Equity with Warrants in Private Placements

We examine private equity with warrant (unit) placements and compare them with private equity placements. Firms making unit placements are smaller, younger, riskier, and characterized by higher information asymmetry than equity‐placing firms. Furthermore, unit‐placing firms experience good pre‐placement stock performance; however, their post‐placement performance is poor and worse than that of equity‐placing firms. We also find that very few of the placed warrants are in the money at expiration. Our results are consistent with the window of opportunity hypothesis and the theory that warrants are especially desirable to a clientele of overoptimistic investors.     

Wealth Effects of Private Equity Placements: Evidence from Singapore

We examine institutional characteristics and the wealth effects of private equity placements in Singapore. Our findings show that private placements in Singapore generally result in a negative wealth effect and a reduction in ownership concentration. We find that at high levels of ownership concentration, the relation between abnormal returns and changes in ownership concentration is significantly negative. We also show that the market reacts less favorably to placements in which management ownership falls below 50%, but more favorably to issues to single investors. We do not find evidence suggesting that our results are due to an information effect.     

Private Placement of Common Equity and Earnings Expectations

We examine earnings forecast revisions by analysts subsequent to the announcement of private equity placements. Results show that analysts make significant upward revisions to their forecasts for current-year earnings. Furthermore, these forecast revisions are significantly related to announcement-period abnormal returns, but not to the risk changes accompanying the equity placement. These findings are consistent with the information hypothesis, which suggests that private equity placements convey favorable information about future earnings.     

Liquidity Changes around Seasoned Equity Issuance: Public Offerings versus Private Placements

I investigate whether firms that issue equity, in public offerings or private placements, have improved on liquidity in the secondary market. Transaction costs, price impacts, and trading activity are examined. Results show that public offering stocks become considerably more liquid in all three dimensions. For private placement stocks, there is some evidence that trading volume increases, but effective spread and temporary price impact decline less than market‐wide changes. Furthermore, I study the behaviors of participants in the newly issued equity market. Analyses indicate that underwriters, analysts, and market makers all contribute to liquidity changes, but in different aspects.     

Private Equity Syndication: Agency Costs, Reputation and Collaboration

Abstract:  Syndicates are a form of inter-firm alliance in which two or more private equity firms invest together in an investee firm and share a joint pay-off, and are an enduring feature of the leveraged buyout (LBO) and private equity industry. This study examines the relationship between syndication and agency costs at the investor-investee level, and the extent to which the reputation and the network position of the lead investor mediate this relationship. We examine this relationship using a sample of 1,122 buyout investments by 80 private equity companies in the UK between 1993 and 2006. Our findings show that where agency costs are highest, and hence ex-post monitoring by the lead investor is more important, syndication is less likely to occur. The negative relationship between agency costs and syndication, however, is alleviated by the reputation and network position of the lead investor firm.     

私募基金现状及商业银行应对策略研究

近年来我国私募基金市场快速发展,逐渐成为一种全新的直接投资模式。研究和制定私募基金业务的拓展策略,对商业银行拓展新兴业务领域、加快实现经营结构转型具有重要的战略意义。本文将在分析我国私募基金市场发展状况、私募基金业务经营模式、发展状况的基础上,提出商业银行拓展募基金市场的策略建议。     

私募股权投资并购退出模式及策略分析

私募股权投资并购退出是当前国内逐渐兴起的新趋势,既符合市场经济由自由竞争发展到集中整合阶段的客观需求,又具有优化产业结构的时代使命。但并购退出在国内总体还处于萌芽阶段,进一步的发展空间还受到不少限制,本文尝试探索符合国内并购退出的几种模式,并有针对性地提出了发展并购退出的初步策略与建议。     

Relationship Banking and Loan Syndicate Structure: The Role of Private Equity Sponsors

Using a sample of syndicated loans to private equity (PE)‐backed initial public offering companies, we examine how a third‐party bank relationship influences the syndicate structure of a loan. We find that a stronger relationship between the lead bank and the borrower's PE firm enables the lead bank to retain a smaller share of the loan and form a larger and less concentrated syndicate, especially when the borrower is less transparent. A stronger PE‐bank relationship also attracts greater foreign bank participation. Our findings suggest that the lead bank's relationship with a large equity holder of the borrower facilitates information production in lending.     

