换股支付正作为重要方式被运用,并且也将是主要发展方向。但在我国经济体制从计划经济向市场经济转变的过程中,基于资本市场的换股并购对公司市值效应、业绩效应的研究相对甚少。本文运用文献分析法和比较分析法,采用定性分析与定量分析相结合,规范分析与实证分析相结合,运用事件研究法、计量模型法、财务绩效分析法,以我国上市公司的换股并购事件为样本,对目前研究较少的换股并购股价效应与业绩效应,深入地进行了研究。 全文共分为五章,第一章为绪论,介绍了论文研究的背景、目的与意义,研究内容与方法,论文的创新与不足之处,并对国内外研究现状进行了初步阐述；第二章分析了有关换股并购与并购效应的一些理论,对换股并购的优缺点进行了介绍,分析了运用换股并购时需要考虑的因素,对换股并购中不同的换股比例测算方法进行了分析,包括：每股收益法、每股市价法、每股净资产法、“每股收益不被稀释”约束条件下临界换股比例的确定以及L-G模型；第三章对换股并购的股价效应进行了研究,同时依据不同的标准对样本公司进行分类,并对不同类型的样本公司进行了对比分析；第四章对换股并购的业绩效应进行了研究,同样对不同类型的样本公司进行了对比分析；第五章结合现实中的经济政策,就如何提高换股并购效应提出了一些具有探讨性的建议。 本文运用SPSS及EXCEL软件,通过累计平均超额收益率与各项财务指标的计算与检验,得出以下结论：对于股价效应,换股并购事件确实能为公司股东带来正的股价效应,且ST类、吸收合并类、深市上市公司、股改后样本上市公司正的股价效应分别大于非ST类、借壳上市类、沪市上市公司和股改前样本上市公司；对于业绩效应,换股并购有利于上市公司主营业务盈利能力以及每股收益的提升、但对自有资金使用效率的提升效果并不显著,同时,换股并购事件对借壳上市公司主营业务利润率、每股收益和净资产收益率的提升作用都明显高于吸收合并上市公司,换股并购事件对深市上市公司主营业务利润率、每股收益与净资产收益率的提升作用均明显高于沪市上市公司。
[Abstract]:M & A refers to the merger and acquisition of the main M & A company by changing the shares of the target company into its own stock in a certain proportion, and the target company is terminated or become a subsidiary of the main M & A company. M & A is made in stock as payment method. In the M & A of listed companies in China's A-share market, share exchange payment is being used as an important way, and will also be the main development direction. However, in the process of our country's economic system changing from planned economy to market economy, there are few researches on the effect of stock exchange and merger and acquisition based on capital market on the market value and performance effect of the company. This article uses the literature analysis method and the comparative analysis method, the qualitative analysis and the quantitative analysis union, the standard analysis and the demonstration analysis union, uses the event research method, the measurement model method, the financial performance analysis method, Based on the stock exchange M & A events of listed companies in China, the stock price effect and performance effect of stock exchange mergers and acquisitions, which are less studied at present, are studied deeply. The first chapter is the introduction, which introduces the background, purpose and significance, research content and method, innovation and deficiency of the thesis, and gives a preliminary exposition of the current research situation at home and abroad. The second chapter analyzes some theories about M & A and M & A effect, introduces the merits and demerits of M & A, and analyzes the factors to be considered in the application of M & A. This paper analyzes the different measurement methods of the proportion of stock exchange in M & A, including: earnings per share, market value per share, net assets per share, the determination of critical exchange ratio under the constraint of "no dilution per share income" and L-G model; The third chapter studies the stock price effect of stock exchange merger and acquisition, and classifies the sample companies according to different standards, and makes a comparative analysis of different types of sample companies. Chapter four studies the performance effect of stock exchange merger and acquisition, and makes a comparative analysis of different types of sample companies. Chapter five puts forward some suggestions on how to improve the effect of merger and acquisition of stock exchange combined with the economic policy in reality. In this paper, by using SPSS and EXCEL software, through the calculation and test of cumulative average excess return and various financial indexes, we draw the following conclusions: for stock price effect, M & A can bring positive stock price effect to shareholders, and ST class. The positive stock price effect of the sample listed companies after the stock reform is greater than that of the non-ST listed companies, the backdoor listed companies, the Shanghai listed companies and the sample listed companies before the stock reform. For the performance effect, M & A is beneficial to the main business profitability and earnings per share of listed companies, but the efficiency of the use of their own funds is not significant, at the same time, The effect of the merger and acquisition event on the profit margin of the main business, earnings per share and the rate of return on net assets of the backdoor listed companies is obviously higher than that on the absorption of the merged listed companies, and the merger and acquisition event on the profit margin of the main business of the listed companies in Shenzhen Stock Market. Earnings per share and return on net assets are significantly higher than listed companies in Shanghai.
