财管类外文翻译2企业并购财务分析2论文.docx

1、财管类外文翻译2企业并购财务分析2论文(此文档为word格式，下载后您可任意编辑修改！)自己动手 丰衣足食，毕业论文好好搞M & Financial AnalysisCorporate mergers and acquisitions . Enterprise use of this mode of operation to achieve the capital cost of the external expansion of production and capital concentration to obtain synergies, enhancing competitivenes

2、s, spread business plays a very important role. M & A process involves a lot of financial problems and solve financial problems is the key to successful mergers and acquisitions. Therefore, it appears in merger analysis of the financial problems to improve the efficiency of M & Finance important pra

3、ctical significance.A financial effect resulting from mergers and acquisitions1. Saving transaction costs. M & A market is essentially an alternative organization to realize the internalization of external transactions, as appropriate under the terms of trade, business organizations, the cost may be

4、 lower than in the market for the same transaction costs, thereby reducing production and operation the transaction costs.2. To reduce agency costs. When the business separation of ownership and management, because the interests of corporate management and business owners which resulted in inconsist

5、encies in agency costs, including all contract costs with the agent, the agent monitoring and control costs. Through acquisitions or agency competition, the incumbent managers of target companies will be replaced, which can effectively reduce the agency costs. 3. Lower financing costs. Through merge

6、rs and acquisitions, can expand the size of the business, resulting in a common security role. In general, large companies easier access to capital markets, large quantities they can issue shares or bonds. As the issue of quantity, relatively speaking, stocks or bonds cost will be reduced to enable

7、enterprises to lower capital cost, refinancing.4. To obtain tax benefits. M & A business process can make use of deferred tax in terms of a reasonable tax avoidance, but the current loss of business as a profit potential acquisition target, especially when the acquiring company is give full play to

8、complementary acquisitions both tax advantage. Since dividend income, interest income, operating income and capital gains tax rate difference between the large mergers and acquisitions take appropriate ways to achieve a reasonable financial deal with the effect of tax avoidance. 5. To increase busin

9、ess value. M & A movement through effective control of profitable enterprises and increase business value. The desire to control access to the right of the main business by trading access to the other rights owned by the control subjects to re-distribution of social resources. Effective control over

10、 enterprises in the operation of the market conditions, for most over who are in competition for control of its motives is to seek the companys market value and the effective management of the condition should be the difference between the market value. Second, the financial evaluation of M & A Befo

11、re merger, M & A business goal must be to evaluate the financial situation of enterprises, in order to provide reliable financial basis for decision-making. Evaluate the enterprises financial situation, not only in the past few years, a careful analysis of financial reporting information, but also o

12、n the acquired within the next five years or more years of cash flow and assets, liabilities, forecast. M & M price is the cost of an important part of the target companys value is determined based on M & A prices, so enterprises in M & Juece Oclock on targeted business Jinxing scientific, objective

13、 value of Ping Gu, carefully Xuanze acquisition Duixiang to Shi Zai market competition itself tide in an invincible position. Measure of the value of the target company, generally adjusted book value method, market value of comparative law, price-earnings ratio method, discounted cash flow method, i

14、ncome approach and other methods. 1. The book value adjustment method. Net balance sheet shall be the companys book value. However, to assess the true value of the target company must also be on the balance sheet items for the necessary adjustments. On the one the asset should be based on market pri

15、ces and the depreciation of fixed assets, business claims in reliability, inventory, marketable securities and changes in intangible assets to adjust. On liabilities subject to detailed presentation of its details for the verification and adjustment. M & A for these items one by one consultations, t

16、he two sides, both sides reached an acceptable value of the company. Mainly applied to the simple acquisition of the book value and market value of the deviation from small non-listed companies. 2. The market value of comparative law. It is the stock market and the target companys operating performa

17、nce similar to the recent average trading price, estimated value of the company as a reference, while analysis and comparison of reference of the transaction terms, compared to adjust, according to assessment to determine the value of the target company. However, application of this method requires

18、a fully developed, active trading market. And a subjective factors and more by market factors, the specific use of time should be cautious. Mainly applied to improve the market system in the acquisition of listed companies. 3. PE method. It is based on earnings and price-earnings ratio target compan

19、ies to determine the value of the method. The expression is: target = target enterprise value of the business income PE. Where PE (price earnings ratio) can choose when the target companys price-earnings ratio M, with the target companys price-earnings ratio of comparable companies or the target com

20、pany in which the industry average price-earnings ratio. Corporate earnings targets and the target company can choose the after-tax income last year, the last 3 years, the average after-tax income, or ex post the expected after-tax earnings target company as a valuation indicator. This method is eas

21、y to understand and easy to apply, but its earnings targets and price-earnings ratio is very subjective determination, therefore, this valuation may bring us a great risk. This method is suitable for the stock market a better market environment, a more stable business enterprise. 5. Income approach.

