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Earnings Management through Transaction Structuring: Contingent Convertible Debt and Diluted Earnings per Share

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  • CAROL MARQUARDT
  • CHRISTINE WIEDMAN

Abstract

In this article we examine whether firms structure their convertible bond transactions to manage diluted earnings per share (EPS). We find that the likelihood of firms issuing contingent convertible bonds (COCOs), which are often excluded from diluted EPS calculations under Statement of Financial Accounting Standard (SFAS) 128, is significantly associated with the reduction that would occur in diluted EPS if the bonds were traditionally structured. We also document that firms' use of EPS‐based compensation contracts significantly affects the likelihood of COCO issuance and find weak evidence that reputation costs, measured using earnings restatement data, play a role in the structuring decision. These results are robust to controlling for alternative motivations for issuing COCOs, including tax and dilution arguments. In addition, an examination of announcement returns reveals that investors view the net benefits and costs of COCOs as offsetting one another. Our results contribute to the literature on earnings management, diluted EPS, financial reporting costs, and financial innovation.

Suggested Citation

  • Carol Marquardt & Christine Wiedman, 2005. "Earnings Management through Transaction Structuring: Contingent Convertible Debt and Diluted Earnings per Share," Journal of Accounting Research, Wiley Blackwell, vol. 43(2), pages 205-243, May.
    • Handle: RePEc:bla:joares:v:43:y:2005:i:2:p:205-243
    DOI: 10.1111/j.1475-679x.2005.00168.x
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    Cited by:

    1. Warrick van Zyl & Enrico Uliana, 2022. "Fixing diluted earnings per share: Recognising the dilutive effects of employee stock options," Accounting and Finance, Accounting and Finance Association of Australia and New Zealand, vol. 62(2), pages 2993-3019, June.
    2. Lewis, Craig & Verwijmeren, Patrick, 2014. "Cash-settled convertible bonds and the value relevance of their accounting treatment," Journal of Corporate Finance, Elsevier, vol. 24(C), pages 101-111.
    3. Elizabeth A. Gordon & Elaine Henry & Bjorn N. Jorgensen & Cheryl L. Linthicum, 2017. "Flexibility in cash-flow classification under IFRS: determinants and consequences," Review of Accounting Studies, Springer, vol. 22(2), pages 839-872, June.
    4. Elizabeth A. Gordon & Elaine Henry & Bjorn N. Jorgensen & Cheryl L. Linthicum, 2013. "Flexibility in Cash Flow Reporting Classification Choices under IFRS," Working Papers 0199acc, College of Business, University of Texas at San Antonio.
    5. Li, Xiaoyang & Lin, Shannon & Tucker, Alan L., 2016. "The curious case of converts," Global Finance Journal, Elsevier, vol. 31(C), pages 1-17.
    6. Neil Fargher & Baljit K. Sidhu & Ann Tarca & Warrick van Zyl, 2019. "Accounting for financial instruments with characteristics of debt and equity: finding a way forward," Accounting and Finance, Accounting and Finance Association of Australia and New Zealand, vol. 59(1), pages 7-58, March.
    7. Gilliam, Thomas A. & Heflin, Frank & Paterson, Jeffrey S., 2015. "Evidence that the zero-earnings discontinuity has disappeared," Journal of Accounting and Economics, Elsevier, vol. 60(1), pages 117-132.
    8. Dutordoir, Marie & Lewis, Craig & Seward, James & Veld, Chris, 2014. "What we do and do not know about convertible bond financing," Journal of Corporate Finance, Elsevier, vol. 24(C), pages 3-20.
    9. Marie Dutordoir & Patrick Verwijmeren, 2008. "Why do Convertible Issuers simultaneously Repurchase Stock? An Arbitrage-based Explanation," Working Papers 0802, Departament Empresa, Universitat Autònoma de Barcelona, revised Feb 2008.
    10. Bhagat, Sanjai & Bolton, Brian, 2008. "Corporate governance and firm performance," Journal of Corporate Finance, Elsevier, vol. 14(3), pages 257-273, June.
    11. Hassanein, Ahmed & Hussainey, Khaled, 2015. "Is forward-looking financial disclosure really informative? Evidence from UK narrative statements," International Review of Financial Analysis, Elsevier, vol. 41(C), pages 52-61.
    12. Stephen V. Brown & Jennifer Wu Tucker, 2011. "Large‐Sample Evidence on Firms’ Year‐over‐Year MD&A Modifications," Journal of Accounting Research, Wiley Blackwell, vol. 49(2), pages 309-346, May.
    13. Preeti Choudhary & Shivaram Rajgopal & Mohan Venkatachalam, 2009. "Accelerated Vesting of Employee Stock Options in Anticipation of FAS 123‐R," Journal of Accounting Research, Wiley Blackwell, vol. 47(1), pages 105-146, March.
    14. Bo Zhang & Hongliu Yuan & Xiaoqiang Zhi, 2017. "ROE as a performance measure in performance-vested stock option contracts in China," Frontiers of Business Research in China, Springer, vol. 11(1), pages 1-17, December.
    15. Rastad, Mahdi, 2016. "Capital structure pre-balancing: Evidence from convertible bonds," Journal of Corporate Finance, Elsevier, vol. 41(C), pages 43-65.
    16. de Jong, Abe & Dutordoir, Marie & Verwijmeren, Patrick, 2011. "Why do convertible issuers simultaneously repurchase stock? An arbitrage-based explanation," Journal of Financial Economics, Elsevier, vol. 100(1), pages 113-129, April.
    17. Kim, Byung-June & Jang, Bong-Gyu, 2021. "Convertible bond valuation with regime switching," Chaos, Solitons & Fractals, Elsevier, vol. 150(C).
    18. Joseph McManus, 2018. "Hubris and Unethical Decision Making: The Tragedy of the Uncommon," Journal of Business Ethics, Springer, vol. 149(1), pages 169-185, April.
    19. Dean Hanlon, 2019. "Mandatory accounting change and debt covenant violation: Additional evidence from SFAS 150," Australian Journal of Management, Australian School of Business, vol. 44(3), pages 355-387, August.
    20. Henderson, Brian J. & Zhao, Bo, 2014. "More than meets the eye: Convertible bond issuers' concurrent transactions," Journal of Corporate Finance, Elsevier, vol. 24(C), pages 57-79.
    21. Jaworski, Piotr & Liberadzki, Kamil & Liberadzki, Marcin, 2017. "How does issuing contingent convertible bonds improve bank's solvency? A Value-at-Risk and Expected Shortfall approach," Economic Modelling, Elsevier, vol. 60(C), pages 162-168.
    22. Mary E. Barth & Javier Gomez-Biscarri & Ron Kasznik & Germán López-Espinosa, 2012. "Fair Value Accounting, Earnings Management and the use of Available-for-Sale Instruments by Bank Managers," Faculty Working Papers 05/12, School of Economics and Business Administration, University of Navarra.
    23. Lewis, Craig M. & Verwijmeren, Patrick, 2011. "Convertible security design and contract innovation," Journal of Corporate Finance, Elsevier, vol. 17(4), pages 809-831, September.
    24. Philippe Oster, 2020. "Contingent Convertible bond literature review: making everything and nothing possible?," Journal of Banking Regulation, Palgrave Macmillan, vol. 21(4), pages 343-381, December.
    25. Elyas Elyasiani & Yuan Wen & Rongrong Zhang, 2017. "Institutional Ownership And Earning Management By Bank Holding Companies," Journal of Financial Research, Southern Finance Association;Southwestern Finance Association, vol. 40(2), pages 147-178, June.

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