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Mergers and Acquisitions: An Experimental Analysis of Synergies, Externalities and Dynamics

Review of Finance 2004 8(4), 481-514
Mergers and acquisitions improve market efficiency by capturing synergies between firms. But takeovers also impose externalities (both positive and negative) on the remaining firms in the industry. This paper describes a new equilibrium concept designed to explain and predict takeovers in this setting. We experimentally compare the new equilibrium concept to that of competing con-cepts in situations without and with externalities. Moreover, we examine the predicted dynamics of takeovers and outcome implications of those dynamics. Our experimental results support the predictions of the new equilibrium concept and provide implications for further empirical tests. 1.

Corporate governance of Japanese banks

Journal of Corporate Finance 2004 10(3), 327-354
We investigate external and internal corporate governance activity observed at Japanese banks over 1985–1996. External governance appears to be inactive, and even after the onset of the banking crisis of the 1990s there are few mergers, failures, and other changes in ownership and control. Prior to the banking crisis we do not find a relation between bank performance and executive turnover. In contrast, non-routine turnover of bank presidents is inversely related to both stock returns and profitability in the 1990s. Consequently, internal governance activity is observable following the onset of the Japanese banking crisis, a period otherwise characterized by inactive external governance and regulatory forbearance.

Regulatory monitoring as a substitute for debt covenants

Journal of Accounting and Economics 2004 37(3), 367-391
Both debt covenants and federal monitoring restrict banks’ discretion. We examine whether banks substituted monitoring for covenants by investigating debt issues of 105 banks between 1979 and 1984, a period when monitoring increased. We hypothesize that bank shareholders take advantage of the intersection between debt covenants and regulatory monitoring to reduce agency costs. We find a decrease in the number of debt issues containing such covenants and the total debt subject to such covenants. We find no such decrease during the same period for a sample of non-banking firms, or for banks during a subsequent period.

Mergers and Acquisitions: An Experimental Analysis of Synergies, Externalities and Dynamics

Review of Finance 2004 8(4), 481-514 open access
Mergers and acquisitions improve market efficiency by capturing synergies between firms. But takeovers also impose externalities (both positive and negative) on the remaining firms in the industry. This paper describes a new equilibrium concept designed to explain and predict takeovers in this setting. We experimentally compare the new equilibrium concept to that of competing concepts in situations without and with externalities. Moreover, we examine the predicted dynamics of takeovers and outcome implications of those dynamics. Our experimental results support the predictions of the new equilibrium concept and provide implications for further empirical tests.

Does Local Financial Development Matter?

Quarterly Journal of Economics 2004 119(3), 929-969
We study the effects of differences in local financial development within an integrated financial market. We construct a new indicator of financial development by estimating a regional effect on the probability that, ceteris paribus, a household is shut off from the credit market. By using this indicator, we find that financial development enhances the probability an individual starts his own business, favors entry of new firms, increases competition, and promotes growth. As predicted by theory, these effects are weaker for larger firms, which can more easily raise funds outside of the local area. These effects are present even when we instrument our indicator with the structure of the local banking markets in 1936, which, because of regulatory reasons, affected the supply of credit in the following 50 years. Overall, the results suggest local financial development is an important determinant of the economic success of an area even in an environment where there are no frictions to capital movements.

Monetary Discretion, Pricing Complementarity, and Dynamic Multiple Equilibria

Quarterly Journal of Economics 2004 119(4), 1513-1553
A discretionary policy-maker responds to the state of the economy each period. Private agents' current behavior determines the future state based on expectations of future policy. Discretionary policy thus can lead to dynamic complementarity between private agents and a policy-maker, which in turn can generate multiple equilibria. Working in a simple new Keynesian model with two-period staggered pricing—in which equilibrium is unique under commitment—we illustrate this interaction: if firms expect a high future money supply, (i) they will set a high current price; and (ii) the future monetary authority will accommodate with a higher money supply, so as not to distort relative prices. We show that there are two point-in-time equilibria under discretion, and we construct a related stochastic sunspot equilibrium.

