The first wave of mergers and acquisitions is characterized by horizontal mergers and acquisitions.
/kloc-in the second half of the 0/9th century, great progress was made in science and technology, which greatly promoted the development of social productive forces and created conditions for large-scale mergers and acquisitions of industries represented by railways, metallurgy, petrochemicals and machinery. Many enterprises in various industries have formed large-scale monopoly companies through capital concentration. 1899 During the peak period of M&A in the United States, the number of mergers and acquisitions reached 1208, 46 times that of 1896, and the amount of assets acquired reached 2.26 billion dollars. In the climax from M&A 1895 to 1904, 75% of American companies disappeared due to mergers and acquisitions.
In Britain, the birthplace of the industrial revolution, M&A activities have also increased significantly. During 1880- 198 1 year, 665 small and medium-sized enterprises merged to form 74 large enterprises, monopolizing major industrial sectors.
The industrial revolution in Germany, a post-capitalist country, was completed late, but the merger and reorganization of enterprises also developed rapidly. 1875, the first cartel appeared in Germany. Through large-scale M&A activities, it increased from 19 1 1 to 550-600, and controlled the main sectors of the German national economy. In this wave of mergers and acquisitions, the market share of large enterprises in all walks of life has increased rapidly, forming a relatively large-scale monopoly.
The second wave of mergers and acquisitions characterized by vertical mergers and acquisitions
The second wave of M&A occurred in the 1920s (1925- 1930). Those large enterprises formed in the first wave of M&A continued to carry out M&A, further enhancing their economic strength and expanding their monopoly position in the market. The typical feature of M&A in this period is vertical M&A, that is, all the production links of a department are unified in an enterprise consortium, forming a vertical trust organization, and the industrial structure has changed since Rouen. In the second wave of M&A, 85% of M&A belongs to vertical M&A. Through these mergers and acquisitions, major industrial countries have generally formed a situation in which the market of major economic sectors is monopolized by one or several enterprises.
The third wave of mergers and acquisitions characterized by mixed mergers and acquisitions
In the mid-1950s, the third M&A wave appeared in major industrial countries. After the war, the economies of various countries gradually recovered after the 1940s and 1950s, and the 1960s ushered in a golden age of economic development. Major developed countries have made large-scale investment in fixed assets. With the rise of the third scientific and technological revolution, a series of new scientific and technological achievements have been widely used and social productive forces have developed rapidly. During this period, the third wave of mergers and acquisitions characterized by mixed mergers and acquisitions came, and its scale and speed exceeded the previous two waves of mergers and acquisitions.
The fourth wave of mergers and acquisitions characterized by financial leverage mergers and acquisitions
The fourth M&A wave, which arose in 1980s, is characterized by financing M&A, which is huge in scale and numerous in quantity. During the period of 1980- 1988, the total number of corporate mergers and acquisitions reached 20,000, reaching its peak in 1985.
The "strategy-driven" M&A in diversified related products has replaced the "mixed M&A", which is no longer the simple M&A of unrelated products like the third M&A wave. The characteristics of this M&A are: financing M&A is the main form of enterprise M&A, and the transaction scale is unprecedented; The scope of M&A enterprises is extended to foreign enterprises; There is a phenomenon of merger between small enterprises and large enterprises; The financial sector has promoted mergers and acquisitions.
The Fifth Global Cross-border Merger and Acquisition Wave
Since 1990s, economic globalization and integration have been developing in depth. In this context, cross-border M&A, as one of the ways of foreign direct investment, has gradually replaced cross-border creation and become the dominant way of cross-border direct investment. According to statistics, the global cross-border M&A was only $74.5 billion in 1987, and reached 15 10 billion in/995. The M&A value of American enterprises reached $450 billion, which reached 279.8 billion in the first half of 1996.
In 2000, global cross-border M&A reached US$ 654.38 billion+US$ 065.438 billion+US$ 04.38 billion. However, since 200 1, influenced by the stagnation and decline of European and American economic growth and the "9. 1 1" incident, the global wave of cross-border mergers and acquisitions has shown signs of slowing down, but in the medium and long term, cross-border mergers and acquisitions will continue to develop.
What are the misunderstandings about mergers and acquisitions? At present, there are many ways of merger and reorganization in China, such as complicated approval process, merger of local enterprises by central enterprises and weak financial support for foreign mergers and acquisitions. Therefore, Li Jiange, a member of the Chinese People's Political Consultative Conference, suggested simplifying the approval process of mergers and acquisitions, and Wang Wei, president of the M&A Association of the All-China Federation of Industry and Commerce, suggested that M&A should be reorganized, and the foreign reserve should allocate a piece to support China enterprises' overseas mergers and acquisitions.
Ouyang Huaze, deputy director of the listing department of the China Securities Regulatory Commission, believes that "the support of bridge loans, M&A loans and M&A funds is still very limited, and the approval process involves a long approval chain of various competent departments, with many controls, which conflicts with market-oriented operations". This is a Chinese-style merger and reorganization, and I think there are four major misunderstandings.
Misunderstanding 1, the merger and reorganization of local state-owned enterprises by central enterprises is interpreted by China as "the country advances and the people retreats". Local state-owned enterprises have no right to decide whether central enterprises are hot or not, and local governments have the final say. This kind of reorganization and merger is only large-scale, and it has not upgraded technology, management and brand. Local governments regard it as a "big money". In this way, local taxes will be stable in the future.
