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Investment Opportunities and the Design of Debt Securities

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  • Marcel Kahan
  • David Yermack

Abstract

We investigate a puzzling empirical regularity: the near-total absence of restrictive covenants from convertible bonds issued by U.S. companies. In a study of 192 recent debt issues, we find that an issuer's investment opportunities are negatively related to the presence of covenants and positively associated with the incidence of convertibility. The results support an interpretation that covenants impose costs by limiting managers' choices, leading firms that value managerial flexibility to prefer convertibility as a method of reducing the agency costs of debt.

Suggested Citation

  • Marcel Kahan & David Yermack, 1996. "Investment Opportunities and the Design of Debt Securities," New York University, Leonard N. Stern School Finance Department Working Paper Seires 96-31, New York University, Leonard N. Stern School of Business-.
  • Handle: RePEc:fth:nystfi:96-31
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    File URL: http://www.stern.nyu.edu/~sbrown/working/yermack/convert.pdf
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    Cited by:

    1. Dailami, Mansoor & Hauswald, Robert, 2000. "Risk shifting and long-term contracts : evidence from the Ras Gas Project," Policy Research Working Paper Series 2469, The World Bank.
    2. Howe, John S. & Su, Tie, 2001. "Discretionary reductions in warrant exercise prices," Journal of Financial Economics, Elsevier, vol. 61(2), pages 227-252, August.
    3. Reisel, Natalia, 2014. "On the value of restrictive covenants: Empirical investigation of public bond issues," Journal of Corporate Finance, Elsevier, vol. 27(C), pages 251-268.
    4. King, Tao-Hsien Dolly & Mauer, David C., 2014. "Determinants of corporate call policy for convertible bonds," Journal of Corporate Finance, Elsevier, vol. 24(C), pages 112-134.
    5. Yaxuan Qi & John Wald, 2008. "State Laws and Debt Covenants," Journal of Law and Economics, University of Chicago Press, vol. 51(1), pages 179-207, February.
    6. Mann, Steven V. & Powers, Eric A., 2003. "Indexing a bond's call price: an analysis of make-whole call provisions," Journal of Corporate Finance, Elsevier, vol. 9(5), pages 535-554, November.
    7. Joshua D. Rauh & Amir Sufi, 2010. "Capital Structure and Debt Structure," Review of Financial Studies, Society for Financial Studies, vol. 23(12), pages 4242-4280, December.
    8. King, Tao-Hsien Dolly & Wen, Min-Ming, 2011. "Shareholder governance, bondholder governance, and managerial risk-taking," Journal of Banking & Finance, Elsevier, vol. 35(3), pages 512-531, March.
    9. John, Kose & Reisz, Alexander S., 2010. "Temporal resolution of uncertainty, disclosure policy, and corporate debt yields," Journal of Corporate Finance, Elsevier, vol. 16(5), pages 655-678, December.
    10. Flavio Bazzana & Anna Zadorozhnaya & Roberto Gabriele, 2014. "The role of covenants in bond issue and investment policy. The case of Russian companies," DEM Discussion Papers 2014/05, Department of Economics and Management.
    11. repec:eee:corfin:v:46:y:2017:i:c:p:307-319 is not listed on IDEAS
    12. Black, Ervin L. & Carnes, Thomas A. & Mosebach, Michael & Moyer, Susan E., 2004. "Regulatory monitoring as a substitute for debt covenants," Journal of Accounting and Economics, Elsevier, vol. 37(3), pages 367-391, September.
    13. Lewis, Craig M. & Rogalski, Richard J. & Seward, James K., 2003. "Industry conditions, growth opportunities and market reactions to convertible debt financing decisions," Journal of Banking & Finance, Elsevier, vol. 27(1), pages 153-181, January.
    14. repec:eee:corfin:v:44:y:2017:i:c:p:331-352 is not listed on IDEAS
    15. Altieri, Michela & Manconi, Alberto & Massa, Massimo, 2017. "Corporate Bond Guarantees and The Value of Financial Flexibility," CEPR Discussion Papers 11992, C.E.P.R. Discussion Papers.
    16. Korkeamaki, Timo P., 2005. "Effects of law on corporate financing practices--international evidence from convertible bond issues," Journal of Corporate Finance, Elsevier, vol. 11(5), pages 809-831, October.
    17. Nash, Robert C. & Netter, Jeffry M. & Poulsen, Annette B., 2003. "Determinants of contractual relations between shareholders and bondholders: investment opportunities and restrictive covenants," Journal of Corporate Finance, Elsevier, vol. 9(2), pages 201-232, March.
    18. Beatriz Mariano & Josep Tribó Giné, 2015. "Creditor Intervention, Investment, and Growth Opportunities," Journal of Financial Services Research, Springer;Western Finance Association, vol. 47(2), pages 203-228, April.
    19. Michael R Roberts & Michael Bradley, 2004. "Are Bond Covenants Priced?," Econometric Society 2004 North American Summer Meetings 7, Econometric Society.

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