Do Accruals Drive Firm‐Level Stock Returns? A Variance Decomposition Analysis

Journal of Accounting Research 2004 42(3), 527-560 open access
This paper extends the variance decomposition framework of Campbell [1991], Campbell and Ammer [1993], and Vuolteenaho [2002] to address the relative value relevance of accrual news, cash flow news, and expected‐return news in driving firm‐level equity returns. The extension is based on the Feltham‐Ohlson [1995, 1996] clean surplus relations. Using three models, this study shows that all three factors, accruals, cash flows, and expected future discount rates are value relevant. Moreover, accrual news is found to significantly dominate expected‐return news in driving firm‐level stock returns. Operating income news is also found to significantly dominate both expected‐return news and free cash flow news in driving firm‐level stock returns. Furthermore, after splitting net income into cash flow and accrual earnings components in the Vuolteenaho model, accrual earnings news and cash flow earnings news are found to equally drive firm‐level stock returns and to dominate expected‐return news. Further disaggregation of the data yields some evidence that accrual earnings news is a more important factor than cash flow earnings news in driving current stock returns. Overall, the three models indicate that changes in expected future accruals are a primary driver, if not the primary driver, of current stock returns.

Investor Protection and Corporate Governance: Evidence from Worldwide CEO Turnover

Journal of Accounting Research 2004 42(2), 269-312
Recent research asserts that an essential feature of good corporate governance is strong investor protection, where investor protection is defined as the extent of the laws that protect investors' rights and the strength of the legal institutions that facilitate law enforcement . The purpose of this study is to test this assertion by investigating whether these measures of investor protection are associated with an important role of good corporate governance: identifying and terminating poorly performing CEOs. Our tests indicate that strong law enforcement institutions significantly improve the association between CEO turnover and poor performance, whereas extensive investor protection laws do not. In addition, we find that in countries with strong law enforcement, CEO turnover is more likely to be associated with poor stock returns when stock prices are more informative. Finding that strong law enforcement institutions are associated with improved CEO turnover‐performance sensitivity is consistent with good corporate governance requiring law enforcement institutions capable of protecting shareholders' property rights (i.e., protecting shareholders from expropriation by insiders). Finding that investor protection laws are not associated with improved CEO turnover‐performance sensitivity is open to several explanations. For example, investor protection laws may not be as important as strong law enforcement in fostering good governance, the set of laws we examine may not be the set that are most important in promoting good governance, or measurement error in our surrogate for extensive investor protection laws may reduce the power of our test of this variable.

Psychology and the Market

American Economic Review 2004 94(2), 408-413
Prospect theory, loss aversion, mental accounts, hyperbolic discounting, cues, and the endowment effect can all be seen as examples of situationalism -- the view that people isolate decisions and overweight immediate aspects of the situation relative to longer term concerns. But outside of the laboratory, emotionally-powerful situational factors -- frames, social influence, mental accounts -- are almost always endogenous and often the result of self-interested entrepreneurs. As such, laboratory work and, indeed, psychology more generally, gives us little guidance as to market outcomes. Economics provides a stronger basis for understanding the supply of emotionally-relevant situational variables. Paradoxically situationalism actually increases the relative importance of economics.

Stochastic optimal control, international finance and debt

Journal of Banking & Finance 2004 28(5), 979-996
We use stochastic optimal control-dynamic programming (DP) to derive the optimal debt/net worth, consumption/net worth, current account/net worth, and endogenous growth rate in an economy – which could be a country, region or sector within a country. Unlike the literature that uses an intertemporal budget constraint or the Maximum Principle, the DP approach does not require perfect foresight or certainty equivalence. Our results are generalizations of the Merton model, and are explained graphically within a mean–variance context. Two examples are provided to illustrate the usefulness of our technique in predicting debt crises.