Do post-restatement firms care about financial credibility? Evidence from the pre- and post-SOX eras

This study examines whether negative-market-reaction firms in the year following restatement announcements adopt more conservative financial reporting to respond to their financial reporting credibility crisis, especially in the post-SOX era. Using Basu’s (1997) measure of conservatism, we find that negative-market-reaction firms in the year following restatement announcements report their financial statements more conservatively in the post-SOX era, as the market reaction following restatement announcements becomes more severe. We also find that as the negative market restatement reaction becomes more severe, negative-market-reaction firms using a Big N auditor in the year following financial restatements report their financial statements more conservatively in the post-SOX era.     

The effect of restatements on trading volume reactions to earnings announcements

This paper examines whether restatements affect trading volume reactions to subsequent earnings announcements. It closely follows the theoretical model developed by Kim and Verrecchia (J Account Econ 24:395–419, 1997) that decomposes the trading volume reactions around earnings announcements into the effects of pre-disclosure and event-period private information, and examines whether restatements change the trading volume reactions to earnings announcements in the post-restatement period. We find that restatements increase the degree of differential event-period information, leading to more divergent interpretation of earnings announcements subsequent to restatements. We also find that investors have less differential pre-disclosure private information in the post-restatement period, consistent with the view that investors’ beliefs converge when facing higher uncertainty in the information environment. Finally, focusing on irregularity restatement firms, we document that the effect of restatements on trading volume is more pronounced for firms announcing restatements after the passage of the Sarbanes–Oxley Act and after dismissing auditors and experiencing executive turnover. Overall, these results indicate that restatements affect investors’ behavior in forming judgments regarding earnings announcements.     

Disciplinary measures in response to restatements after Sarbanes–Oxley

This study examines whether boards discipline CEOs and CFOs more severely for accounting restatements after passage of the Sarbanes–Oxley Act (SOX). The disciplinary actions I focus on are job termination and reductions in bonus payouts. Boards have incentive to take the highly visible action of terminating a manager to satisfy demands by outsiders for more vigilant corporate governance after SOX. However, terminating an executive entails the risk of hiring an inferior replacement and other costs. Imposing these costs on the firm and shareholders may not be justified after SOX because the severity of the restatements declines significantly. Despite the pressure on boards to appear vigilant, I find that when disciplining CEOs after SOX, boards gravitate away from termination and toward bonus penalties, a development commensurate with the less severe restatements of the post-SOX period. In contrast, boards appear to strengthen disciplinary action against CFOs after SOX despite the decline in restatement severity.     

Regulation FD, accounting restatements and transient institutional investors’ trading behavior

We examine the impact of Regulation Fair Disclosure (RFD) on transient institutional investors’ abnormal trading behavior around accounting restatements. We find that while in the pre-RFD period, transient institutional investors exhibit abnormal selling of restating firms’ stocks one quarter before the restatement is publicly announced, in the post-RFD period there is no such abnormal selling. Furthermore, we find that this phenomenon is driven by (a) firms with low analyst following (i.e., firms with poor information environment), (b) firms with high stock price reaction to earnings surprise (i.e., firms with high informativeness of earnings), (c) firms where the restatements’ impact on earnings is high, and (d) firms with non-revenue related restatements.     

Crossed-listed foreign firms' earnings informativeness, earnings management and disclosures of corporate governance information under SOX

The passage of the Sarbanes-Oxley Act (SOX) marks the beginning of the mandatory disclosure of audit-committee composition and other corporate governance information for cross-listed foreign firms. We posit that the provisions of SOX improve the effectiveness of an independent audit committee and other corporate-governance functions in monitoring the earnings quality of cross-listed foreign firms, and we use cross-listed firms' earnings informativeness and earnings management to measure earnings quality. Our findings show earnings informativeness is significantly associated with audit-committee independence as well as with board independence in the post-SOX period. In contrast, we do not find a significant association between earnings informativeness and audit-committee independence in the pre-SOX period. Our findings also show a consistently negative association between earnings management and audit-committee independence after SOX, an association that is not found in the pre-SOX period. Similarly, a negative association between earnings informativeness and the CEO duality as the chair of the board is only found in the post-SOX period. Furthermore, our results show a positive (negative) association between earnings informativeness (earnings management) and an aggregate corporate-governance score as a measure of overall corporate-governance functions in both the pre- and post-SOX periods. Our findings on the change of magnitude in the relationship between earnings informativeness (earnings management) and corporate governance suggest that the SOX provisions improve the effectiveness of cross-listed foreign firms' corporate-governance functions in monitoring the quality of accounting earnings.     

