IDEAS home Printed from https://ideas.repec.org/p/fip/fedpwp/19-41.html
   My bibliography  Save this paper

Concentration of Control Rights in Leveraged Loan Syndicates

Author

Listed:
  • Mitchell Berlin
  • Gregory P. Nini
  • Edison Yu

Abstract

We ?nd that corporate loan contracts frequently concentrate control rights with a subset of lenders. Despite the rise in term loans without ?nancial covenants?so-called covenant-lite loans?borrowing ?rms? revolving lines of credit almost always retain traditional ?nancial covenants. This split structure gives revolving lenders the exclusive right and ability to monitor and to renegotiate the ?nancial covenants, and we con?rm that loans with split control rights are still subject to the discipline of ?nancial covenants. We provide evidence that split control rights are designed to mitigate bargaining frictions that have arisen with the entry of nonbank lenders and became apparent during the ?nancial crisis.

Suggested Citation

  • Mitchell Berlin & Gregory P. Nini & Edison Yu, 2019. "Concentration of Control Rights in Leveraged Loan Syndicates," Working Papers 19-41, Federal Reserve Bank of Philadelphia.
  • Handle: RePEc:fip:fedpwp:19-41
    DOI: 10.21799/frbp.wp.2019.41
    as

    Download full text from publisher

    File URL: https://www.philadelphiafed.org/-/media/frbp/assets/working-papers/2019/wp19-41.pdf
    Download Restriction: no

    File URL: https://libkey.io/10.21799/frbp.wp.2019.41?utm_source=ideas
    LibKey link: if access is restricted and if your library uses this service, LibKey will redirect you to where you can use your library subscription to access this item
    ---><---

    Other versions of this item:

    References listed on IDEAS

    as
    1. Joseph G. Altonji & Todd E. Elder & Christopher R. Taber, 2005. "Selection on Observed and Unobserved Variables: Assessing the Effectiveness of Catholic Schools," Journal of Political Economy, University of Chicago Press, vol. 113(1), pages 151-184, February.
    2. Roberts, Michael R., 2015. "The role of dynamic renegotiation and asymmetric information in financial contracting," Journal of Financial Economics, Elsevier, vol. 116(1), pages 61-81.
    3. James, Christopher, 1987. "Some evidence on the uniqueness of bank loans," Journal of Financial Economics, Elsevier, vol. 19(2), pages 217-235, December.
    4. Cheol Park, 2000. "Monitoring and Structure of Debt Contracts," Journal of Finance, American Finance Association, vol. 55(5), pages 2157-2195, October.
    5. Nicolae Garleanu & Jeffrey Zwiebel, 2009. "Design and Renegotiation of Debt Covenants," The Review of Financial Studies, Society for Financial Studies, vol. 22(2), pages 749-781, February.
    6. Anil K. Kashyap & Raghuram Rajan & Jeremy C. Stein, 2002. "Banks as Liquidity Providers: An Explanation for the Coexistence of Lending and Deposit‐taking," Journal of Finance, American Finance Association, vol. 57(1), pages 33-73, February.
    7. Acharya, Viral & Almeida, Heitor & Ippolito, Filippo & Perez, Ander, 2014. "Credit lines as monitored liquidity insurance: Theory and evidence," Journal of Financial Economics, Elsevier, vol. 112(3), pages 287-319.
    8. Mavisakalyan, Astghik & Meinecke, Juergen, 2016. "The labor market return to academic fraud," European Economic Review, Elsevier, vol. 82(C), pages 212-230.
    9. Vineet Bhagwat & Robert Dam & Jarrad Harford, 2016. "The Real Effects of Uncertainty on Merger Activity," The Review of Financial Studies, Society for Financial Studies, vol. 29(11), pages 3000-3034.
    10. Philippe Aghion & Patrick Bolton, 1992. "An Incomplete Contracts Approach to Financial Contracting," The Review of Economic Studies, Review of Economic Studies Ltd, vol. 59(3), pages 473-494.
    11. Bolton, Patrick & Scharfstein, David S, 1996. "Optimal Debt Structure and the Number of Creditors," Journal of Political Economy, University of Chicago Press, vol. 104(1), pages 1-25, February.
    12. Evan Gatev & Philip E. Strahan, 2006. "Banks' Advantage in Hedging Liquidity Risk: Theory and Evidence from the Commercial Paper Market," Journal of Finance, American Finance Association, vol. 61(2), pages 867-892, April.
    13. Berlin, Mitchell & Mester, Loretta J., 1992. "Debt covenants and renegotiation," Journal of Financial Intermediation, Elsevier, vol. 2(2), pages 95-133, June.
    14. Becker, Bo & Ivashina, Victoria, 2016. "Covenant-Light Contracts And Creditor Coordination," Working Paper Series 325, Sveriges Riksbank (Central Bank of Sweden).
    15. Billett, Matthew T. & Elkamhi, Redouane & Popov, Latchezar & Pungaliya, Raunaq S., 2016. "Bank Skin in the Game and Loan Contract Design: Evidence from Covenant-Lite Loans," Journal of Financial and Quantitative Analysis, Cambridge University Press, vol. 51(3), pages 839-873, June.
    16. Nini, Greg & Smith, David C. & Sufi, Amir, 2009. "Creditor control rights and firm investment policy," Journal of Financial Economics, Elsevier, vol. 92(3), pages 400-420, June.
    17. Diamond, Douglas W., 1993. "Seniority and maturity of debt contracts," Journal of Financial Economics, Elsevier, vol. 33(3), pages 341-368, June.
    18. Gorton, Gary & Kahn, James, 2000. "The Design of Bank Loan Contracts," The Review of Financial Studies, Society for Financial Studies, vol. 13(2), pages 331-364.
    19. Demiroglu, Cem & James, Christopher, 2015. "Bank loans and troubled debt restructurings," Journal of Financial Economics, Elsevier, vol. 118(1), pages 192-210.
    20. Ilia D. Dichev & Douglas J. Skinner, 2002. "Large–Sample Evidence on the Debt Covenant Hypothesis," Journal of Accounting Research, Wiley Blackwell, vol. 40(4), pages 1091-1123, September.
    21. Michael R. Roberts & Amir Sufi, 2009. "Control Rights and Capital Structure: An Empirical Investigation," Journal of Finance, American Finance Association, vol. 64(4), pages 1657-1695, August.
    22. Greg Nini & David C. Smith & Amir Sufi, 2012. "Creditor Control Rights, Corporate Governance, and Firm Value," The Review of Financial Studies, Society for Financial Studies, vol. 25(6), pages 1713-1761.
    23. Rajan, Raghuram & Winton, Andrew, 1995. "Covenants and Collateral as Incentives to Monitor," Journal of Finance, American Finance Association, vol. 50(4), pages 1113-1146, September.
    24. Shockley, Richard L & Thakor, Anjan V, 1997. "Bank Loan Commitment Contracts: Data, Theory, and Tests," Journal of Money, Credit and Banking, Blackwell Publishing, vol. 29(4), pages 517-534, November.
    25. Gilson, Stuart C. & John, Kose & Lang, Larry H. P., 1990. "Troubled debt restructurings*1: An empirical study of private reorganization of firms in default," Journal of Financial Economics, Elsevier, vol. 27(2), pages 315-353, October.
    26. 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.
    Full references (including those not matched with items on IDEAS)

    Citations

    Citations are extracted by the CitEc Project, subscribe to its RSS feed for this item.
    as


    Cited by:

    1. Michael R. Roberts & Michael Schwert, 2020. "Interest Rates and the Design of Financial Contracts," NBER Working Papers 27195, National Bureau of Economic Research, Inc.
    2. Gabriel Chodorow‐Reich & Antonio Falato, 2022. "The Loan Covenant Channel: How Bank Health Transmits to the Real Economy," Journal of Finance, American Finance Association, vol. 77(1), pages 85-128, February.
    3. Sergey Chernenko & Isil Erel & Robert Prilmeier, 2019. "Why Do Firms Borrow Directly from Nonbanks?," NBER Working Papers 26458, National Bureau of Economic Research, Inc.
    4. Haotian Xiang, 2019. "Time Inconsistency and Financial Covenants," 2019 Meeting Papers 63, Society for Economic Dynamics.
    5. Amir Kermani & Yueran Ma, 2020. "Two Tales of Debt," NBER Working Papers 27641, National Bureau of Economic Research, Inc.
    6. Victoria Ivashina & Boris Vallee, 2020. "Weak Credit Covenants," NBER Working Papers 27316, National Bureau of Economic Research, Inc.
    7. Isil Erel & Jack Liebersohn, 2020. "Does FinTech Substitute for Banks? Evidence from the Paycheck Protection Program," NBER Working Papers 27659, National Bureau of Economic Research, Inc.
    8. Robert Prilmeier & René M. Stulz, 2019. "Securities Laws, Bank Monitoring, and the Choice Between Cov-lite Loans and Bonds for Highly Levered," NBER Working Papers 25467, National Bureau of Economic Research, Inc.
    9. Beyhaghi, Mehdi & Nguyen, Ca & Wald, John K., 2019. "Institutional investors and loan dynamics: Evidence from loan renegotiations," Journal of Corporate Finance, Elsevier, vol. 56(C), pages 482-505.
    10. Bushman, Robert & Gao, Janet & Martin, Xiumin & Pacelli, Joseph, 2021. "The influence of loan officers on loan contract design and performance," Journal of Accounting and Economics, Elsevier, vol. 71(2).
    11. Ersahin, Nuri & Irani, Rustom M. & Le, Hanh, 2021. "Creditor control rights and resource allocation within firms," Journal of Financial Economics, Elsevier, vol. 139(1), pages 186-208.

