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PIPE Dreams? The Performance of Companies Issuing Equity Privately

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  • David J. Brophy
  • Paige P. Ouimet
  • Clemens Sialm

Abstract

Private Investments in Public Equity (PIPEs) have become an important source of financing for young, publicly traded firms whose poor operating performance may limit alternative financing options. We propose that firms are motivated to sell these securities to minimize costs associated with asymmetric information. We find that both the security structure and the investor composition of a PIPE security matter in the subsequent performance of the issuing firm. Poor post-issuance performance is associated with securities where investors obtain significant repricing rights, which protect them from future stock price declines. Furthermore, companies that obtain financing from hedge funds tend to under-perform companies that obtain financing from other institutional investors. We argue that hedge funds act as investors of last resort, playing an important role in the market for young, high-risk firms with substantial asymmetric information. Hedge funds are willing to fund such high-risk companies because they can protect against possible price declines in the issuing companies by either negotiating PIPE securities with repricing rights or by entering into short positions of the underlying stocks of the issuing companies.

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Bibliographic Info

Paper provided by National Bureau of Economic Research, Inc in its series NBER Working Papers with number 11011.

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Date of creation: Dec 2004
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Handle: RePEc:nbr:nberwo:11011

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Cited by:
  1. Cécile Carpentier & Jean-Marc Suret, 2009. "Private Placements by Small Public Entities: Canadian Experience," CIRANO Working Papers 2009s-12, CIRANO.
  2. Armando Gomes & Gordon Phillips, 2005. "Why Do Public Firms Issue Private and Public Securities?," NBER Working Papers 11294, National Bureau of Economic Research, Inc.
  3. Dai, Na, 2007. "Does investor identity matter? An empirical examination of investments by venture capital funds and hedge funds in PIPEs," Journal of Corporate Finance, Elsevier, vol. 13(4), pages 538-563, September.
  4. John Kwoka, 2008. "Restructuring the U.S. Electric Power Sector: A Review of Recent Studies," Review of Industrial Organization, Springer, vol. 32(3), pages 165-196, May.
  5. Cécile Carpentier & Jean-François L'Her & Stephan Smith & Jean-Marc Suret, 2007. "Risk, Timing and Overoptimism in Private Placements and Public Offerings," CIRANO Working Papers 2007s-27, CIRANO.

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