华福证券王俊兴：并购重组将持续引导资源要素向新质生产力方向聚集

Core Viewpoint - The release of the "Six Opinions on Deepening the Reform of Mergers and Acquisitions in Listed Companies" has revitalized China's M&A market, promoting market-oriented, legal, and international reforms that are reshaping the ecosystem of the M&A market [1]. Group 1: Market Trends and Dynamics - The joint efforts of policy and market have driven a surge in the M&A market since the release of the "Six Opinions" [2]. - Future M&A activities will continue to guide resource elements towards new productive forces, addressing issues like industrial overcapacity [9]. - Enhanced policy inclusiveness will create diverse market opportunities, including cross-industry mergers and acquisitions of loss-making targets [9]. Group 2: Challenges in M&A Transactions - Industry recognition is crucial for successful M&A transactions, with cross-industry mergers facing challenges due to differences in industry understanding and corporate culture [3]. - Valuation consensus is difficult to achieve for unprofitable assets, leading to challenges in transaction pricing [4]. - Post-merger uncertainties arise from the lack of mandatory performance commitments, which can lead to goodwill impairment and net asset erosion [4]. Group 3: Strategies for Successful M&A - Securities firms are exploring new business methods to address challenges in cross-industry mergers, focusing on due diligence and transaction structure design [5]. - For unprofitable assets, it is recommended to categorize them based on their potential for recovery and to conduct multi-faceted valuation assessments [6]. - A three-pronged mechanism of full information disclosure, risk isolation, and exit remedies is suggested to protect investor interests [6]. Group 4: Enhancing Securities Firms' Capabilities - M&A activities require securities firms to enhance their capabilities in efficient matchmaking, innovative transaction structuring, and comprehensive professional knowledge [8]. - Effective communication and negotiation skills are essential for securities firms to coordinate between clients, counterparties, and regulatory bodies [8]. Group 5: Recommendations for Market Development - Improving market maturity relies on increasing marketization levels and enhancing the professional capabilities of participants [11]. - Regulatory bodies should facilitate training for executives in listed companies to improve strategic decision-making and compliance [11]. - Strengthening post-merger supervision and enhancing information disclosure quality are critical for investor protection and market stability [12].