원문정보
초록
영어
This paper empirically studies agency conict by using a shareholder approval rule gov- erning private placements. NASDAQ and other exchanges require shareholder approval for discounted, placements that make up more than 20% of existing shares. I document a distribution discontinuity around the threshold and identify many managers who avoid approval by keeping the fraction of new shares just below 20%. Shareholder avoiding rms have negative and 4.43% lower announcement day abnormal returns than rms that gain approval. Moreover, shareholder avoiding rms are less distressed and issue at higher discounts. Overall, my ndings suggest agency problems in privately issued equity.
목차
I Introduction
II Shareholder Approval Rule and Data Distribution
A. 20% Shareholder Approval Rule
B. Data and Private Placement Distribution Discontinuity
III Empirical Framework and Hypotheses
A. Empirical Framework
B. Misalignment Hypothesis
C. Costly Approval Hypotheses
IV Empirical Results
A. Test of Distribution Discontinuity
B. Returns by Shareholder Approval
C. Logit Regression on the Decision to Avoid Approval
D. Delisting Rates
E. Announcement Day Returns of Firms that Issue without Approval
F. Implication: Full Sample Announcement Day Returns
V Discussion of Alternative Hypotheses
VI Conclusion
References
Table
Figures
Appendices