22、 It is the company expected future earnings discounted using appropriate discount rate to assess the present value of the base date, and thus determine the value of the companys assessment. Income approach in principle, that is the reason why the acquirer acquired the target company, taking into acc

23、ount the target company can generate revenue for themselves, if the companys returns, but the purchase price will be bring benefits to determine the value of the company is scientific and reasonable way. The use of this method must predict the basic income guarantee and the possibility of a reasonab

24、le amount; second, and enterprises to obtain expected benefits associated with future risk can be invaluable, and can provide convincing evidence. When the purpose is to use M & A target long-term management and enterprise resources, then use the income approach is suitable. Activities in mergers an

25、d acquisitions, M & A business through the acquisition of a variety of financing sources of funds needed. M & M financing enterprises in financing before the deal with a variety of M & A comprehensive analysis and evaluation, to select the best financing channels. M & A financing from the actual sit

26、uation analysis, M & A financing is divided into internal financing and external financing. Internal financing is an enterprise to use their own accumulated profits to pay for acquisitions. However, due to the amount of funds required for mergers and acquisitions are often very large, and limited in

27、ternal resources, after all, the use of M & A business operating cash flow to finance significant limitations, the internal financing generally not as the main channel for financing mergers and acquisitions. Of external financing is divided into debt financing, equity financing and of their funds su

28、fficient, using its own funds is undoubtedly the best choice; if the business debt rate increase to equity of companies debt financing. However, if the business prospects for the future, can also increase the debt financing, in order to ensure all future benefits enjoyed by the existing shareholders

29、.Whether M & A business development and expansion as a means or an inevitable result of market competition, will play an important stage in the socio-economic role. As an important participant in M & A and policy-makers, from the financial rational behavior on M & A analysis and selection of the sam

30、e time, also taking into account the market, and management elements that will lead the enterprises decision making provide the most effective Xin Xi . 企业并购财务问题分析企业并购已成为企业资本运营的一种主要形式。企业运用这种资本经营方式实现对外部的低成本扩张，将生产和资本集中，获取协同效应，对提高竞争能力、分散经营风险起到了很重要的作用。企业并购过程中涉及许多财务问题，而财务问题的解决是企业并购成功的关键。因此，对在并购中出现的财务问题进行分

31、析研究来提高并购财务效率就有着重要的现实意义。 一 企业并购产生的财务效应1.节约交易费用。企业并购实质上是企业组织对市场的替代，实现了外部交易的内部化，由于在适当的交易条件下，企业的组织成本有可能低于在市场上进行同样交易的成本，从而减少了生产经营活动的交易费用。2.减少代理成本。当企业所有权与经营权相分离时，由于企业管理层与企业所有者利益的不一致而产生了代理成本，包括所有人与代理人的签约成本，对代理人监督与控制的成本等。而通过并购或代理权的竞争，目标公司现任管理者将会被代替，从而可以有效地降低其代理成本。3.降低融资成本。通过企业并购，可以扩大企业的规模，产生共同担保作用。一般情况下，规模大

32、的企业更容易进入资本市场，它们可以大批量地发行股票或债券。由于发行数量多，相对而言，股票或债券的发行成本也随之降低，使企业以较低的资本成本获得再融资。4.取得税收优惠。并购过程中企业可以利用税法中的税收递延条款合理避税，把目前亏损但有一定盈利潜力的企业作为并购对象，尤其是当并购方为高盈利企业时，能够充分发挥并购双方税收方面的互补优势。由于股息收入、利息收入、营业收益与资本收益间的税率差别较大，在并购中采取恰当的财务处理方法可以达到合理避税的效果。5.增加企业价值。并购通过有效的控制权运动为企业带来利润，增加企业价值。即意欲获取企业控制权的权利主体通过交易方式获取了其他权利主体所拥有的控制权来重

33、新配置社会资源。在有效的企业控制权市场运行的条件下，对大部分接管者来说，其争夺控制权的动机就在于寻求公司的市场价值和在有效管理的条件下应具有的市场价值之间的差额。 二 企业并购的财务评价企业并购之前，并购企业必须对目标企业的财务状况进行评价，为决策提供可靠的财务依据。评价企业的财务状况，不仅要对过去几年中的财务报告资料进行仔细分析，而且还要对被并购以后五年甚至更长年份内的现金流量及资产、负债进行预测。1.公司资金流动状况和偿债能力是保持良好财务弹性的基本条件。企业的财务弹性很重要，它主要是指企业保持良好的资金流动性以便及时偿还债务。良好的资金流动表现在良好的创收能力以及从资本市场进行筹资的能力，还与公司的整体创利能力