The Value of Investor Protection: Firm Evidence from Cross-Border Mergers

International law prescribes that in a cross-border acquisitionof 100% of the target shares, the target firm becomes a nationalof the country of the acquiror, and consequently subject toits corporate governance system. Therefore, cross-border mergersprovide a natural experiment to analyze the effects of changesin corporate governance on firm value. We construct measuresof the change in investor protection in a sample of 506 acquisitionsfrom 39 countries. We find that the better the shareholder protectionand accounting standards in the acquiror's country, the higherthe merger premium in cross-border mergers relative to matchingdomestic acquisitions.     

审计师流动与财务报告可比性——基于中国会计师事务所合并的经验证据

本文主要从审计师流动的视角考察审计师对客户财务报告可比性的动态影响。基于1998-2012年中国发生的47起会计师事务所合并事件,我们发现,合并前,相对于相同审计师群审计的两家客户的应计利润可比性,不同审计师群审计的两家客户的应计利润可比性更差;而合并后,不同审计师群审计的两家客户的财务报告可比性显著提高。同时,我们还发现,在合并后,相对于两家新客户的应计利润可比性,不同审计师群审计的两家老客户的应计利润可比性更差。这些研究结果表明,审计师流动导致的审计风格转变是影响财务报告可比性的重要因素,而且其影响程度在老客户与新客户上存在显著的差异。     

Finance and Growth at the Firm Level: Evidence from SBA Loans

We analyze linked databases on all SBA loans and lenders and on all U.S. employers to estimate the effects of financial access on employment growth. Estimation exploits the long panels and variation in local availability of SBA‐intensive lenders. The results imply an increase of 3–3.5 jobs for each million dollars of loans, suggesting real effects of credit constraints. Estimated impacts are stronger for younger and larger firms and when local credit conditions are weak, but we find no clear evidence of cyclical variation. We estimate taxpayer costs per job created in the range of $21,000–$25,000.     

会计师事务所合并与审计定价——基于2003—2009年十起合并案面板数据的研究

会计师事务所合并究竟是会提高还是会降低审计收费,取决于合并后事务所声誉及市场势力提升所带来的审计溢价与规模效应所导致的审计成本降低两方面孰者相对占优。文章以我国2003—2009年间十起事务所合并案为对象,利用其上市公司客户在事务所合并前后各2年的面板数据,检验了事务所合并对审计定价的影响。结果发现,事务所合并后,其审计收费显著提高。对所有事务所客户审计费用的横向比较也印证了上述结论。研究还发现,事务所合并后第一年审计收费的提升较第二年更为明显;就稳定客户数据而言,本土事务所之间合并对审计定价的影响不如涉及"四大"的合并显著;此外,新设合并与吸收合并对审计定价的影响没有显著差异。     

Local Bank Financial Constraints and Firm Access to External Finance

I exploit the exogenous component of a formula‐based allocation of government funds across banks in Argentina to test for financial constraints and underinvestment by local banks. Banks are found to expand lending by $0.66 in response to an additional dollar of external financing. Using novel data to measure risk and return on marginal lending, I show that the profitability of lending does not decline and total borrower debt increases during lending expansions, holding investment opportunities constant. Overall, financial shocks to constrained banks are found to have a quick, persistent, and amplified effect on the aggregate supply of credit.     

Financial Synergies and the Optimal Scope of the Firm: Implications for Mergers, Spinoffs, and Structured Finance

Multiple activities may be separated financially, allowing each to optimize its financial structure, or combined in a firm with a single optimal financial structure. We consider activities with nonsynergistic operational cash flows, and examine the purely financial benefits of separation versus merger. The magnitude of financial synergies depends upon tax rates, default costs, relative size, and the riskiness and correlation of cash flows. Contrary to accepted wisdom, financial synergies from mergers can be negative if firms have quite different risks or default costs. The results provide a rationale for structured finance techniques such as asset securitization and project finance.     

Bank Mergers and Insider Nontrading

Insiders with nonpublic information that their firms are acquisition targets can profit by purchasing their firms' stock or by delaying planned sales of their firms' stock. Under current securities laws, insiders who execute the former strategy expose themselves to civil and criminal liability, whereas insiders who execute the latter strategy do not. Using a sample of bank mergers, we find that target bank insiders significantly decrease both share purchases and share sales before merger announcements. These findings suggest that securities laws effectively deter some forms of illegal insider trading and that insiders exploit opportunities to profit legally from nonpublic information.     

