[In contrast to previous literature, we argue that there are two types of poorly performing firms going private through a leveraged buyout (LBO). One group consists of firms in which managers own an insignificant fraction of their firm's stock and are vulnerable to a hostile takeover. The other group consists of firms in which managers own a significant fraction of their firm's stock and so face little risk of hostile takeover. Our evidence indicates that there are two such groups of LBOs and that their motivations and posttransaction actions are different.]
We investigate how changes in the availability of bank credit influence how public firms manage their working capital, which is essential to their operations. In doing so, we provide an enhanced understanding of what significantly influences corporate working capital management. We find that changes in the availability of bank credit significantly influence a number of aspects of a firm's working capital policies, and these effects often differ across firms that are more or less dependent on bank financing. Interestingly, our evidence points to the importance of the changing mix of U.S. companies for working capital practices.
Using data on 560 firm-commitment initial public offerings of common stock for the 1982–1983 period, we find that the cross-sectional distribution of one-day returns is modeled better as a mixture of two distributions, with the parameter estimates of one distribution being consistent with underpricing and the other with price stabilization. Further, the evidence that early IPO returns are drawn from a mixture distribution persists for at least four weeks. The implications of these results for the analysis of IPO returns are illustrated by examining the influence of a measure of ex ante price uncertainty on IPO pricing.
We provide the first empirical study of the relationship between corporate working capital management and shareholders’ wealth. Examining US corporations from 1990 through 2006, we find evidence that: the incremental dollar invested in net operating working capital is worth less than the incremental dollar held in cash for the average firm; the valuation of the incremental dollar invested in net operating working capital is significantly influenced by a firm’s future sales expectations, its debt load, its financial constraints, and its bankruptcy risk; and the value of the incremental dollar extended in credit to one’s customers has a greater effect on shareholders’ wealth than the incremental dollar invested in inventories for the average firm.
Do the effects of corporate governance on corporate capital structure choices change as a public firm ages? First, we address the direct effects of firm age and governance features on both its decisions to use debt and how much debt to employ. Our analysis reveals a number of novel results. While firm age is positively correlated with the use of debt, it is negatively correlated with how much debt a firm uses. We also find that the effects of firm age on how much debt a firm uses is primarily due to the interaction between firm age and its governance features. The more power that insiders possess, the less debt that the firm uses as it ages. We interpret our evidence as implying that over time, managers allow their risk preferences to dominate their firm capital structure decisions when they are protected from discipline.
The use of antitakeover provisions (ATPs) in corporate charters/bylaws has evoked substantial debate over their costs and benefits. While there are many empirical studies of their effects in takeovers, these studies have ignored the self selection issues introduced by studying completed transactions, which reflect the target's choice. We examine data on a sample of U.S. corporations and show that accounting for self selection leads to a more nuanced understanding of how ATPs influence target shareholder wealth. We show that the effect of ATPs is more on the likelihood of receiving a bid rather than the success of a bid and that the success of a takeover is driven primarily by the characteristics of the offer and offer process rather than by the characteristics of the target and its ATPs. Further, we document that prior empirical studies that ignore these issues have mis-estimated the economic and statistical significance of various ATPs on target shareholder wealth.
Why do firms deviate from a one share-one vote regime when going public? This question raises considerations that are at the core of many corporate governance issues. We consider three arguments for this choice. Examining data on IPOs from 1980 through 2008, we do not find that firms go public with dual class stock so managers have more incentive to invest in hard to monitor projects nor to gain more when selling control of the firm. Rather, managers appear to take their firms public with dual class stock in order to retain control of their firms while reducing their lack of diversification costs.
Using data on 560 firm‐commitment initial public offerings of common stock for the 1982–1983 period, we find that the cross‐sectional distribution of one‐day returns is modeled better as a mixture of two distributions, with the parameter estimates of one distribution being consistent with underpricing and the other with price stabilization. Further, the evidence that early IPO returns are drawn from a mixture distribution persists for at least four weeks. The implications of these results for the analysis of IPO returns are illustrated by examining the influence of a measure of ex ante price uncertainty on IPO pricing.
In contrast to previous literature, we argue that are two types of poorly performing firms going private through a leveraged buyout (LBO). One group consists of firms in which managers own an insignificant fraction of their firm's stock and are vulnerable to a hostile takeover. The other group consists of firms in which managers own a significant fraction of their firm's stock and so face little risk of hostile takeover. Our evidence indicates that there are two such groups of LBOs and that their motivations and posttransaction actions are different.
We study corporate governance within the thrift industry during a period of industry distress and legally mandated regulatory vigilance. We find evidence consistent with the Office of Thrift Supervision displacing the disciplinary role of takeovers in the market for thrift control. Poorer prior thrift performance is associated with a greater likelihood of censure while better prior performance is associated with a greater likelihood of acquisition. For thrifts that are not censured or acquired, there is no relationship between current performance and managerial turnover. Replacement due to retirement rather than board discipline explains most of these turnovers. This result is consistent with the notion that regulation may deter board disciplinary behavior, also suggested by Kole and Lehr [Journal of Financial Economics 52 (1999) 79].