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引言： 财务管理是关于资金预算、财政发展，分析财政预算所存在的风险，资金成本的一门技术。同时，财务管理也涉及到金融市场这个话题,讨论了投资组合多元化主体和简单资产定价模型。它检验了一个公司资本整合和股利策略是否最优化的模型与建议。 随着人口数量和人们对健康关注度的增加，医疗卫生与保健事业与人类的健康发展直接相关。这项事业也已蓬勃发展。在许多先进国家，医疗卫生与保健事业是国内规模最大行业之一，消费总量超过国民生产总值的十分之一。这项事业是为患者提供所需求的康复、预防和舒适的产品或服务。当代的医疗卫生与保健事业可以被分为许多子部门。每个部门的投资以及成熟度也取决于国家的经济状况。像美国这样的国家，医疗卫生与保健事业发展很成熟并吸引了大量的投资。为了给人们提供服务，科技也在迅速发展来寻找对抗疾病的新疗法。但是有一些资源，技术和能力被一家公司所拥有，而其它的公司则缺乏。在这样的情况下，企业并购和合作则可能很好的帮助最大程度地利用这些稀缺的资源使公司更好地运作。 Financial Management is about the techniques for capital budgeting, developing and analyzing effective role of risk in capital budgeting, and the cost of capital. Also Financial Management introduces the subject of financial markets, discussing portfolio diversification principal to simple asset pricing models. It examines models and suggestion relating to a firm’s optimum capital assembly and appropriate dividend strategy. The medical or health care industry is connected directly to the well-being of mankind hence with the growth of population and health concerns; the industry has grown as well. It is one of the largest industries and consumes over 10% of GDP of many advanced nations. This industry is supposed to offer goods and services required for the treatment of patients with healing, prevention and comfort. The contemporary health care industry can be sub grouped into many sectors. The investment in the sector and sophistication depends upon the economy of the country. In countries like USA, the healthcare industry is developed and attracts huge investments. Technology is heavily deployed to find new cures and treatments for the diseases and to serve mankind. Yet there are a few resources, skills or abilities that are possessed by one firm and lacked by another. Mergers and acquisitions as well as joint ventures may help a lot in such cases to fully take benefit of scarce resources and to operate even better. 美国的医疗卫生与保健——U.S.A Health Care Government programs openly cover 27.8% of the population, with the elderly, disabled, children, veterans, and some of the deprived and federal law orders public access to emergency services regardless of aptitude to pay. Public spending financial records for around 45% and 56.1% of U.S. health care expenditure. Per-capita spending on health care by the U.S. placed it amongst the top ten highest financiers among United Nations member nations in 2004. The absolution of employer-sponsored health benefits from central income and payroll taxes distorts the health care market. The U.S. government, unlike certain other countries, does not treat employer funded health care benefits as a taxable assistance in kind to the employee. The value of the lost tax revenue from welfares in kind tax is an appraised $150 billion a year. Some look this as being disadvantageous to people who have to buy insurance in the individual market which must be paid from income conventional after tax. Health insurance assistances are an attractive way for employers to increase the salary of employees as they are nontaxable. As a consequence, 65% of the non-elderly population and over 90% of the privately insured non-elderly population receives health insurance at the office. Moreover, most economists approve that this tax shelter increases individual demand for health insurance, leading some to claim that it is largely accountable for the rise in health care expenditure. Furthermore the government permits full tax shelter at the highest peripheral rate to investors in health savings accounts. Some have claimed that this tax inducement adds little value to national health care as a whole because the wealthiest in society tend also to be the healthiest. Also it has been argued, HSAs separate the insurance pools into those for the rich and those for the less wealthy which thereby makes equivalent insurance cheaper for the rich and more luxurious for the deprived. Though, one benefit of health insurance accounts is that funds can only be used towards certain HSA qualified expenses, plus medicine, doctor's fees, and Medicare Parts A and B. Funds cannot be used to expenses such as ornamental surgery. There are also numerous state and local programs for the poor. In 2007, Medicaid delivered health care coverage for 39.6 million low-income Americans and Medicare provided health care exposure for 41.4 million aging and disabled Americans. Enrollment in Medicare is expected to reach 77 million by 2031, when the baby boom generation is fully registered. It has been testified that the number of physicians compliant Medicaid has decreased in recent years due to relatively high managerial costs and low reimbursements. In 1997, the federal administration also created the State Children's Health Insurance Program a joint federal-state program to insure children in families that earn too much to qualify for Medicaid but cannot afford health insurance. SCHIP covered 6.6 million children in 2006, but the package is already facing funding shortfalls in many states. The administration has also mandated access to emergency care regardless of insurance position and ability to pay via the Emergency Medical Treatment and Labor Act passed in 1986, but EMTALA is an unfunded mandate. 