江苏大学硕士学位论文江苏大学硕士学位论文浅析跨国公司跨境并购姓名：尹坚申请学位级别：硕士专业：系统工程导教师：田立新20061215其溢出效应主要体现在：促进经济的快速增长，提升工业部门的技术水平，改善 产业结构，促进工业产品出口，改善市场竞争格局，提升竞争力，创造新的就ik 机会提高工业企业的管理水平等等。尽管目前在跨境并购方面的研究取得了不少成果，但还有很多涉及跨境并购 的课题还需要进一步的研究。有五个重要的研究领域：跨境并购的理论基础和决 定因素、跨境并购中的调研和其他重要程序的分析，并购案例的研究、与并购相 关的法人问题的研究和跨境并购价值创造的研究总之，跨境并购是一个至关重要的战略，包涵了全球经济中很多的挑战。尽 管以前的研究已经得出了一些重要的结论，但是研究仍然没有跟上国际化战略发 展的步伐。仍然还有很多的领域需要更多的理论和实证方面的研究和分析。关键词：外商直接投资；跨国公司；跨境并购：绿地投资；比较分析ABSTRACTMergers and acquisitions (M&As) have long been a popular strategy for firms and represent an important alternative for strategic expansion. Technological development and globalization have vastly contributed to the popularity of M&As and cross-border M&As. In the decade of the 1990s (tfac so-called fifth merger wave), the popularity of this strategy increased tremendously. Acquisitions completed in 1997 alone were valued at more than all acquisitions during the 1980s. In 1998 worldwide M&A activity totaled more than USD 2 trillion in terms of the stock value of the transactions announced Furthermore, the total value of deals completed between 1998 and 2000 was nearly USD 4 trillion, which is more than the total value of all deals completed during the preceding 30 years. And, while the overall M&A market follows a cyclical nature-and has cooled since the heyday of the late 1990s-the total number of worldwide M&As has been increasing recently at a rapid rate. While the majority of M&As involve two firms within flie same country, over 40% of the M&As that were completed between 1999 and 2000 involved firms headquartered in two different countries. The increasing globalization of business has heightened the opportunities and pressures to engage in cross-border M&As. Cross-border M&As pose taremendous challenges, in particular, at the post-acquisition stage. Recent evidence suggests that they are not highly successful. Therefore, a better understanding of the opportunities and challenges for firmsfollowing this strategy is extremely importanttCross-border M&As is a very powerful instrument for the inter-regional or intra-regional FDI flowing vnih diversifomi dymmics- For the economic developed countries, especidly the countties of Europe Economic Community and North America, to avoid negative effect of regional integration, they would like to do the recombination of FDI, which makes M&As occur frequently. In pxffsumg cross-border M&As, transnational firms should consider various conditions, including country-, industry-, level factors. At the firm and industry levels, main factors are complementary resources, strategies,diversification degree of market and products, etc. At national level，the mam factors are institutional difference, cultural difference etc.In short term, there is difference between the effect on host countrys economy by market entering modes of Greenfield Investment and M&As. But the final effect is determined by specific situation of host country. With the technological improvement by economic globalization, M&As becomes one indispensable key force in world economic and market reformation. M&As is helpful to protect and enhance the competitiveness of target firms in host country. M&As and Greenfield Investment will bring host coimtry overflow effect and demonstration effect to a certain extent Of course, there are potential risks of M&As, such as weaken the technological research & development capability of target firms, decrease competitiveness of host country and reduce employment opportunity, which challenge the institution set-up and market completion of the host country.Cross-border M&A by transnational firms is a dynamic learning process. There are multiple processes involved in M&As, such as due diligence, negotiation and integration. In each of them, the acquirer should improve its knowledge of how to use each of the processes to reach a success&l conclusion. Cross-border M&As will have a series of effect on host countrys economy. There are many overflow effects, such as to accelerate the fast economic development, to increase industry technological level，to improve industrial structure, to promote product import & export to improve market competition situation, to increase competitiveness, to create new employment opportunity, to improve firm administration, and so on.While the exiting research on cross-border M&As has made some achievement, there are still many topics relating to cross-border M&As needs further research. We highlight five important research areas, including the theoretical base for and measurement of the determinants of cross-border M&As unpacking due diligence and other important processes involved in cross-border M&As and clarifying the role of professional advisors, learning from successful and failed M&As, understanding the governance problems related to M&As and reframing domestic versus cross-border M&As.In conclusion, cross-border M&As are a crucial strategic initiative involving many chal