Securitization and the Declining Impact of Bank Finance on Loan Supply: Evidence from Mortgage Originations

Low-cost deposits and increased balance sheet liquidity raise banks' supply of illiquid loans more than loans easily sold or securitized. We exploit the inability of Fannie Mae and Freddie Mac to purchase jumbo mortgages to identify an exogenous change in liquidity. The volume of jumbo mortgage originations relative to nonjumbo originations increases with bank holdings of liquid assets and decreases with bank deposit costs. This result suggests that the increasing depth of the mortgage secondary market fostered by securitization has reduced the effect of lender's financial condition on credit supply.     

The Benefits of Overvaluation: Evidence from Mergers and Acquisitions

Theoretical and empirical evidence debates whether acquirers can exploit their overvalued equity and create value by purchasing less overvalued or undervalued target firms. Shleifer and Vishny (2003) and Savor and Lu (2009) argue in favor of this, while Fu, Lin, and Officer (2013) and Akbulut (2013) provide evidence against. I revisit this issue and develop a quasi-experimental design. The misvaluation effect for stock acquirers that are more overvalued than their targets is isolated and measured. My findings offer direct evidence in favor of the Shleifer and Vishny (2003) market-timing hypothesis.     

Bank Relationship and Firm Performance: Evidence From Thailand Before the Asian Financial Crisis

Abstract:   This study examines the relation between bank relations and market performance in Thailand, an economy in which commercial banks play a crucial role through lending relationship and, for a number of companies, equity ownership. Overall, bank relationships, both equity‐based and debt‐based, positively affect capital investment. However, there is a negative relation between lending relationships, both short‐term and long‐term, and market performance indicating that bank lending may not always be consistent with value maximization. There is also evidence of a positive marginal effect of bank monitoring through equity ownership on market performance. Further, the relation between bank equity ownership and market performance appears to be non‐linear with a concave function. Ownership by corporate insiders is also negatively related to bank equity ownership. Overall, the findings highlight the detrimental effects of excessive short‐term debt usage, one of the factors believed to contribute to the financial crisis in Thailand, and the marginal benefit of the equity‐based relationship on firm value.     

兼任高管与公司价值:来自中国的经验证据

本文实证检验了上市公司高管直接为第一大股东或实际控制人,或其同时也在第一大股东或实际控制人处任职时(即‘兼任高管’)与公司价值的相关性。通过分析中国A股上市公司2001年至2009年的数据,本文发现存在兼任高管的上市公司,公司价值显著较低。进一步研究显示,尽管存在兼任高管的公司,总资产收益率和销售利润率显著更高,但同时从事了规模更大、频率更高的与担保相关的关联交易,并且发生信息披露违规的可能性也更高。这些结果意味着,尽管兼任高管可以加强控股股东对公司的控制,但在新兴市场中,这种行为方便了大股东侵占中小股东利益,最终与公司价值显著负相关。     

Finance and consumption volatility: Evidence from India

The main objective of this paper is to explore the determinants of private consumption growth volatility in India, focusing on the role of financial sector policies. Using data for India over the period 1950-2005, the results show that the implementation of financial repressionist policies is strongly associated with lower consumption volatility. The results remain robust after controlling for a wide range of macroeconomic shocks and variables. The presence of a threshold effect implies that the benefits of financial reforms in reducing consumption volatility can only be reaped when the financial system becomes sufficiently liberalized. The results also indicate that the presence of a more open financial system may serve to dampen fluctuations in private consumption.     

