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1、 Shanghai International Studies University CRITICAL ANALYSIS ON INTERCULTURAL COMMUNICATION IN CHINESE CROSS-BORDER M&A A Thesis Submitted to the Graduate School and Col lege of International Finance and Commerce in Partial FulfiIIment of the Requirements for Degree of Master of Arts By Yang Yuanyua
2、n Under the Supervision of Professor Gong Longsheng November 2008 本学位论文是我在导师的指导下取得的研究成果。在本学位论文 中，除了加以标注和致谢的部分外，不包含其他人己经发表或公布过 的研究成果，也不包含我为获得任何教育机构的学位或学历而使用过 的材料。与我一同工作的同事对本学位论文做出的贡献均己在论文中 作了明确的明说。 学位论文作者签名： 彳知私 1 扒 签名日期 . M 年 1 1 月 日 学位论文使用授权声明 上海外国语大学有权保存学位论文的电子和纸质文档，可以借阅 或上网公开本学位论文的全部或部分内容，可以向有关部门
3、或机构送 交并授权其保存、借阅或上网公布本学位论文的全部或部分内容。对 于保密论文，按保密的有关规定和程序处理。 学 位 论 文 作 者 签 名 ： 1$ 签名日期 g 年 月 日 导 师 签 名 ： 签 名 日 期 、 年 ! 月 日 ACKNOWLEDGEMENTS First, Id like to extend my greatest gratitude to my supervisor Professor Gong Longsheng, who has always been very helpful and attentive to my study and life since
4、I entered the graduate school, especially for his constant guidance and encouragement to the completion of my thesis. Without his patience, understanding and support, I could not get my thesis completed so smoothly. With his kind guidance, Fve made great progress in carrying out scientific research
5、in business communication field. Thanks also go to all of my other teachers in the past two and half years who have inspired me in the academic field. Without their kindly help and instruction, I couldnt make such progress and be qualified as a postgraduate student. I would also like to express my s
6、incere appreciation to my dear classmates Zhang Dan, Wang Zhenyong, Tong Ling, who have given me much encouragement and help in the process of composition. Last but not least, I would extend my infinite thanks to my beloved parents, who always stand at my side, give their intellectual and emotional
7、support to me through all the way. 内容摘要 随着世界经济的深入发展，跨国并购作为对外直接投资的一种形式，其并购规模 和影响越来越大，并业已成为跨国企业实施全球经营战略的一种重要方式。近年来， 在国家实施 “ 走出去 ” 战略和人民币不断升值的前提下，越来越多的优秀企业开始以 全球视野寻求可持续发展道路，跨国并购己经成为当代中国企业对外直接投资的主要 形式和战略决策。 相比于国内并购，跨国并购更复杂，商业风险也更大。其中存在着民族文化和企 业文化的双重文化差异。中海油竞购尤尼科、海 尔竞购美泰克等纷纷失败的案例告诉 我们，在进行跨国并购中，相当多企业的跨国并购
8、之路最大困难不在于资金、技术或 资源整合能力，而是如何面对复杂的国际市场环境以及与众多的利益关系团体进行良 好的沟通。 作为研究跨文化沟通的商务交流学科，有着自身丰富的理论和实践体系。跨文化 沟通理论为跨国并购提供了很多启示。事实上，每一个跨国并购案例同时也是一场跨 文化沟通战役。 在本文中，笔者先对国内外相关研究进行了综述，接着对应用沟通策略开展跨国 并购的重要性进行了分析；然后，针对跨国并购的不同阶段，具体分析了不同阶段相 应 的跨文化沟通模型，最后笔者结合国际公共关系对我国近年来两个典型的跨国并购 案例加以说明，总结了其成功的经验和失败的教训。通过这些分析，不仅拓展了国际 公共关系的应用
9、范围，而且为我国跨国并购研究提供了新的视角，具有重要的意义。 【关 键字】 跨国并购；跨文化沟通；国际公关；中国企业； ABSTRACT With the development of the world economy, Cross-border M&A, as a means of foreign direct investment (FDI) , has become the important means for transnational corporation to do their global strategy. Recently, more and more excellen
10、t enterprises set out to look for sustainable development road with the enforcement of the ugo-out,9 strategy and continual RMB appreciation. Nowadays, Cross-border M&A has become a major form of FDI and strategic decision for china enterprises Comparative with domestic M&A, Cross-border M&A is more
11、 complex and confronted with greater business risk. There exist cross culture differences of national culture and enterprise culture for Cross-border M&A. CNOOCs Unocal contested bid failure and Haiers failed bid for Maytag have demonstrated that capital、 technology or integrated resource capability
12、 are not the most difficult thing for many enterprises cross-border M&A, but the excellent communication skill when they are faced with complicated international market environment and numerous interest groups. Intercultural communication, which deals with the relations between organizations and its
13、 international publics has its own profound theory systems and gives enlightenment to Cross-border M&A. Actually, dynamic intercultural communication battle follows every Cross-border M&A case. In this article, after summarizing the related research at home and aboard and researching on the feasibil
14、ity of applying intercultural communication theory into Cross-border M&A, I try to explain corresponding tactics of cross-border M&A. Through this analysis, the article develops the applying range of intercultural communications and provides a new perspective for Cross-border M&A research. 【 Key wor
15、ds 】 Cross-border M&A; Intercultural Communication; International Public Relations; Chinese Enterprises; in CONTENTS Acknowledgements Abstract (Chinese) - ii Abstract (English) - i i i Chapter One Introduction - 1 1.1 Background - 1 1.2 Importance of the Subject - 3 1.2.1 Communication Challenges in