保健业的财务管理——Health Financial Management Financial management is equally important in healthcare sector as in any other sector of the economy. There is importance of balanced scorecard, updated financial statements and skills of managerial accounting especially when analyzing merger options. The main points to keep in mind while managing financials at healthcare sector are: Not only monitor financial information to interpret and use for planning rather effectively manage and make decisions for the health care business. Effectively evaluate and communicate the strategic objectives of the health care business with team so that it becomes easier to evaluate other organizations for merger purpose. Implement management accounting methods to allow weigh the impact of alternative situations and better control conclusions. Recognize when and how to advance y financial status. Advance a dependable method for defining and allocating the actual costs of services Appreciate the economic spurs rooted in different pricing strategies and realize the value of revenue phase management Analyze the influence of advances in process flow, efficiency and other developments to make the most of efficiencies in employment use. 合并分析——Merger Analysis It is agreed that a fastest way to grow business in modern world is to enter a merger at a right time with a right business. Before entering a merger, the management should analyze the inside out of a business that has some complementary benefits for them. For example, a dental business can merge with a business that specializes in bone related diseases and conducts researches on same parameters that are researched by the dental surgeons. Hence such a merger will help reduce heavy costs incurred on the research on same area. 合并过程——The Merger Process Formation of a databank of past financial records. Examination of the past financial performance. Producing projected financial data on the basis of current assumptions. Healthcare business's market value estimation. Choice of securing price, assembly and terms. Developing anticipated financial statements having purchase price and terms of funding. Evaluation of the probable earnings plus analyzing returns to stockholders. When two big healthcare companies plan to merge, they manage the medicine drug coverage that health insurance businesses offer to large groups like corporations and unions (Glied, 2008). The businesses say the merger will help them control health care prices for consumers. The merger though is not only to facilitate consumers and it may be intended to save costs. The patents can be arranged to create monopoly in the market. 挑选健康产业——Selected Healthcare Business Two healthcare American businesses are selected to be analyzed for entering into the merger. First one is Invisalign which is business of dental surgery and the other is Alphatec Spine deals with bone related diseases especially the spine bones. The following section briefly overviews the two businesses. Company A: Invisalign The Invisalign provide services to general practitioner dentists and orthodontists. It delivers training, medical education, and tools required for orthodontists or dentists to accept its groundbreaking technology and provide treatment.#p#分页标题#e# 财务报表和财务状况——Financial Statements and the Financial Position Invisalign has grown 20% in North America and 24% worldwide. Business has seen the hard-hitting growth in North America based orthodontists. The international introduction of Invisalign G4 has assisted fuel this product application for an ever increasing range of cases. Besides the record growth and advancement of firm, the year 2011 has depicted a noteworthy milestone that is acquisition of Cadent (Glied, 2008). The drivers of growth in year 2011 were: Innovation and Medical Effectiveness Prevailing Brand Recognition Improving the Customer Experience 发展与壮大——Growth and Expansion Sustained execution of creativities enables continued investment in business’s future, and in 2011 permitted us to seize a strategic chance to outspread knowledge in digital orthodontics to the wider field of dentistry (What are the basic principles of financial management?, 2012). During two years the firm has been considering revolution proceeding in dentistry as the business moves from analog to digital records, procedures, and treatment tools in the medic’s office, in the chair, and in the labs and engineering centers. Invisalign is a digitally ambitious treatment option with most vigorous and widely used medical application for orthodontic usage in the dental industry. Groundbreaking and ascendable technology organization, joint with the iTero/iOC perusing policy, places Align in the unique point to not just provision, but to drive this shift to digitally permitted dentistry. These profits beyond orthodontics into novel aspects of dentistry with chair-side healing facilities, online data interchange and storing, stretched computer-generated treatment systems, CAD/CAM facilities, and more. The management and success attained with Invisalign gives self-assurance that it can help sort these events better, more efficient, and more lucrative for practices. Not many dental or medical businesses have a brand as extensively familiar as Invisalign. It is raising on that brand recognition and price by uniting traditional print and transmission media with an operative combination of PR, event advertising on the social media. To focus on the value of orthodontic treatment overall and creating superiority for Invisalign and Invisalign Teen is of business (Gapenski, 2006). Brand preference is particularly important with the teenage orthodontic section, which is defined as teenagers that use any Invisalign merchandise. Ever since introduction of Invisalign Teen in 2008, business has seen 21 % growth in teenage circumstances, owed in part to marketing concentrated on teens and parents using customary media, routine events like cheerleading races, social media, and powerful patient and mother blogs (What are the basic principles of financial management?, 2012). 