定向可转债——弱市并购重组市场新利器.pdfVIP

Finance 金融, 2020, 10(2), 77-82 Published Online March 2020 in Hans. /journal/fin /10.12677/fin.2020.102009 Directional Convertible Bond—A New Tool for MA in Weak Market Shuji Yan Zhejiang Gongshang University, Hangzhou Zhejiang th th th Received: Feb. 12 , 2020; accepted: Feb. 28 , 2020; published: Mar. 6 , 2020 Abstract Due to its dual characteristics of “stock and debt”, directional convertible bond has become a new tool for MA in weak market. As a payment instrument, it helps to relieve the pressure of the company that offers the MA to pay cash at one time. It can also prevent the risk of valuation pre- mium and reduce goodwill. To some extent, it mitigates the risk of excessive dilution of major shareholders equity. Because of the binding of interests, it can also alleviate the risk of human resources which is conducive to post merger integration. But we should pay attention to the set- ting of payment proportion of different payment methods. As a financing instrument, it can help to reduce the financing cost and financial risk. However, the key is to reasonably set up the initial conversion price and interest rate terms. In a word, due to its flexible terms, directional converti- ble bond can balance the interests of both parties and greatly improve the success rate of MA, which will boost the prosperity of MA market in the future. Keywords Directional Convertible Bond, Payment Instrument, Financial Instrument, MA 定向可转债——弱市并购重组市场新利器 颜淑姬 浙江工商大学，浙江 杭州 收稿日期：2020年2月12 日；录用日期：2020年2月28 日；发布日期：2020年3月6 日 摘 要 定向可转债因其“股债”双性的特征，成为弱市中并购重组市场的新利器。作为支付工具，它有利于缓 解主并公司一次性支付现金的压力