The European Union preventive restructuring framework: A hole in one?

While traditionally (Continental) Europe has not been known for an in particular debtor‐ or restructuring‐friendly insolvency practice, in recent decades, important reforms were implemented that would foster restructurings in Europe. In this article, we comparatively look a the status quo of insolvency and restructuring practice in five different European countries (Denmark, France, Germany, Netherlands, UK). We place our observations into the context of the preventive restructuring directive, to be implemented within the next two years after its publication on 26 June 2019. The directive leaves quite some room implementation, from a watered‐down restructuring tool with high access threshold to a pre‐insolvency debtor‐friendly US‐style restructuring procedure.     

Activist‐impelled divestitures and shareholder value

Research Summary : This study analyzes how the divestitures that are impelled by activist investors in their campaigns against public corporations affect shareholder value. Using hand‐collected data on the activist campaigns that were launched against and the divestitures that were undertaken by Fortune 500 companies between 2007 and 2015, we find that activist‐impelled divestitures are more positively associated with immediate and longer‐term measures of shareholder value than comparable manager‐led divestitures. These performance differences persist for nearly two years after the completion of these deals. Our results empirically test the idea that firms with agency problems unlock shareholder value when they divest, and support the notion that activist investors fulfill an important external governance function. Our work also opens new research opportunities and offers practical implications as well. Managerial Summary : This study investigates how divestitures that are undertaken at the behest of activist investors affect shareholder value. We find that divestitures that were undertaken under pressure from activist investors are associated with more positive shareholder returns than comparable divestitures that were undertaken voluntarily by managers. These performance differences persist for nearly two years after the completion of these deals, alleviating concerns about the purported short‐termism of activist investors. Our findings suggest that activist investors may fulfill an important governance function by inducing managers to undertake strategies that they might not otherwise pursue, thereby unlocking shareholder value.     

Transposing the preventive restructuring directive 2019 into French insolvency law: Rethinking the role of the judge and rebalancing creditors' rights

In June 2019, the European Union adopted the Directive on Preventive Restructuring Frameworks. The objective of the Directive is to introduce a level‐playing field across all Member States in the area of pre‐insolvency restructuring. Member States have until 2021 to transpose the Directive into their domestic insolvency regimes. In April 2019, the French legislator adopted the “Pacte Law”, whose aim is, inter alia, the transposition of the European Directive on Preventive Restructuring. Although five preventive restructuring tools already exist in the French regime, the transposition of the Directive will have an impact on current restructuring practices as it will require: (i) rebalancing the involvement and role of judicial authorities in preventive restructuring proceedings; and (ii) rebalancing the involvement of, and protection granted to, creditors.     

Do analysts add value when they most can? Evidence from corporate spin‐offs

This article investigates how securities analysts help investors understand the value of diversification. By studying the research that analysts produce about companies that have announced corporate spin‐offs, we gain unique insights into how analysts portray diversified firms to the investment community. We find that while analysts' research about these companies is associated with improved forecast accuracy, the value of their research about the spun‐off subsidiaries is more limited. For both diversified firms and their spun‐off subsidiaries, analysts' research is more valuable when information asymmetry between the management of these entities and investors is higher. These findings contribute to the corporate strategy literature by shedding light on the roots of the diversification discount and by showing how analysts' research enables investors to overcome asymmetric information. Copyright © 2013 John Wiley & Sons, Ltd.     

International hotel chains and environmental protection: an analysis of Hilton's we care! programme (Europe, 2006–2008)

Using the case study method, this paper evaluates and analyses Hilton's we care! programme for improving the environmental performance of the 70 Hilton Worldwide hotels in operation in Continental Europe in 2006–2008. It explores the practical dimension of “greening” hotel operations in the context of corporate social responsibility (CSR), and demonstrates the close links between CSR and human resource management (HRM) in hotels. It deepens the understanding of corporate environmentalism and seeks to disseminate best practice among hospitality managers. The programme's distinctive and innovative character as well as its weaknesses and strengths are highlighted. Barriers to behavioural change in hotel operation are discussed. The programme involved over 16,000 employees, created hotel-specific action teams linking all employee levels and reduced energy use per square metre by 15%, water use and CO₂ emissions per guest night by 8% each over three years. Avoided utility costs totalled US$16 million, of which US$9.6 million can be attributed to changes in human behaviour. The paper makes a case for a holistic approach that combines the introduction of IT-based measurement and performance-assessing tools with genuine employee empowerment and green awareness raising. The study concludes with future managerial policy recommendations that simultaneously bear upon corporate environmentalism and HRM.     

ON THE PRICE EFFECTS OF HORIZONTAL MERGERS: A THEORETICAL INTERPRETATION

Horizontal mergers are usually under the scrutiny of antitrust authorities due to their potential undesirable effects on prices and consumer surplus. Ex‐post evidence, however, suggests that these effects do not always take place and even relevant mergers may end up having negligible price effects. The analysis of mergers in the context of non‐localized spatial competition may offer a further interpretation to the ones proposed in the literature: in this framework both positive and zero price effects are possible outcomes of the merger activity.     

LIQUIDATION OF AN INDIVISIBLE ASSET WITH INDEPENDENT INVESTMENT

We provide an extension of the explicit solution of a mixed optimal stopping–optimal stochastic control problem introduced by Henderson and Hobson. The problem examines whether the optimal investment problem on a local martingale financial market is affected by the optimal liquidation of an independent indivisible asset. The indivisible asset process is defined by a homogeneous scalar stochastic differential equation, and the investor's preferences are defined by a general expected utility function. The value function is obtained in explicit form, and we prove the existence of an optimal stopping–investment strategy characterized as the limit of an explicit maximizing strategy. Our approach is based on the standard dynamic programming approach.     

Yardstick competition in a federation: Theory and evidence from China

In this paper, we test empirically for competition among Chinese provinces embedded in a centralized political system. To motivate the empirical work, we adapt Besley and Case's model (American Economic Review, 1995) to a model of yardstick competition ‘from the top’. In this model, the central government (rather than local voters) creates competition among local officials by rewarding or punishing them on the basis of relative performance in providing public services. Our theoretical framework predicts that, in this context, the central government spurs strategic interactions among governors with similar environments as voters do in democratic countries. Then, for the first time in our knowledge, by estimating a spatial lag dynamic model for a panel data of 29 Chinese provinces from 1980 to 2004, we provide empirical evidence of the existence of such public spending interactions. We propose a rigorous empirical framework which takes into account heterogeneity, endogeneity problems and spatial error dependence. The results tend to confirm the existence of strategic interactions among geographically and economically close Chinese provinces, operating in a vertical bureaucratic control system.