财务亮点——Financial Highlights Company B: Alphatec Spine The Alphatec Spine sees itself to lead spine research and treatment round the world. It has developed completely vertically integrated products focused on the treatment of spine disorders. Also it offers quality fusion products, better-quality slightly aggressive solutions and combined biologics products. Financial Statements and the Financial Position In Alphatec Spine, the fourth quarter of year 2011 has shown revenue growth of 7.6% to $49.5 million, matched with the fourth quarter of year 2010. The revenue in U.S. has grown 2.0% that makes it $32.8 million in the fourth quarter of year 2011. The international revenue on the other hand grew 20.6% and was $16.8 million. The complete revenue values of year 2011 were $197.7 million with an 8.1% growth as compared to 2010 values (Financial information and decision making, 2012). Generated non-GAAP cash from trade operations of $2.0 million in the last quarter 2011 and was cash flow constructive for the complete year 2011. Alphatec Spine launched three new products in the last quarter of year 2011 in North American Spine Society. Gross profit of last quarter of 2011 was $24.9 million, or 50.3% of revenues, imitating a decrease of $6.6 million, related to the last year’s fourth quarter. Gross profit and gross margin in the fourth quarter of 2011 were influenced by approximately $5.5 million in former charges, chiefly related to inventory adjustments in the business's U.S. and international productions. Apart from the $5.5 million in adjustments, gross profit margin would have been about 61.4 %. Somewhat adverse pricing and mix paid to the serial decline in gross margin from the 3rd quarter of 2011. Total operating expenditures for the 4rth quarter of 2011 were $41.4 million, or 83.6 % of revenues, imitating an increase of $8.2 million. Operating expenses in the 4rth quarter of 2011 contain the $9.8 million litigation payment discussed below as well as necessities to shield fixed asset write-offs and definite non-income tax accruals adding up $1.1 million. Apart from the lawsuit settlement charge, total operating expenditures for the fourth quarter of 2011 would have been $31.6 million, or 63.8 % of revenues, showing a $1.6 million decrease from total operating expenses in the fourth quarter of 2010. GAAP net loss of $1.5 million, testified for the 4rth quarter 2010. Non-GAAP net loss for the 4rth quarter of 2011 includes alterations for $9.8 million related to the legal settlement, amortization of intangible assets and restructuring expenses. Adjusted EBITDA in the fourth quarter of 2011 was $1.2 million, compared to the $4.4 million reported for the 4rth quarter of 2010. The drop in EBITDA after adjustment is principally because of adjustments that were $5.5 million in gross profit and about $1.1 million in the operating expenses. Cash and cash equivalents were $20.7 million at December 31, 2011, reflecting a decrease of $1.5 million, compared to the cash position as of September 30, 2011 and $2.5 million, compared to the cash position as of December 31, 2010. The Company's cash position at December 31, 2011 reflects the repayment of an additional $3.5 million of the Company's working capital line of credit in the fourth quarter for a total repayment of $5.0 million for the year. For the full year 2011, the operations of the business, excluding debt repayments, generated $2.5 million in positive cash flow where about $2.0 million followed in the 4rth quarter. fundamental financial management and health care organizations The market-based as well as government-financed health care systems attempt to manage overall health care budgets. The variance lies in the mode they approach the task. Market-based health care relies chiefly on the force of businesses competing against each other to take the best new goods to customers (Gapenski, 2006). Consumers make their choices based on many variables such as quality, suitability and service, not just cost. Supreme government-financed health care systems do not use competition, but rather a diversity of other tools to keep costs down. Some of these tools harm sustained medical progress, others are valuable and effective ways to control costs without slowing advances and the result of still others depends on how they’re applied. Methods that can suppress innovation are: Firm ceilings that bound the resources a administration will devote to health care in any budget cycle; Direct price confines on new treatments Profit covers The smuggling of medicines from lower-priced countries without approval of the relevant experts or analysis by the manufacturer; The replacement of one product for alternative; Highly preventive formularies, or restricted lists of which drugs will be reimbursed, and Penalties for physicians who beats definite levels of spending. Nations, as well as private spenders in market-based health care systems, can use other approaches that, if well planned, can help to constrain health care spending without harming innovation. Among these are the use of generics, where suitable, as well as reimbursement for care linked with an episode of illness instead of a la carte repayment for each individual treatment interference (Merger & Acquisition Analysis, 2006). As long as the set repayment, or capitation, for the incident of care is adequate and outcomes procedures are in place, patients can receive quality care tailored to meet their certain needs. Episode-based repayment also stimulates opposition among insurance plans and helps retain health care prices down. A few principles for effective health