How different is Japanese corporate finance? An investigation of the information content of new security issues

This article studies the shareholder wealth effects associatedwith 875 new security issues in Japan from January 1, 1985,to May 31, 1991. The announcement of convertible debt issueshas a significant positive abnormal return of 1.05 percent.There is an abnormal return of 0.45 percent at the announcementof equity issues that is off-set by an abnormal return of 1.01percent on the issue day. Abnormal returns are negatively relatedto firm size, so that large Japanese firms have abnormal returnsless different from those of U.S. firms than small Japanesefirms. Our evidence is consistent with the view that Japanesemanagers decide to issue shares based on different considerationsthan American managers.     

A reexamination of the value of tax options

This article reexamines the value of tax trading when the taxrate on long-term realizations is less than that on short-termrealizations. In particular, the value of the option to realizelong-term capital gains and repurchase stock in order to increaseone's tax basis and restart the option to realize future lossesshort term is examined empirically. Our estimate of the incrementalvalue of restarting, which is based on the results of simulationsof several alternative tax trading policies over a large numberof independent return sequences, is generally much smaller thanthat reported by Constantinides (1984). The incremental valueof restarting is shown to depend critically on the particularpattern of realized returns and the assumed tax treatment ofunrealized capital gains at the end of the simulation period.The effects of stock price volatility, transaction costs, portfoliooffset rules, and realization cutoff levels on the value oftax trading are also investigated.     

Asymmetric information and the medium of exchange in takeovers: theory and tests

In a model of takeovers under asymmetric information, we identifya separating equilibrium in which the value of the bidder firmis revealed by the mix of cash and securities used as paymentfor the target. The model predicts that the revealed biddervalue is monotonically increasing and convex in the fractionof the total offer that consists of cash. We examine the modelrestrictions using data from Canada, where mixed offers areboth relatively frequent and free of the confounding tax-relatedoptions characterizing mixed offers in the United States. Wefind that the average announcement-month bidder abnormal returnin mixed offers is large and significant. However, maximum likelihoodestimates of parameters in both linear and nonlinear cross-sectionalregressions fail to support the model predictions.     

The underreaction hypothesis and the new issue puzzle: evidence from Japan

This article investigates the long-term equity performance ofJapanese firms issuing convertible debt and equity. We findthat issuing firms perform poorly (except for equity rightsissues) compared to nonissuing firms even though the stock-pricereaction to convertible debt and equity issues is not negativefor Japanese firms. This underperformance is strongest for firmsissuing public convertible debt. In contrast to the United States,poor performance is not concentrated in smaller firms and infirms with a high market-to-book ratio. Simple behavioral explanationsadvanced for the new issue puzzle in the United States do notseem consistent with the Japanese experience.     

International competition and exchange rate shocks: a cross-country industry analysis of stock returns

This article systematically examines the importance of exchangerate movements and industry competition for stock returns. Commonshocks to industries across countries are more important thancompetitive shocks due to changes in exchange rates. Weeklyexchange rate shocks explain almost nothing of the relativeperformance of industries. Using returns measured over longerhorizons, the importance of exchange rate shocks increases slightlyand the importance of industry common shocks increases moresubstantially. Both industry and exchange rate shocks are moreimportant for industries that produce internationally tradedgoods, but the importance of these shocks is economically smallfor these industries as well.     

A theory of negotiated equity financing

We examine the sale of equity within the context of a modelof negotiation between a firm and a less well informed purchaser.We introduce a simple form of negotiation by allowing the firmto set the price of the issue and by assuming that the purchaseis a financier-underwriter who acts strategically. This transactionis analyzed as a noncooperative game, and we identify sequentialequilibria that are consistent with observed behavior: namelythat negotiations occasionally fail, that market reactions toequity offers are not uniformly negative, and that equity placementsare often underpriced.     

The optimal trading and pricing of securities with asymmetric capital gains taxes and transaction costs

This article explores the optimal trading and pricing of taxablesecurities with asymmetric capital gains taxes and transactioncosts. In the long-term region, investors realize all gainsbelow some critical cutoff level, which we derive analytically.In the short-term region, investors defer all gains and, dependingupon the time remaining in the short-term region, may also defersmall losses. Contrary to common intuition, deferral of short-termlosses can be optimal even without transaction costs. The valueof tax timing is considerably higher under the optimal tradingstrategy than under alternative strategies previously analyzed.The impact of offset rules is also explored.     

The resolution of financial distress

Most models of financial structure embody an assumption aboutfinancial distress that causes debt to be costly to the issuingfirm. This approach has been criticized on the grounds thatthe assumed costs could be avoided by a costless financial reorganization.In this article we show that despite the possibility of costlessreorganization, it may be rational for firms to incur significantcosts in the resolution of financial distress. The main assumptionsthat give rise to our results are the existence of asymmetricinformation and of judicial discretion that allows courts toimpose a reorganization on the claimants of a firm.     

Foreign equity investment restrictions, capital flight, and shareholder wealth maximization: theory and evidence

This article provides a theory of foreign equity investmentrestrictions. We consider a model where the demand functionfor domestic shares differs between domestic and foreign investorsbecause of deadweight costs in holding domestic and foreignsecurities that depend on the country of residence of investors.We show that domestic entrepreneurs maximize firm value by discriminatingbetween domestic and foreign investors. The model implies thatcountries benefiting from capital flight have binding ownershiprestrictions such that foreign investors pay a higher pricefor shares than domestic investors. The empirical implicationsof this theory are supported by evidence from Switzerland.