The Impact of Mispricing and Asymmetric Information on the Price Discount of Private Placements of Common Stock

The price discount on privately placed stock is large and can vary substantially among firms. While earlier studies attribute price discounts on privately placed stock to illiquidity and costs of gathering information, we offer a more complete explanation. We find that firms exhibiting higher overvaluation have significantly larger price discounts in private stock sales. We also find that higher levels of asymmetric information about the issuing firm and about the stock market environment at the time of the private placement cause more pronounced discounts in the offer price. Our analysis also shows that post-issue abnormal returns following private placements are higher when discounts are less pronounced.     

The Return to Direct Investment in Private Firms: New Evidence on the Private Equity Premium Puzzle*

This paper uses a novel dataset to analyze the return to direct investments in private firms by pension funds. We have two key findings. First, direct investments in private firms have underperformed public equity by 392 basis points per annum under conservative risk adjustments. Second, initial mispricing, due to over‐optimism or misperceived risk, and subsequent low capital gains seem to explain the gap in returns to private firms. Overall, these findings complement the finding of Moskowitz and Vissing‐Jørgensen (2002) of low returns on entrepreneurial investments and provide new insight into the existence of what they call the private equity premium puzzle: Even professional investors with well‐diversified portfolios like pension funds seem to get a poor risk‐return tradeoff from investing directly in private firms.     

定向增发公司盈余管理研究

文章按照定向增发公司发行对象分组,分析了各组公司在发行前后共计11个季度的盈余管理情况。发现公司只对大股东发行股份时,发行前没有操纵利润,但发行后存在较强盈余管理;当机构投资者参与定向增发时,企业在发行前后都进行了盈余管理,发行后盈余管理的程度有所降低。机构投资者参与定向增发的程度越大,企业在增发过程中盈余管理的持续性和程度都越大。盈余管理的动机可能是为了保证企业承诺业绩的实现。     

私募股权基金投资网络关系测度实证研究

私募股权基金在联合投资过程中结成了以信任、分享和互利为主要特征的投资网络,本文利用社会网络分析法,从网络密度、捷径距离、网络中心度、结构洞、派系及核心-边缘结构等角度,对私募股权基金联合投资形成的网络结构特征进行测度研究,分析结果表明中国情境下的私募股权基金投资网络是个非凝聚性和地位不均衡的网络,网络地位突出的基金通常拥有较强的网络影响力和联合投资上的合作优势。     

The Differential Impact of IFRS Adoption on Aspects of Seasoned Equity Offerings in the UK and France

We examine the potential for IFRS to influence the market for SEOs in the UK and France. The divergence between the UK domestic accounting standards and IFRS is minor (low-divergence firms) whereas domestic accounting standards in France differ materially from IFRS (high-divergence firms); however, both countries have similar legal enforcement and institutional settings that might confound the effect of IFRS adoption. We argue that IFRS adoption serves to mitigate information asymmetry and improve accounting quality. Accordingly, we find that, following IFRS adoption, earnings management activities decrease among high-divergence firms prior to issuing SEOs. As a result of the lower levels of earnings management and information asymmetry, we predict and find that the market reaction to issuing SEOs improves significantly for high-divergence firms following IFRS. Given that equity financing becomes less costly, we find that the propensity to issue new SEOs increases among high-divergence firms after IFRS adoption. We find no similar changes among low-divergence firms. The results persist after running a matched-sample analysis and controlling for potential self-selection bias.     