Has the likelihood of appointing a CEO with an accounting/finance background changed in the post-Sarbanes Oxley era?

Congress passed the Sarbanes–Oxley Act (SOX) in July 2002 to improve the accuracy and reliability of financial reporting. The Act increased boards of directors’ responsibilities for financial reporting and control. Did it consequently increase boards’ preferences for a CEO with financial experience to protect against the potential reputational and/or legal losses that directors incur when financial scandals happen? We investigated whether newly appointed CEOs in the post-SOX period were more likely to have accounting or finance experience than in the pre-SOX period. Using a sample of 264 CEO changes from 2001 to 2004, we found that the percentage of newly-appointed CEOs with accounting/finance backgrounds significantly increased in the post-SOX period compared to the pre-SOX period. Our results suggest that the events surrounding the passage of the Sarbanes–Oxley Act may have affected the CEO background experience preferred by boards of directors.     

The Timeliness of Restatement Disclosures and Financial Reporting Credibility

This study investigates whether prompt discovery and disclosure of earnings restatements is associated with greater post‐restatement financial reporting credibility. We measure the timeliness of restatement detection by the length of time between the end of the misstated period and the subsequent restatement announcement. We document that shorter detection periods are significantly associated with high‐quality corporate governance characteristics and executive and/or auditor turnover, but not with characteristics of restatements. We also find that firms with shorter detection periods exhibit a more moderate decline in the information content of earnings following restatement announcements relative to firms with longer detection periods, and that detection period length has an incremental effect on the information content of earnings relative to executive and/or auditor turnover alone. In addition, we find that restatement disclosures are more timely following the implementation of the SOX‐era reforms, and that only firms with shorter detection periods experience more moderate post‐restatement declines in the information content of earnings following the implementation of the SOX‐era reforms. The results from this study suggest that the timeliness of restatement detection and disclosure is associated with greater financial reporting credibility following restatements.     

The influence of CEO and CFO power on accruals and real earnings management

In this study, we examine the effect of CEO and CFO power on both accruals and real earnings management (AEM and REM, respectively), and the extent to which CEO and CFO power mitigate the effect of one another on AEM and REM. We further examine whether the passage of the Sarbanes-Oxley Act (SOX) altered these effects. In the pre-SOX period, we find that AEM (REM) is greater when the CEO (CFO) is powerful relative to the CFO (CEO). In the post-SOX period, however, we find that the effect of relative CEO power on AEM subsides, whereas the effect of relative CFO power on REM persists. Additionally, we find evidence to suggest that powerful CFOs inhibit the AEM preferences of powerful CEOs in both the pre- and post-SOX periods. Finally, we find evidence to suggest that powerful CEOs inhibit the REM preferences of powerful CEOs in the pre-SOX period, but not in the post-SOX period. Collectively, our results suggest that the power of the CEO relative to the CFO is an important factor in the both the type and magnitude of earnings management.

     

中国上市公司年报重述公告效应研究

本文首次在细分年报重述类型的基础上,对我国上市公司年报重述的公告效应进行了较为系统的研究。以2004年1月1日至2007年12月31日之间发布年报补充或更正公告的691家上市公司为样本,实证发现,重述公告整体而言具有微弱的负面市场反应,但不同类型重述公告的市场反应各异,投资者关注重述公告的焦点在于重述是否影响公司价值判断。具体而言,更正公告、因会计问题导致的重述、重述内容涉及核心会计指标或调低了公司盈余、重述涉及多个会计年度以及重述消息是坏消息时,市场反应显著为负;极少数重述公告带来了好消息,市场反应显著为正。重述公告的市场价值相关性表明,进一步引导和规范上市公司的年报重述行为以保护投资者利益显得极为迫切。     

The effect of restatements on analyst behavior

This paper examines how changes in the credibility of financial reporting affect analyst behavior. Using a sample of restatement firms experiencing a substantial change in credibility over 1997–2006, we document that restatements have a long‐lived effect on analyst behavior and that analysts differentiate between restatements caused by irregularities and those caused by errors. We find that while irregularity restatement firms exhibit a reduction in analyst coverage and forecast accuracy and an increase in forecast dispersion in the post‐restatement period, other restatement firms exhibit only an increase in forecast error. Finally, we find evidence to suggest that remedial actions reduce the effect of irregularity restatements on analyst behavior. Overall, these results are consistent with the notion that restatements affect analyst behavior in forming judgements regarding subsequent earnings announcements.     

