In 2015, the total number of film and television mergers and acquisitions exceeded 50 billion yuan, and gambling was frequent, and 1/3 of the company could not complete it.

The rapid development of China's film and television industry in recent years has made capital players particularly enthusiastic. It has become a common method to enhance the imagination of listed companies by acquiring and acquiring film and television assets.

The reporter recently sorted out and found that in 2015, there were nearly 90 mergers and acquisitions involving film and television in the A-share market, which can be described as a blowout. In 2014, there were more than 60 and in 2013, there were less than 10. In order to ensure investment income, listed companies often sign a "gambling agreement" with the acquired party. The disclosure of the 2015 annual report is coming to an end. Who is swimming naked?

Recently, self-media "Entertainment Capital" conducted statistics on the "gambling agreements" that 14 listed film and television companies have acquired related targets in recent years. It can be seen from the 2015 annual report that although 80% of them have fulfilled their performance commitments, almost all of them have just reached a thrilling pass against the gambling line.

Cao Haitao, a senior investor who has invested in many film and television culture companies, said that from the data point of view, in fact, one-third of film and television companies cannot complete the bet every year."But listed companies can use the compensation agreement calculation formula and accumulate performance. way to complete the bet agreement."

In order to stabilize profits,

the box office of China's movies exceeded 44 billion yuan in 2015, a year-on-year increase of 48.7%, ranking first in the world in growth rates. The development potential of China's film industry has also prompted capital and film to "get together" more and more frequently. According to the BOC International Research Report, the total number of mergers and acquisitions in the film and television industry in 2015 reached 50.778 billion yuan.

In addition, domestic film and television mergers and acquisitions not only occur between film and television companies, but also often listed companies in traditional industries enter the film and television industry. According to statistics, in 2014, the proportion of A-share companies whose main business was not media but achieved cross-border mergers and acquisitions was 54.16%.

When a listed company initiates an acquisition, the target party often makes a commitment to its performance and will compensate the listed company if it cannot be completed, which is a "gambling agreement." If the acquiree's performance fails to achieve within the specified time, the acquiree will make consideration compensation and repay the shares or cash.

"There must be a 'playfulness' behavior to stimulate stock prices in the short term." A senior film critic who declined to be named told reporters frankly. What worries him is that in the A-share market, the period for betting on the performance of the acquirer and the acquiree is generally three years, and it has not yet reached the point of explosion.

Cao Haitao said that listed companies have the greatest pressure to fail to fulfill performance commitments, so they will try their best to achieve performance commitment indicators."Generally speaking, if the promised performance is 20% to 30%, listed companies will use methods to make up for it. If the gap is 50% or even more than double, then you will give up."

As for the significance of signing a gambling agreement, Chen Shaofeng, deputy dean of the Institute of Cultural Industry at Peking University, told the reporter of "Daily Economic News" that the profits of the film and television industry are unstable. In order to ensure the stability of their business, it is necessary for listed companies to gamble., but this does not fundamentally guarantee the stability of the profits of the film and television business. "Currently, competition in the film and television industry is intensifying, with limited market and profit margins. As far as China films are concerned, the box office size is growing, but the actual net profit growth is not large."

Extend the ecological chain to stabilize performance

According to Cao Haitao's observation, one-third of M & A targets in the entire market may not meet performance commitments every year. The reporter sorted out the performance of the above-mentioned 14 film and television listed companies 'M & A targets and found that in 2015, 4 target companies failed to fulfill their performance commitments for the year.

However, Cao Haitao said that the film and television industry is flexible and the return cycle varies depending on the product. Therefore, some companies cannot complete this year and can make up for it through cyclical income later, such as the cumulative performance calculation method.

According to the reporter's understanding, the Blue Flame acquired by Hualu Baina for 2.5 billion yuan and the Ferris Wheel acquired by Beijing Culture for 150 million yuan actually failed to fulfill their performance commitments when they were acquired in 2015, but they were listed companies. Under the calculation method of cumulative performance statistics for 2014 and 2015 adopted by the company, the performance of the acquisition targets over the past two years has reached the standard.

Profits in the film and television industry fluctuate greatly, as can be seen from the Ferris wheel case acquired by Beijing Culture. According to public information, the Ferris Wheel promised a current net profit of more than 22 million yuan in 2015, but the company's audited actual net profit is only 9.2 million yuan. Compared with the Ferris Wheel's net profit of nearly 31 million yuan in 2014, its net profit in 2015 dropped by 70%.

This also directly affects the income of Beijing Culture. Beijing Culture's 2015 annual report stated that the company's business comes from two sectors: tourism and film and television culture. In 2015, revenue from the film and television and brokerage sectors decreased by 15% compared with the same period last year. The company's total revenue fell nearly 17% from the same period last year.

Regarding the instability of profits in the film and television industry, Chen Shaofeng believes that other methods should be used to solve it. For example, film and television companies need to extend the ecological chain to achieve a state of "self-sufficiency" blood-making capabilities. Or to increase profits from other angles, you can cooperate with games, e-commerce, etc., and then develop into a cultural industry company.

Editor: yvonne