Local governments consider the stability and scale of local taxes, not the effect of this reorganization and merger, while central enterprises do not consider the effect, as long as the scale. Moreover, the total number of mergers and acquisitions between central enterprises is decreasing year by year, as if the market share is high and the scale is large, which will naturally reduce costs and improve performance. Actually, this is a misunderstanding. Let's take a look at the reorganization and merger of the steel industry. Some just change brands and piece together sentences. All enterprises are still the same as before. What's the use? This is a joke.
Myth 2: China enterprises, especially resource enterprises, have raw materials overseas, and domestic restructuring cannot create raw materials. It is better to buy minerals overseas and need domestic credit support. This kind of merger and acquisition is actually aimed at the stock price of the target company before the subprime mortgage crisis and now, and it is found that the stock price has fallen a lot and is much cheaper. This is a rare opportunity to bid low. On the other hand, the price of minerals has risen too much, as if buying minerals early would benefit early.
The author believes that this sense of urgency of "squeezing at both ends" forces enterprises to increase overseas investment. We learned this mentality from last year, when China's overseas investment was shrinking around the world, while China was accelerating mergers and acquisitions. The question is, is this mentality correct? The author believes that this is a state of mind in which executives are caught in "hand-to-hand combat" and only see the whole part and the immediate future. This mentality is doomed to failure.
According to the cover article of Harvard Business Review, this paper makes a comparative study of 4,700 listed companies in three recessions: 1980- 1982,1990-199, and 2000-2002. In terms of the total amount, only 10% of the companies before the recession will prosper again after the recession, and 90% will not prosper.
Since 90% of enterprises can't prosper after the recession, it means that 90% of the enterprises in trouble have failed in mergers and acquisitions, and the opportunities for mergers and acquisitions are all in enterprises with new formats after the economic crisis. However, the gap between the unit purchase price of overseas enterprises in the past and the current unit purchase price is in the minds of executives, which is caused by the inertia of thinking, leading to an increase in the failure rate.
Therefore, the plan of M&A executives will basically be shot. It is precisely because they are too familiar with the cost price and current price of the acquired business department that the root cause of the mistake is. Therefore, external experts and consultants should be invited to formulate strategies for mergers and acquisitions of enterprises to avoid slipping into familiar gap prices and making mergers and acquisitions fail, which often happens in mergers and acquisitions between competitors in the same industry.
Myth 3: Reorganization and M&A are always based on where their own enterprises are weak or what they lack. They all made a big taboo. They reorganized and merged not products, but enterprises. There is a bubble in this kind of reorganization and merger, buying enterprises instead of products and buying irrelevant assets of the target enterprise. This is not a bubble. What is it? What is the overall bid without premium? In addition, after the acquisition, it is necessary to make a second investment to integrate the core assets, which becomes a burden for non-core assets. Therefore, reorganization and merger should be promoted from the enterprise level to the product level, so as to get out of the misunderstanding.
Myth 4: M&A is always the impulse of business owners to fight together, and the authorities are fascinated. In fact, mergers and acquisitions need to be "two sides and three knives." What are two sides? Any overseas country presents a heterogeneous economic environment with China. Interest rate, exchange rate, culture, customs and temperature difference lead to different environments, different incomes lead to different consumption, and different infrastructure leads to different logistics, electricity, transportation and labor laws. According to the statistics of the Ministry of Commerce on overseas enterprises in China, only one third are profitable and two thirds are unsuccessful.
Obviously, the success rate of domestic mergers and acquisitions is higher, because it is the merger and reorganization of homogeneous enterprises. What is three knives? Most domestic enterprises choose their own core technologies to acquire core technologies. In fact, judging from Toyota's recall, too advanced technology may face a blind spot of integration, leading to the failure of technology acquisition. R&D technology relying on its own experience may have stronger vitality, such as China high-speed rail. What shall we do? In my opinion, M&A is not only about technology, but also about the same products of homogeneous competitive enterprises and their sales channels. The purpose of this M&A is to buy everything, but nothing. This is the first knife.
The second knife is to step on the best combination of exchange rate cycle and stock market cycle in overseas mergers and acquisitions, first buy the underlying stocks in the secondary market, and then announce mergers and acquisitions to achieve a perfect combination. The third knife is to give up what enterprises lack in mergers and acquisitions, but to put what enterprises export into overseas production. This is the third knife for M&A, and it is the third knife for taking overseas branches as the center to replace exports and cut into foreign trade frictions and overseas raw materials. However, it is obviously a misunderstanding for domestic enterprises to buy ore and transport it in, increase sea freight and export volume, and increase the frequency and quantity of friction.
To sum up, domestic M&A is not only not market-oriented, but also involved in large-scale M&A at the enterprise level rather than the product level. It has failed in "hand-to-hand combat" and lacks global forward-looking thinking. It has a misunderstanding of buying what is lacking rather than what is lacking, and lacks understanding and forward-looking financial skills in "two-faced" mergers and acquisitions. Therefore, Chinese mergers and acquisitions should be slowed down, and the basic skills of theory and forward-looking financial technology should be laid first. Without connotation, how can there be a high success rate of mergers and acquisitions?