Insider trading and response to earnings announcements: the impact of accelerated disclosure requirements

This paper contributes to the debate on the consequences of increased disclosure regulation by investigating the effects of expedited reporting requirements of Form 4 filings, mandated by the Sarbanes–Oxley Act (SOX), on the market response to earnings announcements. We first confirm that SOX reduces opportunistic insider trading without deterring insider trading due to diversification needs, and that post-SOX, opportunistic insider trades more strongly reveal upcoming earnings surprises. We then document that, at the earnings announcement date, earnings response coefficients (ERCs) are lower when earnings are preceded by opportunistic insider trades. We conclude that accelerated disclosures of insider transactions mandated by SOX lend to more informationally efficient prices prior to earnings announcements. Our findings stand as one piece of evidence suggesting positive externalities from recent Securities and Exchange Commission (SEC) disclosure regulation and add to the scarce evidence on the consequences of changes in Form 4 filing requirements.     

Sarbanes–Oxley Act and the quality of earnings and accruals: Market-based evidence

In this paper we study the impact of the Sarbanes-Oxley Act (SOX) on the valuation weights of earnings and earnings components. The analysis seeks evidence that SOX is associated with changes in investors’ perception of earnings and accruals quality. Of particular interest in the analysis is the effect of SOX on the valuation weight of discretionary accruals that are perceived to be most vulnerable to manipulation prior to SOX. We find reliable increases in the valuation weights of earnings and earnings components after the passage of SOX. Nonetheless, we also find that the post-SOX shifts in the valuation weights of earnings and earnings components are indistinguishable from zero among firms in which the percentage equity shares held by institutional investors is 15% or greater.     

Corporate Investments: Learning from Restatements

This study analyzes the information conveyed by the restatements of financial reports. We argue that restatements contain news about the investment projects of the restating firms' competitors. This news causes competitors to revise their beliefs about the projects' value, and to modify their subsequent investment decisions. Accordingly, we hypothesize that changes in competitors' investments after restatement announcements are related to news in the restatements. Consistent with our prediction, we find that changes in competitors' investments following restatement announcements are significantly related to various proxies for news in the restatements, such as competitors' and restating firms' abnormal returns at the restatement announcements. We conclude that restatements convey information about the investment projects of restating firms' competitors.     

The Impact of Regulation Fair Disclosure on Information Asymmetry and Trading: An Intraday Analysis

This study examines the impact of Regulation Fair Disclosure (FD) on liquidity, information asymmetry, and institutional and retail investors trading behavior. Our main findings suggest three conclusions. First, Regulation FD has been effective in improving liquidity and in decreasing the level of information asymmetry. Second, retail trading activity increases dramatically after earnings announcements but there is a significant decline in institutional trading surrounding earnings announcements, particularly in the pre‐announcement period. Last, the decline in information asymmetry around earnings announcements is closely associated with a lower participation rate in the pre‐announcement period and more active trading of retail investors after earnings releases.     

Financial Restatements, Cost of Debt and Information Spillover: Evidence From the Secondary Loan Market

Abstract:  In this paper, we investigate the effect of financial restatements on the debt market. Specifically, we focus on the secondary loan market, which has become one of the largest capital markets in the US, and ask the following: (1) whether financial restatements increase restating firm's cost of debt financing and (2) whether the information about restatements arrives at the secondary loan market earlier than at the stock market? Using 176 restatement data, we find significant negative abnormal loan returns and increased bid-ask spreads around restatement announcements. Furthermore, this negative loan market reaction is more pronounced when the restatement is initiated by either the SEC or auditors, and when the primary reason for restatement is related to revenue recognition issues. Additionally, we find restatement information arrives at the secondary loan market earlier than at the equity market, and that such private information quickly flows into the equity market. We also show that stock prices begin to decline approximately 30 days prior to the restatement announcements for firms with traded loans. However, we do not find such informational leakage for firms without traded loans. Collectively, the results of this paper suggest: (1) increased cost of debt financing after restatements and (2) superior informational efficiency of the secondary loan market to the stock market.     

