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邀请函 | 上市公司并购重组四地巡回论坛2025
Refinitiv路孚特· 2025-07-28 06:52
Core Viewpoint - The article emphasizes the accelerating restructuring of the global economic landscape by 2025, highlighting the strategic importance of mergers and acquisitions (M&A) for listed companies as a core engine for resource allocation and value creation. The complexity of operations in this area is increasing due to various challenges, including deepening state-owned enterprise reforms, dynamic adjustments in foreign investment regulations, and the evolving role of private equity in M&A activities [1]. Group 1: Market Trends and Challenges - The current market faces multiple intertwined challenges, including the emergence of new participation models due to state-owned enterprise reforms, ongoing adjustments in foreign investment access and regulatory frameworks, and an increasingly active role of private equity in M&A [1]. - Professional risk points such as intellectual property, tax compliance, antitrust reviews, and cross-border regulations are becoming more pronounced, demanding unprecedented levels of transaction structure design, execution efficiency, and risk management [1]. Group 2: Forum Details - The article announces a series of forums hosted by Global Law Firm in collaboration with the London Stock Exchange Group (LSEG) to discuss the latest trends in the global and mainland China M&A markets, focusing on core challenges and cutting-edge practices [1]. - Key topics to be covered include private equity participation in restructuring, foreign strategic investment trends, key considerations in control acquisitions, and risk prevention related to intellectual property [1]. Group 3: Event Agenda - The Beijing forum is scheduled for August 1, 2025, from 13:30 to 17:50, at the China World Trade Center in Chaoyang District, Beijing [4]. - The agenda includes sessions on the review of global and mainland China M&A markets, private equity participation, foreign strategic investments, key considerations in control acquisitions, and addressing intellectual property risks in M&A [5][6].
Goheal:一场“假回购”如何制造市值幻觉?上市公司控制权收购的烟雾弹
Sou Hu Cai Jing· 2025-05-12 09:09
Core Viewpoint - The article discusses the phenomenon of "fake buybacks" in the A-share market, where companies announce buyback plans to artificially inflate their market value, often preceding control transfers, creating a misleading perception of confidence among investors [1][6][9]. Group 1: Buyback Phenomenon - The term "buyback" has become a hot topic in the A-share market, with numerous companies announcing buyback plans weekly, including high-profile executive-led buybacks [1][8]. - Some buyback announcements lead to immediate stock price rebounds and increased trading volumes, but these effects often fade quickly, revealing the superficial nature of the buyback commitments [1][7]. Group 2: Fake Buyback Operations - Goheal's investigation uncovered a case where a company used a buyback announcement to boost its market value, facilitating a control transfer at a higher perceived price, despite minimal actual buyback activity [6][7]. - In a specific case, a pharmaceutical company announced a 500 million yuan buyback plan, resulting in an 18% stock price increase, but only executed 12 million yuan in actual buybacks before a significant shareholder transferred their shares to a state-owned platform [7][8]. Group 3: Market Manipulation and Beneficiaries - The combination of "fake buybacks" and actual control transfers creates a misleading narrative that benefits existing shareholders and new controlling parties, while minority investors are left holding shares in a company with altered control structures [9][10]. - This strategy is characterized as a sophisticated form of market manipulation, which, while legal, obscures the true nature of corporate governance changes [9][10]. Group 4: Identifying Fake Buybacks - Investors and institutions are advised to scrutinize buyback announcements, particularly their timing relative to significant shareholder actions, the actual amounts spent versus promised, and the concentration of buyback activity shortly after announcements [10][11]. - Regulatory bodies are encouraged to focus on the linkage between buyback activities and control changes, ensuring comprehensive and transparent information disclosure to prevent market manipulation [10][11]. Group 5: Reflection on Buyback Regulations - The current buyback mechanisms in the A-share market are more lenient compared to those in the U.S., allowing for potential exploitation by companies, especially given the light penalties for unfulfilled buyback commitments [11][12]. - Goheal suggests that both investors and regulatory bodies should treat the combination of buybacks and control transfers as significant warning signals, emphasizing the need for vigilance in capital market operations [11][12].