【学位授予单位】：东华大学
【学位级别】：硕士
【学位授予年份】：2012
【分类号】：F832.51;F271;F224
本文编号：2321015
[Abstract]:M & A refers to the merger and acquisition of the main M & A company by changing the shares of the target company into its own stock in a certain proportion, and the target company is terminated or become a subsidiary of the main M & A company. M & A is made in stock as payment method. In the M & A of listed companies in China's A-share market, share exchange payment is being used as an important way, and will also be the main development direction. However, in the process of our country's economic system changing from planned economy to market economy, there are few researches on the effect of stock exchange and merger and acquisition based on capital market on the market value and performance effect of the company. This article uses the literature analysis method and the comparative analysis method, the qualitative analysis and the quantitative analysis union, the standard analysis and the demonstration analysis union, uses the event research method, the measurement model method, the financial performance analysis method, Based on the stock exchange M & A events of listed companies in China, the stock price effect and performance effect of stock exchange mergers and acquisitions, which are less studied at present, are studied deeply. The first chapter is the introduction, which introduces the background, purpose and significance, research content and method, innovation and deficiency of the thesis, and gives a preliminary exposition of the current research situation at home and abroad. The second chapter analyzes some theories about M & A and M & A effect, introduces the merits and demerits of M & A, and analyzes the factors to be considered in the application of M & A. This paper analyzes the different measurement methods of the proportion of stock exchange in M & A, including: earnings per share, market value per share, net assets per share, the determination of critical exchange ratio under the constraint of "no dilution per share income" and L-G model; The third chapter studies the stock price effect of stock exchange merger and acquisition, and classifies the sample companies according to different standards, and makes a comparative analysis of different types of sample companies. Chapter four studies the performance effect of stock exchange merger and acquisition, and makes a comparative analysis of different types of sample companies. Chapter five puts forward some suggestions on how to improve the effect of merger and acquisition of stock exchange combined with the economic policy in reality. In this paper, by using SPSS and EXCEL software, through the calculation and test of cumulative average excess return and various financial indexes, we draw the following conclusions: for stock price effect, M & A can bring positive stock price effect to shareholders, and ST class. The positive stock price effect of the sample listed companies after the stock reform is greater than that of the non-ST listed companies, the backdoor listed companies, the Shanghai listed companies and the sample listed companies before the stock reform. For the performance effect, M & A is beneficial to the main business profitability and earnings per share of listed companies, but the efficiency of the use of their own funds is not significant, at the same time, The effect of the merger and acquisition event on the profit margin of the main business, earnings per share and the rate of return on net assets of the backdoor listed companies is obviously higher than that on the absorption of the merged listed companies, and the merger and acquisition event on the profit margin of the main business of the listed companies in Shenzhen Stock Market. Earnings per share and return on net assets are significantly higher than listed companies in Shanghai.
【学位授予单位】：东华大学
【学位级别】：硕士
【学位授予年份】：2012
【分类号】：F832.51;F271;F224
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