A re-examination of accruals quality following restatements

Empirical research from the first years following the Sarbanes-Oxley Act (SOX) in the US suggests that firms improve accruals quality following restatements, but the materiality of restatements has declined since then. This decline may affect firms' responses to restatements, and hence we re-examine whether restatements are associated with subsequent improvements in accruals quality in a more recent sample. We compare the changes in accruals quality of firms restating between 2000 and 2014 with that of a control group. We do not find that firms improve accruals quality more than the control group following a restatement, even when we isolate the types of restatements considered to be most material. However, we do find that restatements followed by the most negative stock market reactions are associated with a relative increase in accruals quality, indicating that only restatements deemed very severe by investors lead to subsequent improvements in accruals quality. Our results suggest that firms' responses to restatements have changed concurrently with the trend of fewer and less material restatements in recent years.     

The Chinese experience: The impact of financial restatements on firm value and its implications on the investigatory practices of regulators

We examine the relationship between restatements of prior period financial results and firm value in China. This relationship is relevant to the millions of global investors who purchase Chinese equity securities because Chinese regulatory authorities must focus on the restatement events that, in their judgment, most warrant investigation. We recommend that they focus their attention on restatement announcements (and the firms that announce them) that possess the characteristics that most impact firm value.Prior studies of the American equity markets found evidence of a relationship between the nature of the restatement announcements and firm value, as well as evidence that core account adjustments and high-magnitude adjustments affect firm value more than noncore account adjustments and low-magnitude adjustments. However, based on a sample of Chinese listed firms that made corporate announcements that appeared in the Asian press between 2003 and 2011, we only find mixed evidence in the Chinese equity markets in support of the former relationship, and no evidence at all in support of the latter relationship.In other words, restatement announcements in China do not impact firm value to the same extent, and in the same manner, as restatement announcements in America. Chinese regulators must thus develop policies that are unique to the Chinese markets in order to effectively prioritize their oversight activities on firms that issue restatement announcements.What factors should be considered by Chinese regulators? We identify a collection of corporate governance variables, as well as a smaller collection of financial variables, that are significantly associated with decreases in firm value. We also develop a set of regression analyses that utilize these variables to explain a significant portion of the variability of firm value during the sample period. Interestingly, however, we find no evidence that the growth patterns of the firms are significantly associated with changes in firm value.Using this evidence, we recommend the development of a model of regulatory guidance that is customized for the unique characteristics of the Chinese equity markets. We believe that this model can help Chinese authorities focus their attention on specific restatement announcements that most impact firm value.     

Material weakness disclosures and restatement announcements: The joint and order effects

We examine differences in stock price, option volatility, and litigation reactions to restatement announcements that are associated with a material weakness (MW) disclosure. Contrasted with restatements that are not associated with any MW disclosure, our analyses reveal that firms that announce both a restatement and an associated MW experience significantly more negative market returns, greater implied volatility, and higher likelihood of class action lawsuits. Separating the restatements into timely reporters, where the MW precedes the restatement, and non‐timely reporters, where the MW is concurrent with or follows the restatement, we find that timely reporters experience more negative returns at the time of the restatement, relative to non‐timely reporters, suggesting that investors perceive the early MW disclosure to signal more pervasive control‐related problems. Interestingly, we find that timely and non‐timely reporters are equally likely to be sued, consistent with the argument that wrongdoing (through either a timely or non‐timely MW disclosure) provides stronger grounds for establishing scienter. However, timely reporters appear to secure more favorable litigation outcomes: they face higher likelihood of lawsuit dismissals and pay much lower settlements, compared to non‐timely reporters. Overall, our evidence provides new insights into how market participants incorporate information about internal control weaknesses into their perceptions regarding the economic implications of financial restatements, and financial reporting quality.     

The CDS market reaction to restatement announcements

I investigate the credit market's reaction to restatement announcements through changes in credit default swap (CDS) spreads. I document an overall positive association between CDS returns and restatement announcements. Specifically, I find that more positive CDS returns are associated with restatements (1) involving fraud and (2) affecting more accounts. Moreover, these reactions are sensitive to the underlying entities’ credit ratings and the market‐wide investor sentiment. Next, I compare CDS and stock market reactions and find that more negative stock returns are associated with restatements (1) involving fraud and (2) decreasing reported income.