会计学院知识库

为满足高质量发展要求，并购作为一种重要手段，能够有效扩大企业经营规模。近年来，伴随着并购方式的逐渐多样化，我国企业并购案快速增加，同时，并购交易额也随之越来越高。但是，随着并购案的增加，并购成功率并没有上升，反而出现了大概率的失败案例。根据此现象，对海内外文献资料做了大量的研究，发现企业并购案的失败率远高于我们的预期，具体导致其失败的原因颇多，这也论证了本论文的研究价值。

ST龙力生物决定通过并购改变企业被动的局面实现成功转型。经过考察，最终确定厦门快云、兆荣联合作为本企业的并购目标。通过法定并购程序后，在2015年11月，以10.15亿元实施并购，但是，并购后并没有实现企业的预期目标，反而让ST龙力生物发展陷入困境，企业净资产三年持续为负，最终，于2020年5月22日，以收到深交所《关于山东龙力生物科技股份有限公司股票终止上市的公告》，来宣布并购案的失败。本文将此并购失败的典型案例作为研究对象，以案例企业初期并购动因、并购前后绩效变化为研究切入点，结合定性和定量方法，剖析导致其案例企业并购失败的具体原因。整个研究过程，包括ST龙力生物的前期并购准备工作、并购过程及后期实现并购后的整合工作，以期从整个并购活动中找出导致并购失败的因素，对具体原因的出现做出针对性的分析，希望能够为正在实施或者打算进行并购的企业一些启示。

In order to meet the requirements of high-quality development, mergers and acquisitions, as an important means, can effectively expand the scale of enterprise management. In recent years, with the gradual diversification of mergers and acquisitions, China's mergers and acquisitions cases increased rapidly, at the same time, the volume of mergers and acquisitions transactions is also getting higher and higher. However, with the increase of mergers and acquisitions, the success rate of mergers and acquisitions did not rise, but there were cases of failure of the probability. According to this phenomenon, a lot of research has been done on the literature at home and abroad, and found that the failure rate of mergers and acquisitions is much higher than our expectations, which leads to many reasons for its failure, which also demonstrates the research value of this thesis.

ST Longli Bio decided to change the passive situation of enterprises through mergers and acquisitions to achieve a successful transformation. After investigation, it was finally determined that Xiamen Express Cloud and Zhaorong jointly as the acquisition target of the enterprise. After the adoption of the statutory merger procedure, in November 2015, with 1.015 billion yuan to implement the merger, but after the merger did not achieve the expected goals of the enterprise, but let ST Longli biological development in trouble, the enterprise's net assets continued to be negative for three years, and finally, on May 22, 2020, to receive the Shenzhen Stock Exchange "on Shandong Longli Biotech Co., Ltd. stock termination announcement" to announce the failure of the merger. This paper takes this typical case of merger failure as the research object, takes the initial merger and acquisition motivation of the case enterprise, the performance change before and after the merger as the research entry point, combines the qualitative and quantitative method, analyzes the specific reasons that lead to the failure of the case enterprise merger and acquisition. The whole research process, including ST Longli biological pre-merger preparation, merger process and later integration work after the merger and acquisition, in order to find out the factors leading to the failure of mergers and acquisitions from the whole merger and acquisition activities, to make a targeted analysis of the emergence of specific reasons, hoping to be able to implement or intend to carry out mergers and acquisitions of enterprises some inspiration.