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Institutional dual‐holders and corporate disclosures: A natural experiment

Contemporary Accounting Research 2025 42(2), 953-984 open access
Abstract This study examines the impact of the presence of institutional dual‐holders, whose portfolios hold both loans and equity securities of the same firms, on those firms' voluntary disclosures. Using mergers between institutional shareholders and lenders to the same firms as exogenous shocks to identify firms with institutional dual‐holders that have high relative equity ownership, we document that such firms are less likely to provide management forecasts and disclose fewer voluntary 8‐K items. In cross‐sectional analyses, we find that the reduction in voluntary disclosures is more pronounced when institutional dual‐holders have higher board representation and when firms have lower litigation risk. In addition, we find that firms with institutional dual‐holders provide more private disclosures to their lenders via loan contract covenants. Additional analyses indicate that the impact of institutional dual‐holders on corporate disclosures is driven by both their monitoring and trading incentives.

EDGAR Implementation, Unionization, and Strategic Disclosure

The Accounting Review 2025 100(3), 1-34
ABSTRACT This study focuses on the effect of disclosure processing frictions in labor markets. We go back in time 30 years ago and examine whether firms facing strong organized labor strategically responded to the implementation of the Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system, which substantially reduced labor unions’ information processing costs. Consistent with firms having incentives to maintain an information advantage over unions for bargaining purposes, we find that they reduce financial statement disaggregation, the likelihood and frequency of management forecasts, and the proportion of good news forecasts. Our study is the first to investigate the implications of information processing costs for labor markets and suggests that an SEC mandate intended to reduce disclosure processing costs for investors caused unintended strategic responses by firms facing proprietary cost of disclosures in other markets. Data Availability: Data are available from sources identified in the text. JEL Classifications: M40; M41; J51; J52.