16、 Cross-border M&A - 3 1.2.2 Meanings to the Academ i c F i e I d - 5 1.3 Summary ofRelated Research at Home andAbroad - 6 1.3.1 Summary of Domestic Research - 6 1.3.2 Summary of Research Abroad - 7 1.4 Research Purpose, Methods, and Innovations - 9 Chapter Two Concepts and Theor i es i n M&A and Com
17、mun i cat i ons - 11 2. 1 Concepts in M&A and Communications - 11 2. 1. 1 Cross-border M&A Concept - 11 2.1.2 InternationalCommunication Concept - 13 2.2 I ntercu I tura I Commun i cat i on Theor i es - 14 2. 2. 1 Hofstede Five Dimensions Theory - 14 2.2.2 Edward HalTs Low-High Context Cultures - 1
18、7 2. 2. 3 WuXu?s Pyramid Model of International Pub I ic Re I ations - 18 Chapter Three I ntercu I tura I Communication in M&A Process - 21 3,1 Communication During Cross-boarder M&A Negotiation - 21 3. 2 Communication During Cross-boarder M&A Integration - 26 Chapter Four Case Study - 30 4. 1 TCL A
19、cquired Alcatel Mob i Ie Phones - 30 4. 1. 1 Backgrounds - 30 4. 1.2 Eva I uat i on - 32 4. 1.3 Suggest i ons - 33 4. 2. 1 Backgrounds - 35 4. 2. 2 Eva I uat i on - 36 4. 2. 3 Suggest i ons - 37 Chapter F i ve Cone I us i on and Suggest i ons - 41 Chapter 1 Introduction 1. 1 Background A new round o
20、f technological and industrial revolution is surging forward with economic globalization nowadays. The scale of cross-border M&A activities is also increasing along with the economic trend. Since the 5th wave of global mergers and acquisitions, foreign direct investment (FDI), especially cross-borde
21、r M&A, has become the most important form of direct investment in the world. Related data shows that the 6th wave of mergers and acquisitions has emerged since 2003. Good evidence is the rising FDI flows around the world. According to the World Investment Report 2006 issued by the UNCTAD (United Nat
22、ions Conference on Trade and Development), global FDI in 2005 reached 916 billion USD, and 761 billion is constituted by cross-border M&A, which counts 80% of the total FDI. The report said that since the 1990s, cross-border M&A has been the main driving force of FDI. Nowadays, M&A activity had chan
23、ged from the simple business act to an important factor that influences the whole national and even global economy. Over the last several years, mergers and acquisitions activities have increased dramatically in China. After the entry of WTO, China has faithfully honored its commitments and opened i
24、ts market further. A lot of WTO members also opened up to China and provided their trade investment convenience as well, which provided good opportunities for Chinese enterprises to invest and operate abroad. High-profile deals such as the 2003 purchase of Thomsons television business by Chinese tel
25、evision manufacturer TCL, and the 2004 acquisition of IBMs personal-computer business by Lenovo, have introduced the world a new generation of Chinese companies with aspirations to be global competitors. Even failed mergers such as Haier9s bid for Maytag (eventually bought by Whirlpool) or the attem
26、pt by energy giant China National Offshore Oil Corporation (CNOOC) to buy Unocal (which foundered on political opposition in the United States) reflect the increasing frequency with which Chinese companies are turning to M&A to penetrate global markets and acquire global scale. There are several mot
27、ives of Chinese enterprises undertaking cross-border M&A: (1) Getting resources. China relatively lacks the natural resources such as metal minerals, petroleum and forest. To meet the need of resources for production, Chinese enterprises can get supplication by M&A so as to ensure the need of backwa
28、rd producers. China National Offshore Oil Corp., Sinopec and Petro China acquired foreign oil and gas assets to ensure the energy resources supply for the backward producers of these great organic enterprises (Chen J. M. 2003). (2) Acquiring technology, Research and development of key technology not
29、 only needs large ainvestment of money and labor, but also takes great risk, so cross-border M&A could become a short-cut to acquire advanced technology. In August 2002, Shanghai Electric (Group) Corp (Yu M.2002) spent $ 9 million to buy all assets and technology of Japan AKIYAMA Offset Printing Mac
30、hinery, in order to acquire the advanced AKIYAMA double-side multi-color print machine. It is noted that the offset printing technique of AKIYAMA is relatively more advanced 7-8 years than the technique in China. (3) Accessing market. By M&A, acquiring enterprises can make use of the marketing resou
