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Review of Economic Studies Vol. 70 No. 1 2003

Stage Financing and the Role of Convertible Securities

Francesca Cornelli1; Oved Yosha2,3

1 London Business School · 2 Center for Economic and Policy Research · 3 Tel Aviv University

Abstract

Venture capital financing is characterized by extensive use of convertible securities and stage financing. In a model where a venture capitalist provides staged financing for a project, we illustrate an advantage of convertible debt (or warrants) over a mixture of debt and equity. Essentially, when the venture capitalist retains the option to abandon the project, the entrepreneur has an incentive to engage in window dressing and bias positively the short-term performance of the project, reducing the probability that it will be liquidated. An appropriately designed convertible security prevents such behaviour because window dressing also increases the probability that the venture capitalist will exercise the conversion option becoming the owner of a substantial fraction of the project's equity.

DOI
10.1111/1467-937x.00235
Volume
70
Issue
1
Pages
1-32
Language
en
Sources
bibtex:phds-export.bib openalex crossref

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