家族主义文化与企业并购行为——来自家族上市公司的证据

儒家家族主义伦理思想对中国家族企业经营影响深远。本文研究我国上市家族企业实际控制人的家族主义文化观念对企业并购行为的影响。研究发现：实际控制人的家族主义文化观念越强,企业并购交易的规模越小,但并购绩效越好。这一实证结果在考虑遗漏变量等内生性问题后依然成立。进一步研究还发现,当企业所在地的市场法治环境较差、并购方处于行业景气度较差时期以及并购方进行跨行业并购时,实际控制人的家族主义文化观念对企业并购行为的影响程度较大。最后,我们发现家族企业实际控制人的家族主义文化观念的形成,主要是受到家族内部的言传身教,而非外部社会环境的熏陶。综上,本文结果表明企业家的家族主义文化观念越强,越希望企业在家族内部世代传承,实现基业长青,因此其并购决策将更为稳健谨慎和具有长期价值导向。     

Bank monitoring: Evidence from syndicated loans

We directly measure banks’ monitoring of syndicated loans. Banks typically demand borrower information on at least a monthly basis. About 20% of loans involve active monitoring (i.e., site visits or third-party appraisals). Monitoring increases with the lead bank’s incentives and the value of information and is negatively associated with loan spreads and maturity. The monitoring captured by our measures can either complement or substitute for covenant-based monitoring, depending on whether the monitoring informs covenant compliance. Banks increase monitoring following deteriorations in borrower financial condition and credit line drawdowns. Finally, monitoring is positively related to future covenant violations and loan renegotiations.     

Risk Management and Firm Value: Evidence from Weather Derivatives

This paper shows that active risk management policies lead to an increase in firm value. To identify the effect of hedging and to overcome endogeneity concerns, we exploit the introduction of weather derivatives as an exogenous shock to firms’ ability to hedge weather risks. This innovation disproportionately benefits weather‐sensitive firms, irrespective of their future investment opportunities. Using this natural experiment and data from energy firms, we find that derivatives lead to higher valuations, investments, and leverage. Overall, our results demonstrate that risk management has real consequences on firm outcomes.     

Stock Splits as a Manipulation Tool: Evidence from Mergers and Acquisitions

We document that acquiring firms are more likely than nonacquiring firms to split their stocks before making acquisition announcements, especially when acquisitions are financed by stock and when the deals are large. Our findings support the hypothesis that some acquiring firms use stock splits to manipulate their equity values prior to acquisition announcements. Using earnings quality as a proxy for firms' intention to manipulate, we find that acquirers with low earnings quality (i.e., acquirers that are more likely to use stock splits to manipulate their stock values) have lower long‐run stock returns compared with their benchmarks, especially when the deals are financed with stock. In contrast, acquirers with high earnings quality do not show that pattern. Our evidence complements and extends the findings in the literature that some acquirers manipulate their stock prices before stock‐swap acquisitions. This study suggests that target shareholders should use information such as earnings quality and stock splits to discriminate among acquirers and ensure that exchanges are conducted on fair terms.     

小微企业信贷问题研究:基于行为金融和商业银行异质性视角

小微企业信贷可得性低的问题与商业银行非理性行为及商业银行的异质信念有关。将商业银行分为更关注风险和更关注收益两大类,基于行为金融视角建立两类银行追求价值函数最大化的模型,发现更关注风险的银行会更倾向于少贷款给小微企业,此类银行如果对于风险的关注度提高,其异质信念会更加稳定。国家进行信贷市场调整的时候,需要充分考虑商业银行行为体的异质性,关注商业银行对于贷款的评价模式,将这些不确定性因素同时纳入到政策考虑中。     

Do Insiders Learn from Outsiders? Evidence from Mergers and Acquisitions

I find that the market reaction to a merger and acquisition (M&A) announcement predicts whether the companies later consummate the deal. The relation cannot be explained by the market's anticipation of the closing decision or its perception of the deal quality at the announcement. Merging companies appear to extract information from the market reaction and later consider it in closing the deal. Furthermore, the relation varies with deal characteristics, suggesting that companies seem to have a higher incentive to learn from the market when canceling the announced deal is easier or when the market has more information that the companies do not know.     

Bank Power and Cash Holdings: Evidence from Japan

Using industrial firms from the United States, German, and Japan,we examine the effect of bank power on cash holdings. We showthat Japanese firms hold more cash than U.S. or German firms.We also document that Japanese cash balances are affected bythe monopoly power of banks. During periods with powerful banks,firms' high cash holdings are consistent with banks extractingrents. When banks weakened, Japanese cash levels became morelike U.S. firms. We conclude that strong Japanese banks persuadefirms to hold large cash balances. This is contrary to widelyheld beliefs about the Japanese governance system.