    Most related items

    These are the items that most often cite the same works as this one and are cited by the same works as this one.
    1. Berlin, Mitchell & Nini, Greg & Yu, Edison G., 2020. "Concentration of control rights in leveraged loan syndicates," Journal of Financial Economics, Elsevier, vol. 137(1), pages 249-271.
    2. Chodorow-Reich, Gabriel & Darmouni, Olivier & Luck, Stephan & Plosser, Matthew, 2022. "Bank liquidity provision across the firm size distribution," Journal of Financial Economics, Elsevier, vol. 144(3), pages 908-932.
    3. Wang, Jing, 2017. "Debt covenant design and creditor control rights: Evidence from the tightest covenant," Journal of Corporate Finance, Elsevier, vol. 44(C), pages 331-352.
    4. Freudenberg, Felix & Imbierowicz, Björn & Saunders, Anthony & Steffen, Sascha, 2017. "Covenant violations and dynamic loan contracting," Journal of Corporate Finance, Elsevier, vol. 45(C), pages 540-565.
    5. Roberts, Michael R. & Sufi, Amir, 2009. "Renegotiation of financial contracts: Evidence from private credit agreements," Journal of Financial Economics, Elsevier, vol. 93(2), pages 159-184, August.
    6. Godlewski, Christophe J., 2020. "How legal and institutional environments shape the private debt renegotiation process?," Journal of Corporate Finance, Elsevier, vol. 62(C).
    7. Diamond, Douglas W. & Hu, Yunzhi & Rajan, Raghuram G., 2022. "Liquidity, pledgeability, and the nature of lending," Journal of Financial Economics, Elsevier, vol. 143(3), pages 1275-1294.
    8. Nikolaev, Valeri V., 2018. "Scope for renegotiation in private debt contracts," Journal of Accounting and Economics, Elsevier, vol. 65(2), pages 270-301.
    9. Amiraslani, Hami & Donovan, John & Phillips, Matthew A. & Wittenberg-Moerman, Regina, 2023. "Contracting in the Dark: The rise of public-side lenders in the syndicated loan market," Journal of Accounting and Economics, Elsevier, vol. 76(1).
    10. Marc Arnold & Ramona Westermann, 2023. "Debt Renegotiations Outside Distress," Review of Finance, European Finance Association, vol. 27(4), pages 1183-1228.
    11. Kang, Di & Zhuang, Zhuang, 2019. "Should companies care who their lender is? Evidence from loan covenants," Pacific-Basin Finance Journal, Elsevier, vol. 57(C).
    12. Billett, Matthew T. & Esmer, Burcu & Yu, Miaomiao, 2018. "Creditor control and product-market competition," Journal of Banking & Finance, Elsevier, vol. 86(C), pages 87-100.
    13. Christensen, Hans B. & Macciocchi, Daniele & Morris, Arthur & Nikolaev, Valeri V., 2022. "Financial shocks to lenders and the composition of financial covenants," Journal of Accounting and Economics, Elsevier, vol. 73(1).
    14. Christophe J. GODLEWSKI, 2017. "Initial conditions and the private debt renegotiation process," Working Papers of LaRGE Research Center 2017-03, Laboratoire de Recherche en Gestion et Economie (LaRGE), Université de Strasbourg.
    15. Yiwei Dou, 2020. "The Debt-Contracting Value of Accounting Numbers and Financial Covenant Renegotiation," Management Science, INFORMS, vol. 66(3), pages 1124-1148, March.
    16. Beyhaghi, Mehdi & Nguyen, Ca & Wald, John K., 2019. "Institutional investors and loan dynamics: Evidence from loan renegotiations," Journal of Corporate Finance, Elsevier, vol. 56(C), pages 482-505.
    17. Gabriel Chodorow‐Reich & Antonio Falato, 2022. "The Loan Covenant Channel: How Bank Health Transmits to the Real Economy," Journal of Finance, American Finance Association, vol. 77(1), pages 85-128, February.
    18. Hans B. Christensen & Valeri V. Nikolaev, 2012. "Capital Versus Performance Covenants in Debt Contracts," Journal of Accounting Research, Wiley Blackwell, vol. 50(1), pages 75-116, March.
    19. Yun Lou & Clemens A. Otto, 2020. "Debt Heterogeneity and Covenants," Management Science, INFORMS, vol. 66(1), pages 70-92, January.
    20. Prilmeier, Robert, 2017. "Why do loans contain covenants? Evidence from lending relationships," Journal of Financial Economics, Elsevier, vol. 123(3), pages 558-579.

    More about this item

    Keywords

    covenant; cov-lite; institutional loans; control rights; credit agreements;
    All these keywords.

    JEL classification:

    • G21 - Financial Economics - - Financial Institutions and Services - - - Banks; Other Depository Institutions; Micro Finance Institutions; Mortgages
    • G23 - Financial Economics - - Financial Institutions and Services - - - Non-bank Financial Institutions; Financial Instruments; Institutional Investors
    • G29 - Financial Economics - - Financial Institutions and Services - - - Other

    NEP fields

    This paper has been announced in the following NEP Reports:

    Statistics

    Access and download statistics

    Corrections

    All material on this site has been provided by the respective publishers and authors. You can help correct errors and omissions. When requesting a correction, please mention this item's handle: RePEc:fip:fedpwp:19-41. See general information about how to correct material in RePEc.

    If you have authored this item and are not yet registered with RePEc, we encourage you to do it here. This allows to link your profile to this item. It also allows you to accept potential citations to this item that we are uncertain about.

    If CitEc recognized a bibliographic reference but did not link an item in RePEc to it, you can help with this form .

    If you know of missing items citing this one, you can help us creating those links by adding the relevant references in the same way as above, for each refering item. If you are a registered author of this item, you may also want to check the "citations" tab in your RePEc Author Service profile, as there may be some citations waiting for confirmation.

    For technical questions regarding this item, or to correct its authors, title, abstract, bibliographic or download information, contact: Beth Paul (email available below). General contact details of provider: https://edirc.repec.org/data/frbphus.html .

    Please note that corrections may take a couple of weeks to filter through the various RePEc services.

    IDEAS is a RePEc service. RePEc uses bibliographic data supplied by the respective publishers.