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Common Auditors and Private Bank Loans*

Contemporary Accounting Research 2021 38(1), 793-832
We show that when banks and borrowers share the same audit firm, borrowers receive lower interest rates, after controlling for potentially confounding director connectedness. The common auditor effect is observed only for opaque borrowers, and is greatest when the same audit engagement office audits the bank and borrower. A common auditor connection also matters more for longer‐tenured auditors, for geographically proximate borrowers, and when the syndicate involves fewer lenders. The effect does not hold for auditors recently sanctioned by the PCAOB. Finally, the interest rate discount is not the consequence of homophily or biased decision making, based on a comparison of postloan performance of firms with common auditor loans versus those with noncommon auditor loans.

SEC scrutiny shopping

Journal of Corporate Finance 2021 67, 101878
We examine whether firms exploit enforcement heterogeneity in response to a heightened risk of investigation by regional Securities and Exchange Commission (SEC) enforcement offices. We find that firms facing high SEC scrutiny risks are more likely to relocate outside the jurisdiction of the SEC regional office. The likelihood of out-of-SEC relocation becomes at least two times higher after exogenous shocks to local SEC enforcement. High scrutiny-risk firms tend to migrate to regions with weaker SEC enforcement history and regions with more peers engaging in misbehavior. Scrutiny shopping is more salient for firms with lower costs of relocation.

IPO quantity revisions

Journal of Banking & Finance 2021 132, 106199
During an IPO offering, issuers may revise both the offer price and quantity (number of shares). These revisions are of comparable magnitude and are nearly uncorrelated. We show theoretically that these two revisions should be interpreted differently. Shocks to growth options induce price and quantity to move together, whereas shocks to assets-in-place induce movements in opposing directions. Using public shocks that proxy for these two shocks, we find evidence of the predicted comovements. Post-IPO investment behavior is predicted by these revisions in a manner consistent with our model. Unexpected investment is positively associated with both price and quantity revisions, but only when the revisions are aligned. Viewed jointly, price and quantity revisions disentangle the nature of information received during the offering.

Insider pledging in the U.S.

Journal of Financial Stability 2021 53, 100830
Utilizing a hand-collected comprehensive dataset covering U.S. public traded firms from 2006 to 2014, we present descriptive evidence regarding insider pledging behavior in the U.S. and study its determinants. We find an insider’s propensity to pledge company stock is positively associated with her risk exposure and pledgeability of company stock, and negatively with the company’s corporate governance quality. These findings suggest that risk-averse corporate insiders pledge to hedge. Further, we find ISS’s denouncement of pledging in 2012 reduces insider pledging.

Debt maturity dispersion and the cost of bank loans

Journal of Corporate Finance 2021 70, 102049
This paper examines the relation between corporate debt maturity dispersion and the pricing and terms of bank loans. Analyzing a sample of U.S. bank loans from 2002 to 2016, we find that firms with a dispersed debt maturity structure pay a lower interest rate. The rate-reduction effect is significant only for firms without a credit rating. For these firms, spreading debt maturity dates also results in lower commitment fees, fewer covenant restrictions, and less collateral in their loan contracts. The impact of debt maturity dispersion on the pricing and structure of bank loans is stronger when borrowers have higher rollover risk or when the need for monitoring is greater. Our results suggest that dispersion in debt maturity structure mitigates the agency problem associated with shareholder–creditor conflicts by reducing rollover risk and alleviating the need for monitoring, which results in borrowers receiving more favorable terms in loan contracts.

Dissecting bankruptcy frictions

Journal of Financial Economics 2021 142(3), 975-1000
How efficient is corporate bankruptcy in the United States? Two frictions, asymmetric information and conflicts of interest among creditors, can cause several inefficiencies: excess liquidation, excess continuation, and excess delay. We find large bankruptcy inefficiencies, mainly due to excess delay. Eliminating information asymmetries would increase average total payouts by 4%, and eliminating conflicts of interest would increase them by 18% more. Without these frictions, 14% more cases would be resolved pre-court, and court cases would be 73% shorter. With less delay, bankruptcy’s indirect costs would be much lower. In contrast, inefficiencies from excess liquidation and excess continuation are quite small.