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The Timing and Method of Payment in Mergers when Acquirers Are Financially Constrained

Review of Financial Studies 2018 31(10), 3937-3978 open access
Although acquisitions are a popular form of investment, the link between rms' nancial constraints and acquisition policies is not well understood. We develop a model in which nancially constrained bidders approach targets, decide how much to bid and whether to bid in cash or in stock. In equilibrium, nancial constraints do not aect the identity of the winning bidder, but they lower bidders' incentives to approach the target. Auctions are initiated by bidders with low constraints or high synergies. The use of cash is positively related to synergies and the acquirer's gains from the deal and negatively to nancial constraints. (D44, G32,

Can’t Pay or Won’t Pay? Unemployment, Negative Equity, and Strategic Default

Review of Financial Studies 2018 31(3), 1098-1131
This paper uses new data from the PSID to quantify the relative importance of negative equity versus ability to pay, in driving mortgage defaults between 2009 and 2013. These data allow us to construct household budgets sets that provide better measures of ability to pay. Changes in ability to pay have large estimated effects. Job loss has an equivalent effect on the propensity to default as a 35% decline in equity. Strategic motives are also found to be quantitatively important, as we estimate more than 38% of households in default could make their mortgage payments without reducing consumption.

How Management Risk Affects Corporate Debt

Review of Financial Studies 2018 31(9), 3491-3531
We evaluate whether management risk, which arises from investors’ uncertainty about management’s added value, affects firms’ default risks and debt pricing. We find that, regardless of the reason for the turnover, CDS, loan, and bond yield spreads increase at the time of management turnover, when management risk is highest, and decline over the first three years of the new CEO’s tenure. The effects increase with prior investor uncertainty about the new management. These results are consistent with the view that management risk affects firms’ default risk. An understanding of management risk yields a number of implications for corporate finance. Received May 15, 2016; editorial decision February 27, 2017 by Editor David Denis.

Winning by Losing: Evidence on the Long-run Effects of Mergers

Review of Financial Studies 2018 31(8), 3212-3264
We propose a novel approach to measuring long-run returns to mergers. In a new data set of close bidding contests we use losers‘ post-merger performance to construct the counterfactual performance of winners had they not won the contest. Stock returns of winners and losers closely track each other over the 36 months before the merger, and bidders are also very similar in terms of Tobin’s Q, profitability and other accounting measures. Over the three years after the merger, however, losers outperform winners by 24 percent (14 percent internationally). Commonly used methodologies such as announcement returns fail to identify acquirors‘ underperformance.

Corporate Deleveraging and Financial Flexibility

Review of Financial Studies 2018 31(8), 3122-3174
Most firms deleverage from their historical peak market-leverage (ML) ratios to near-zero ML, while also markedly increasing cash balances to high levels. Among 4, 476 nonfinancial firms with five or more years of post-peak data, median ML is 0.543 at the peak and 0.026 at the later trough, with a six-year median time from peak to trough and with debt repayment and earnings retention accounting for 93.7% of the median peak-to-trough decline in ML. The findings support theories in which firms deleverage to restore ample financial flexibility and are difficult to reconcile with most firms having materially positive leverage targets. Received November 17, 2016; editorial decision November 9, 2017 by Editor David Denis. Authors have furnished an Internet Appendix, which is available on the Oxford University Press Web Site next to the link to the final published paper online.

Can’t Pay or Won’t Pay? Unemployment, Negative Equity, and Strategic Default

Review of Financial Studies 2018 31(3), 1098-1131 open access
This paper uses new data from the PSID to quantify the relative importance of negative equity versus ability to pay, in driving mortgage defaults between 2009 and 2013. These data allow us to construct household budgets sets that provide better measures of ability to pay. Changes in ability to pay have large estimated effects. Job loss has an equivalent effect on the propensity to default as a 35% decline in equity. Strategic motives are also found to be quantitatively important, as we estimate more than 38% of households in default could make their mortgage payments without reducing consumption.