The Signaling Effect of Independent Director Appointments

We examine the value relevance of voluntary versus mandatory independent director appointments based on market reaction. Our analytical model proposes that the market expects voluntary appointments to bring more positive value than mandatory appointments since voluntary appointments signal the integrity of the firm, and this signaling effect is more obvious for firms in which the market recognizes the existence of severe agency problems. Using a unique empirical setting in Taiwan, we find that voluntary appointments are associated with higher abnormal returns from appointment announcements, particularly for firms with severe agency problems, as indicated by the deviation between ownership and control.     

The Effects of the Specialization of Private Equity Firms on their Exit Strategy

We investigate how industry and stage specialization of Private Equity (PE) firms affect the likelihood to exit investments by means of trade sales, Initial Public Offerings (IPOs), or Secondary Buyouts (SBOs). Our empirical analysis relies on competing risks models. Using a sample of 818 Leveraged Buyouts (LBOs) by US and European PE firms over the period 2000–2015, we find that both industry and stage specializations of PEs increase the likelihood of exiting via IPO, whereas only industry specialization positively affects the likelihood of divesting through a trade sale. Finally, SBOs are more likely for non‐specialized investors.     

公司声誉、审计师声誉与权益资本成本——基于中国民营上市公司的经验证据

以2009~2013年中国沪深两市 A 股民营上市公司为样本,实证检验审计师声誉、公司声誉与权益资本成本的关系。研究发现：限制其他条件,审计师声誉、公司声誉分别与公司权益资本成本呈显著负相关。进一步研究发现,随着公司自身声誉的逐步建立,审计师声誉对于公司权益资本成本的影响将会逐渐减弱,公司声誉对于审计师声誉具有替代作用。     

商业银行参与PE业务的现状、问题及策略建议

在后危机时代,我国商业银行应积极参与PE业务,实现支持经济可持续增长与拓宽盈利渠道的双赢。现阶段我国商业银行参与PE业务的基本路径可概括为:迂回直投模式、合作模式与间接模式。从外部环境看,我国PE市场发展的税收和政策安排还不够完善,资本市场为PE提供的退出通道较为狭窄,交易透明度有待进一步提高等;而商业银行内部也存在着风险管理、人才筛选等方面的难题。我国商业银行渐进拓展PE业务应制定严格的风险控制导向的业务监督体系和运营操作流程;积极引进和培养专业人才;选择合适的参与方式、投资阶段、投资产业与投资地域等。     

Exits,Performance, and Late Stage Private Equity: the Case of UK Management Buy‐outs

Using a hand‐collected dataset of 1,225 buy‐outs, we examine post buy‐out and post exit long term abnormal operating performance of UK management buy‐outs, during the period 1980–2009. Our univariate and panel data analysis of post buy‐out performance conclusively show positive changes in output. We also find strong evidence for improvements in employment and output and a lack of significant changes in efficiency and profitability following initial public offerings (IPO) exits. IPOs from the main London Stock Exchange (LSE) market outperform their counterparts from the Alternative Investment Market (AIM) only in terms of changes in output. For secondary management buy outs (SMBOs), performance declines during the first buy‐out but in the second buy‐out performance stabilises until year three, after which profitability and efficiency fall while employment increases. Although private equity (PE) backed buy‐outs do not exhibit either post buy‐out or post exit underperformance, they fail to over‐perform their non‐PE backed counterparts. In the subsample of buy‐outs exiting via IPOs on the AIM, PE firms do not outperform non‐PE buy‐outs. Our findings highlight the importance of tracing the overall performance of buy‐outs over a longer period and controlling for sample selection bias related to the provision of PE backing.     

Shareholdings by Financial Institutions, Information Asymmetry and the Intertemporal Return-Earnings Relation in Japan

Using a large sample of Japanese firms, we examine informational effects of the joint ownership of debt and equity by financial institutions. In particular, we argue that shareholdings by financial institutions are associated with increased monitoring and reduced information asymmetry. Our results support the hypothesis that stock prices incorporate information about future earnings earlier for firms with higher equity ownership by financial institutions. In a nutshell, shareholdings by financial institutions appear to be an important institutional factor in Japan to alleviate information asymmetry, thereby serving as a substitute for the market-based monitoring.