超竞争环境下企业困境并购定价与时机研究

Option Game Analyses on the Pricing and Timing of Firm Distressed M&A under Hyper-Competition

在超竞争环境下企业面临的竞争环境越来越动荡,企业的竞争优势呈现出短期性与临时性的特点,为了快速发展,越来越多的企业选择并购。本文以超竞争环境为研究背景,运用期权博弈理论,分析并建立了存在竞争对手的企业困境并购定价与时机选择模型,通过模型求解得到并购中主并企业给予目标企业的最优价值以及主并企业的最佳并购时机;此外,通过数值模拟重点分析了三个超竞争特征因子（竞争强度、竞争不确定性、企业价值损失因子）、企业困境因子以及竞争对手的溢价水平对企业困境并购时机的影响。本文研究发现：（1）被并企业得到的价值补偿比例及主并企业最佳并购时机均受到各超竞争特征因子、企业困境因子以及竞争对手溢价水平的综合影响;（2）竞争对手的存在会使目标企业得到的价值补偿比例增加;（3）超竞争环境下企业困境并购中主并企业的最佳并购时机取决于并购双方的相对价值比;（4）随着可能导致双方谈判破裂因素、事件的增多以及企业财务困境程度的增加,主并企业提前进行并购的可能性增加;（5）随着竞争强度、竞争不确定性、竞争对手造成溢价水平的增加,主并企业推迟并购时机的可能性增大。

With the advent of the era of hyper-competition,an enterprise＇s survival environment has undergone great changes.As the speed of technology updating has become faster and faster and the competition of market has become more and more drastic,enterprises will be stuck in stagnation and even bankruptcy if it fails to keep pace with technology innovation or makes wrong management decision.An enterprise＇s financial distress would not only bring a harmful effect to itself,but also lead to losses of investors,creditors and other stakeholders.As a result,how to solve the financial distress has drawn more attention.The better way to solve financial distress is merger and acquisition,because the target firms can obtain money and technology from the acquirer firm.But for the acquirer firm,assessing distressed firm＇s value may faces greater risk.On the other hand,firm distressed MA happens and implements in a short time,which leads to a limitation on time for the acquirer firms to take full consideration.Consequently,the acquirer firms should be more discreet about making the MA decisions.In order to maximize the value of MA,the acquirer firms have to select the optimal MA timing and estimate the reasonable value of the acquired firms.In this paper,the option game method is applied to improve the management flexibility of firm distressed MA＇decision making,as well as reduce the risk of firm distressed MA to the maximum under the Hyper-competition environment.Due to the unique option game characteristics of the firm distressed MA under the hyper-competitive environment,three Hyper-competition characteristic factors（the variables that lead to negotiation breakdown or the number of negotiation breakdown,competitive intensity and competitive uncertainty）and a firm distressed MA characteristic factor are used to analyze the firm distressed MA decision makings under the condition of one-time payment competitors exist.Meanwhile,those models are applied into practice to change the distressed firm＇s financial status and make theacquirer firms profit growth.By means of the model calculation,case simulation and parameter analysis,several main conclusions are obtained as follows：（1）Under the Hyper-competition environment,the firm distressed MA value compensation ratio that the acquired firms are given by the acquiring firms and the optimal MA timing of acquiring firms are influenced by the competitive intensity,the competitive uncertainty,the cognitive distance and the bargaining power of two parties of the MA.（2）Under the Hyper-competition environment,the optimal firm distressed MA timing greatly depends on the relative value ratio between the acquiring firms and acquired firms,but is not directly related to the accumulated value of any relevant firms.（3）Under the Hyper-competition environment,there are two unequal value of waiting options existing in the process of firm distressed MA,which means there are two optimal MA timings.The acquiring firms should implement the MA when the relative value ratio between the acquiring firms and acquired firms increases from below the lower limit of the MA threshold to the lower limit of the MA threshold,or when it decreases from above the upper limit of the MA threshold to the upper limit of the MA threshold.（4）Under the Hyper-competition environment,both the acquirer firms and target firms are willing to quote a price in advance and the acquirer firms occupy aposition of advantage in the process of game.