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Financial contracting and the choice between private placement and publicly offered bonds

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Author Info
Simon H. Kwan
Willard T. Carleton

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Abstract

Private placement bonds have unique financial contracting in controlling borrower-lender agency conflicts due to direct monitoring and the relative ease of future renegotiation. Our data show that private placements are more likely to have restrictive covenants and are more likely to be issued by smaller and riskier borrowers. We find the determinants of bond yield spreads to be quite different between private placements and public issues, reflecting the different institutional arrangements between the two markets. Finally, in issuing bonds, we find that firms self-select the bond type to minimize both the financing costs and the transaction costs.

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Paper provided by Federal Reserve Bank of San Francisco in its series Working Papers in Applied Economic Theory with number 2004-20.

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Date of creation: 2004
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Handle: RePEc:fip:fedfap:2004-20

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Keywords: Finance ; Corporate bonds;

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References listed on IDEAS
Please report citation or reference errors to , or , if you are the registered author of the cited work, log in to your RePEc Author Service profile, click on "citations" and make appropriate adjustments.:
  1. Diamond, Douglas W, 1991. "Monitoring and Reputation: The Choice between Bank Loans and Directly Placed Debt," Journal of Political Economy, University of Chicago Press, vol. 99(4), pages 689-721, August. [Downloadable!] (restricted)
  2. Houston, Joel & James, Christopher, 1996. " Bank Information Monopolies and the Mix of Private and Public Debt Claims," Journal of Finance, American Finance Association, vol. 51(5), pages 1863-89, December. [Downloadable!] (restricted)
  3. Mark Carey S. & Stephen Prowse & John Rea & Gregory Udell, 1993. "The economics of the private placement market," Staff Studies 166, Board of Governors of the Federal Reserve System (U.S.). [Downloadable!]
  4. Sorensen, Eric H, 1979. "The Impact of Underwriting Method and Bidder Competition upon Corporate Bond Interest Cost," Journal of Finance, American Finance Association, vol. 34(4), pages 863-70, September. [Downloadable!] (restricted)
  5. James, Christopher, 1987. "Some evidence on the uniqueness of bank loans," Journal of Financial Economics, Elsevier, vol. 19(2), pages 217-235, December. [Downloadable!] (restricted)
  6. Jensen, Michael C. & Meckling, William H., 1976. "Theory of the firm: Managerial behavior, agency costs and ownership structure," Journal of Financial Economics, Elsevier, vol. 3(4), pages 305-360, October. [Downloadable!] (restricted)
  7. Kidwell, David S. & Marr, M. Wayne & Thompson, G. Rodney, 1984. "SEC Rule 415: The Ultimate Competitive Bid," Journal of Financial and Quantitative Analysis, Cambridge University Press, vol. 19(02), pages 183-195, June. [Downloadable!]
  8. Berlin, Mitchell & Loeys, Jan, 1988. " Bond Covenants and Delegated Monitoring," Journal of Finance, American Finance Association, vol. 43(2), pages 397-412, June. [Downloadable!] (restricted)
  9. Lee, Lung-Fei, 1978. "Unionism and Wage Rates: A Simultaneous Equations Model with Qualitative and Limited Dependent Variables," International Economic Review, Department of Economics, University of Pennsylvania and Osaka University Institute of Social and Economic Research Association, vol. 19(2), pages 415-33, June. [Downloadable!] (restricted)
  10. Berlin, Mitchell & Mester, Loretta J., 1992. "Debt covenants and renegotiation," Journal of Financial Intermediation, Elsevier, vol. 2(2), pages 95-133, June. [Downloadable!] (restricted)
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  11. Diamond, Douglas W, 1984. "Financial Intermediation and Delegated Monitoring," Review of Economic Studies, Blackwell Publishing, vol. 51(3), pages 393-414, July. [Downloadable!] (restricted)
  12. Zwick, Burton, 1980. " Yields on Privately Placed Corporate Bonds," Journal of Finance, American Finance Association, vol. 35(1), pages 23-29, March. [Downloadable!] (restricted)
  13. Blackwell, David W. & Kidwell, David S., 1988. "An investigation of cost differences between public sales and private placements of debt," Journal of Financial Economics, Elsevier, vol. 22(2), pages 253-278, December. [Downloadable!] (restricted)
  14. Fenn, George W., 2000. "Speed of issuance and the adequacy of disclosure in the 144A high-yield debt market," Journal of Financial Economics, Elsevier, vol. 56(3), pages 383-405, June. [Downloadable!] (restricted)
  15. Thatcher, Janet Solverson, 1985. " The Choice of Call Provision Terms: Evidence of the Existence of Agency Costs of Debt," Journal of Finance, American Finance Association, vol. 40(2), pages 549-61, June. [Downloadable!] (restricted)
  16. Cantillo, Miguel & Wright, Julian, 2000. "How Do Firms Choose Their Lenders? An Empirical Investigation," Review of Financial Studies, Oxford University Press for Society for Financial Studies, vol. 13(1), pages 155-89.
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  17. El-Gazzar, Samir & Pastena, Victor, 1990. "Negotiated accounting rules in private financial contracts," Journal of Accounting and Economics, Elsevier, vol. 12(4), pages 381-396, March. [Downloadable!] (restricted)
  18. Smith, Clifford Jr. & Warner, Jerold B., 1979. "On financial contracting : An analysis of bond covenants," Journal of Financial Economics, Elsevier, vol. 7(2), pages 117-161, June. [Downloadable!] (restricted)
  19. Bodie, Zvi & Taggart, Robert A, Jr, 1978. "Future Investment Opportunities and the Value of the Call Provision on a Bond," Journal of Finance, American Finance Association, vol. 33(4), pages 1187-1200, September. [Downloadable!] (restricted)
  20. Fabozzi, Frank J. & West, Richard R., 1981. "Negotiated versus Competitive Underwritings of Public Utility Bonds: Just One More Time," Journal of Financial and Quantitative Analysis, Cambridge University Press, vol. 16(03), pages 323-339, September. [Downloadable!]
Full references

Cited by:
(explanations, Please report citation or reference errors to , or , if you are the registered author of the cited work, log in to your RePEc Author Service profile, click on "citations" and make appropriate adjustments.)

  1. Sylvain Champonnois, 2006. "Comparing financial systems - a structural analysis," Working Paper Series 702, European Central Bank. [Downloadable!]
    Other versions:
  2. Simon H. Kwan & Mark J. Flannery & M. Nimalendran, 1999. "Market evidence on the opaqueness of banking firms' assets," Working Papers in Applied Economic Theory 99-11, Federal Reserve Bank of San Francisco. [Downloadable!]
    Other versions:
  3. Nikolas Rokkanen, 2009. "Lemmings in the bond market? An empirical analysis of the term structure of credit spreads," Financial Markets and Portfolio Management, Springer, vol. 23(1), pages 31-57, March. [Downloadable!] (restricted)
  4. Darius P. Miller & John J. Puthenpurackal, 2001. "The Costs, Wealth Effects, and Determinants of International Capital Raising: Evidence from Public Yankee Bonds," William Davidson Institute Working Papers Series 445, William Davidson Institute at the University of Michigan Stephen M. Ross Business School. [Downloadable!]
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