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Securities firms suggest improving the valuation tolerance of mergers and acquisitions and restructuring

2024-07-24

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Securities Times reporter Hu Feijun and Sun Xiangfeng

One month after the implementation of the "Eight Articles for the Science and Technology Innovation Board", more than 10 senior executives or key business personnel of securities companies were interviewed by Securities Times reporters and put forward some suggestions on M&A and restructuring policies.

Many securities firms interviewed suggested increasing the dialogue and communication mechanism between regulatory authorities and the market, improving policy transparency, optimizing the approval process and improving review efficiency. At the same time, the valuation inclusiveness of mergers and acquisitions of Sci-Tech Innovation Board listed companies can be appropriately increased, supporting the acquisition of high-quality unprofitable "hard technology" companies, and giving market players more room for independent decision-making.

Establish an effective communication and coordination mechanism

Regarding policy recommendations in the field of mergers and acquisitions and restructuring, interviewees mentioned the need to establish an effective communication and coordination mechanism, optimize the approval process, improve review efficiency, etc., so as to more effectively promote the development of mergers and acquisitions and restructuring business.

A relevant person in charge of GF Securities said that under the existing policy framework, it should be further clarified that regulatory agencies and service institutions should return to their positions and fulfill their responsibilities, and market players should be given more inclusiveness and greater autonomy, so that the policies that have been issued and the rules that have been implemented can better serve market players.

In terms of specific mechanisms, it is recommended to increase dialogue and communication mechanisms with the market, improve policy transparency, and have clearer predictability in the specific implementation standards and scales of the projects.

The person in charge said that in terms of continuous supervision, we should be more problem-oriented and give more room for error to the problems encountered by market entities in the process of mergers and acquisitions and reorganizations. We should strictly investigate and punish major problems with obvious subjective malice and damage to the public interest, and better guide science and technology enterprises to make full use of the policy dividends, system dividends and reform dividends of the Science and Technology Innovation Board under the principles of rule of law, marketization and standardization.

"Establishing a more effective communication and coordination mechanism can make it easier for enterprises, intermediary institutions and regulatory authorities to communicate at any time about issues encountered during mergers and acquisitions and restructuring. Regulatory authorities can then provide timely business guidance to enterprises and intermediary institutions." Wang Xuechun, vice president of Minsheng Securities and president of the investment banking division, told a Securities Times reporter.

Optimize approval process

Improve audit efficiency

Many securities dealers interviewed believe that regulatory authorities optimizing the approval process and improving review efficiency will help to implement a large number of mergers and acquisitions and restructuring projects.

"Currently, the review cycle for administrative licensing mergers and acquisitions is relatively long. We hope to further improve the review efficiency and the efficiency of resource allocation in the capital market." A relevant person from Sino-German Securities told reporters.

The relevant person in charge of Dongxing Securities Investment Bank suggested further simplifying the merger and acquisition restructuring approval process, improving approval efficiency and reducing the time cost and uncertainty of enterprises.

Jiang Tianfang, director of the investment banking business committee of China Securities, said that the merger and acquisition and restructuring business can appropriately simplify the process and increase policy support, such as further simplifying the transaction review process for acquiring minority stakes in controlling subsidiaries.

Ma Yao, executive committee member of CITIC Securities and director of the Global Investment Banking Management Committee, also said that the separate review system should be continuously optimized and fast review should be implemented for enterprises in specific industries. With reference to the "small and fast" review system, we should explore mechanisms such as providing fast review for listed companies with certain technical strength or domestic substitution capabilities, and for mergers and acquisitions of enterprises with new quality productivity characteristics and requirements, so as to give priority to guiding industrial resources to high-quality enterprises in key development areas of the country.

Improve mergers and acquisitions

Valuation Inclusiveness

During the interview, many securities dealers mentioned that in order to promote the further development of M&A and restructuring business, the inclusiveness of M&A and restructuring should be improved, and market players should be given greater room for independent decision-making.

Liao Weiping, assistant to the president of Guojin Securities, suggested that clear policy signals should be used to encourage investors and acquirers to participate more actively in the mergers and acquisitions of technology companies. At the same time, based on the characteristics of asset-light technology companies, the role of market pricing should be fully utilized to establish a more reasonable valuation system that reflects their core value and market potential.

Wang Xuechun also suggested that it is possible to support both parties to the transaction to reasonably determine the transaction price based on market-based consultations, increase the inclusiveness of restructuring valuations, and support both parties to the transaction to reasonably determine the transaction price based on market-based consultations.

"Relax the valuation tolerance for mergers and acquisitions and restructuring, adopt more flexible valuation methods, appropriately leave value judgment to the market, encourage the use of differentiated pricing to connect the primary and secondary markets, and reduce the phenomenon of valuation inversion," Jiang Tianfang suggested.

The relevant person in charge of Dongxing Securities Investment Bank believes that mergers and acquisitions need to be handed over to the market. The ultimate goal of the capital market is to serve investors. Investors' demands are to get real benefits. The ultimate value is determined by the company's sustainable operating ability and profitability. Therefore, mergers and acquisitions need to appropriately relax supervision and industry attribute identification, and strive to build the Sci-Tech Innovation Board enterprise group into a model with high scientific and technological attributes and strong profitability.