31、rces and long-built credit of the target company, so as to access the target market quickly and introduce other related products into the market easily. Shanghai Haixin Group Co., Ltd. spent $ 25 million to acquire American GLENOIT Co. Textile Market Net and the usage of 46 brands, in order to narro
32、w the technologic gap with the international advanced technique. By M&A, Haixin expanded their plush production capacity over 20 million square meters, a quarter of world total production. As a result, it became the top manufacturer in the world. Moreover, M&A gave Haixin a chance of accessing North
33、-American market, which counts for 60% of the global dressing market. In 2001, Shanghai Construction Group paid HK$ 200 million for 24% stock in Hong Kong Construction Co. It enabled SCG to get the qualification to bid for Hong Kong government construction projects. (4) Sharing brands. By M&A, enter
34、prises not only acquired various tangible assets, but also sharing intangible assets of the acquired companies. In October 2002, TCL acquired German Schneider, with its production equipment, R&D, marketing process, inventory, and several famous brands such as SCHNEIDER and DUAL. Comparing with forei
35、gn enterprises5 strategic M&A aimed to expand scale, reduce cost and improve competitive advantage, China cross-border M&A also take the horizontal M&A method, while it different in aiming to acquire the relatively weak links in industrial chain such as resources, technology, market and brands. The
36、aimed areas of Chinese cross-border M&A are those advanced countries or areas such as America, Europe, Japan, Korea and Hong Kong. However, there is still plenty of room for growth. China still lags significantly behind the rate of M&A in other rapidly developing economies such as India and South Af
37、rica. Relative to GDP and levels of foreign trade, Chinese outbound M&A would have to increase more than tenfold to reach current levels of M&A in the United States. Entering 21st century, the world seems to be under economic recession. Stock index is dropping in America, Japan and Europe and the co
38、nsistently lowering interest rate in international finance market provides favorable conditions for Chinese enterprises to undertake low cost cross-border M&A. Wanxiang Group acquired America UAI company, which stock price decreased 90%, from $ 12 in 1996 to $ 1.3 in 2001. And it9s said by Chuquan L
39、i, CEO of Shenzhen Mingda Automobile Co., that the acquired America Fareast Co. was a company in IT business and was listed in Nasdaq in 1996. The research of this subject is necessary for the reference of future Chinese enterprises taking cross-border M&As. 1.2 Importance of this Subject 1.2.1 Comm
40、unication Challenges in Cross-border M&A As Robert Kent, former dean of Harvard Business School said, “In business, communication is everything.” Good communication matters because business organizations are made up of people. Communication during an M&A is particularly challenging for several reaso
41、ns: (1) Fast pace of change. Leaders are under pressure from the board and shareholders to deliver results fast in an M&A and want change to happen quickly. New decisions unfold daily, and employees become unsettled in this dynamic, fluid environment when their questions cannot be answered immediate
42、ly and final outcomes are unclear. What looks like an important development one day may be superseded by other events on the next. Since the goals and strategic direction of the new business are emerging and evolving, it is impossible to communicate definitively. Without an effective communication p
43、rocess that equips leaders at all levels to converse honestly t4in real time with employees, rumor and innuendo will take over and cynicism will build. (2) Communication of negative messages. Conveying negative information is always a difficult work for an organization. In an M&A, senior leaders and
44、 employees tend to take very different views of change. During the M&A process, leaders are privy to information earlier than employees, so they are further along in processing their personal response to the change. They are gearing up to make the change happen just when employees are first learning
45、 about the deal. This important dichotomy in the mind-sets of various stakeholder groups must be factored into M&A communication planning. If employees feel that business leaders are arbitrarily withholding information, it can create serious trust issues. Plus, organizations can be subject to fines if they do not adhere to the regulations. (3) Cultural risks. Culture is the behaviors, beliefs, practices and processes shared by an organization