care industry financial management are: The risk/return trade won’t take supplementary risk unless they imagine to be rewarded with additional return. Time Value of Money which says that a dollar received today is worth more as compared to a dollar received later. It is cash flows and not the profits that are essentially received by the firm and can be invested back. Incremental Cash Flows count. The incremental cash flow is the variance between the cash flows if the venture is taken on against what they will be if the venture is not taken on. Competitive Markets make it hard to find very profitable ventures. Capital Markets are quick and the prices are correct. An efficient market is categorized by a large number of profit-driven persons who act individualistically. The Agency Problem-a problem resulting from conflicts of interest between the manager/agent and the stockholder. #p#分页标题#e# Taxes Bias that affects business decisions Risk is not always the same and I can be diversified sometimes and sometimes not. 财务决定——Financial Decisions The finance division of a business generates various groups of financial information that is supportive in decision making, counting Profit and Loss accounts that provide details of whether the industry is making well-organized use of financial resources, Balance Sheet information which offers details of a healthcare business’s assets and liabilities, in addition to the liquidity of the business, Sales and purchases info setting out specific types of trading and accounts with specific customers and suppliers, Information about the acquisition of assets and liabilities, Information about the salaries paid out by an industry and Information about expenses. Businesses are valued before entering a merger and few most common ways to price a business are: Asset valuation Past earnings valuation Forthcoming sustainable earnings valuation Relative valuation Discounted cash flow valuation Specialists who value industries generally do not use just one of these approaches but a combination of selected of them, in addition to possibly others that are not mentioned, to obtain a more precise value. The info in the balance sheet or income statement is gotten by one of three accounting actions like notice to reader, a review or an audit. Precise business valuation is one of the most significant aspects of M&A as valuations like these will have a main impact on the price that a trade will be sold for. Frequently this info is expressed in a Letter of Opinion of Value when the business is being evaluated for interest's sake. There are further, more comprehensive ways of expressing the value of a business. While these reports generally get more detailed and classy as the size of a company surges, this is not always the case as there are many complex businesses which require more attention to detail, regardless of size. As interaction plays a large part in the valuation of purchase it is paramount to get the value of synergies right; interactions are unlike from the sales price valuation of the firm, as they will accrue to the buyer. The examination should, hence be done from the obtaining firm's point of view. Synergy creating investments are started by the choice of the acquirer and therefore they are not obligatory, building them real options in essence. To contain this real options aspect into analysis of purchase targets is one interesting issue that has been planned lately. Mergers are usually distinguished from acquisitions moderately by the way in which they are backed and partially by the relative size of the companies. Several methods of financing an M&A deal occur: Payment by cash transactions are regularly termed acquisitions rather than mergers since the shareholders of the target company are detached from the picture and the target comes under the mechanism of the bidder's shareholders. Payment in the form of the acquiring company's stock, issued to the stockholders of the acquired business at a given ratio proportional to the valuation of the last. 合并决策——Merger Decision The two healthcare businesses under considerations have attractive cash flows despite fluctuations in profits. Both the firms have potential of growth that they have depicted in past as well. Based on the cash flows, liquid cash and revenues, it is recommended that both the businesses can enter a merger which will benefit both not only in terms of finance and research but also marketing and advertisements. This will also decrease the remuneration expenses and will increase the net profit. Marketing expenses will be decreased helping save costs for the businesses. The management is however recommended to share the results of business analysis with the partner business in order to get offer reviewed and different risks catered. issues in health financial management There are multiple issues of concern among hospital chief executive officers. The top worry is financial trials, by nearly a two-to-one margin over the next maximum concern personnel shortages. Actually, financial concerns have controlled the list of challenges. Obviously, the ability of administration payers to sufficiently reimburse providers leads the list of worries. Another most demanding issue was harmonizing clinical and financial issues. In core, how can financial show are upgraded without having an adverse impact on clinical performance. Other matters of concern include refining the revenue cycle billing and collecting and developing various ways to access capital. Hence, financial issues are of primary position to today’s healthcare managers. |
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