Strategic Timing of 8-K Filings by Privately Owned Firms

2018 ◽  
Vol 32 (2) ◽  
pp. 163-182 ◽  
Author(s):  
Bryan G. Brockbank ◽  
Karen M. Hennes
Keyword(s):  
Public Debt ◽  
Stock Price ◽  
Credit Rating ◽  
Time Of Day ◽  
Securities And Exchange Commission ◽  
Bad News ◽  
Supporting Evidence ◽  
Strategic Disclosure ◽  
Public Equity ◽  
Privately Owned

SYNOPSIS Managers have discretion over the day of the week and the time of day that 8-Ks are filed with the Securities and Exchange Commission (SEC), so they can elect to file an 8-K containing negative news at times with lower market attention. Several recent studies find various stock price-related incentives for strategic filing behavior for firms with publicly traded equity. In this study, we use 8-K filings from firms with public filings (mostly from public debt) but non-public equity ownership from 2004–2014 to explore the strategic timing behavior of firms without stock price motivations. Consistent with strategic disclosure, we find evidence that bad news 8-Ks are more likely to be filed when market attention is lower (just after markets close, on Fridays, and after markets close on Fridays) even absent stock price concerns. Cross-sectionally, we find more strategic timing for firms with external scrutiny from analysts and credit rating agencies, despite the sophistication of those market participants. Within firms, we also find more strategic timing around public debt offerings, a time of increased market scrutiny for private firms. Lastly, we use EDGAR download data to provide supporting evidence that strategic timing of bad news disclosures does reduce short-window stakeholder attention to the bad news. Overall, we provide evidence that privately owned firms behave strategically within the 8-K reporting rules despite the lack of stock price incentives.

Do Firms Redact Information from Material Contracts to Conceal Bad News?

2021 ◽  
Author(s):  
Dichu Bao ◽  
Yongtae Kim ◽  
Lixin (Nancy) Su
Keyword(s):  
Stock Price ◽  
Positive Association ◽  
Securities And Exchange Commission ◽  
Bad News ◽  
Crash Risk ◽  
Public Disclosure ◽  
Litigation Risk ◽  
External Monitoring ◽  
Future Performance ◽  
Equity Incentives

The Securities and Exchange Commission (SEC) allows firms to redact information from material contracts by submitting confidential treatment requests, if redacted information is not material and would cause competitive harm upon public disclosure. This study examines whether managers use confidential treatment requests to conceal bad news. We show that confidential treatment requests are positively associated with residual short interest, a proxy for managers’ private negative information. This positive association is more pronounced for firms with lower litigation risk, higher executive equity incentives, and lower external monitoring. Confidential treatment requests filed by firms with higher residual short interests are associated with higher stock price crash risk and poorer future performance. Collectively, our results suggest that managers redact information from material contracts to conceal bad news.

Do Managers Disclose or Withhold Bad News? Evidence from Short Interest

2018 ◽  
Vol 94 (3) ◽  
pp. 1-26 ◽  
Author(s):  
Dichu Bao ◽  
Yongtae Kim ◽  
G. Mujtaba Mian ◽  
Lixin (Nancy) Su
Keyword(s):  
Private Information ◽  
Voluntary Disclosure ◽  
Stock Price ◽  
Data Availability ◽  
Bad News ◽  
General Tendency ◽  
Litigation Risk ◽  
Novel Approach ◽  
Conflicting Evidence ◽  
Short Interest

ABSTRACT Prior studies provide conflicting evidence as to whether managers have a general tendency to disclose or withhold bad news. A key challenge for this literature is that researchers cannot observe the negative private information that managers possess. We tackle this challenge by constructing a proxy for managers' private bad news (residual short interest) and then perform a series of tests to validate this proxy. Using management earnings guidance and 8-K filings as measures of voluntary disclosure, we find a negative relation between bad-news disclosure and residual short interest, suggesting that managers withhold bad news in general. This tendency is tempered when firms are exposed to higher litigation risk, and it is strengthened when managers have greater incentives to support the stock price. Based on a novel approach to identifying the presence of bad news, our study adds to the debate on whether managers tend to withhold or release bad news. Data Availability: Data used in this study are available from public sources identified in the study.

Capital Market Consequences of Audit Office Size: Evidence from Stock Price Crash Risk

2020 ◽  
Vol 39 (2) ◽  
pp. 1-26
Author(s):  
Jeffrey L. Callen ◽  
Xiaohua Fang ◽  
Baohua Xin ◽  
Wenjun Zhang
Keyword(s):  
Capital Market ◽  
Stock Price ◽  
Bad News ◽  
Crash Risk ◽  
Public Firms ◽  
Big 4 ◽  
Empirical Tests ◽  
Office Size ◽  
Market Consequences ◽  
Robust Evidence

SUMMARY This study examines the association between the office size of engagement auditors and their clients' future stock price crash risk, a consequence of managerial bad news hoarding. Using a sample of U.S. public firms with Big 4 auditors, we find robust evidence that local audit office size is significantly and negatively related to future stock price crash risk. The evidence is consistent with the view that large audit offices effectively detect and deter bad news hoarding activities in comparison with their smaller counterparts. We further explore two possible explanations for these findings, the Auditor Incentive Channel and the Auditor Competency Channel. Our empirical tests offer support for both channels. JEL Classifications: G12; G34; M49.

scholarly journals Dividend Policy in Tunisia: A Signalling Approach

2018 ◽  
Vol 10 (4) ◽  
pp. 84 ◽  
Author(s):  
Taleb Lotfi
Keyword(s):  
Information Content ◽  
Event Study ◽  
Stock Price ◽  
Abnormal Return ◽  
Dividend Policy ◽  
Signaling Theory ◽  
Supporting Evidence ◽  
Dividend Announcements ◽  
Stock Price Reaction ◽  
Do So

The main objective of this study was to establish the stock price reaction to dividend announcements of firms quoted at the Tunisian Securities exchange (TSE). To do so, we develop a traditional event study. Two robust results emerge: First, when we observe the 196 announcements of dividends between years 1996-2004, the result is inconsistent with signaling theory, as long as, no abnormal return was observed on the announcement day (event period). Second, When the overall sample is divided into three sub-group (dividend increase, dividend-no-change and dividend), we observe a significant and abnormal return about -1.242 percent and -1.697 percent respectively on day D(t0-4) and D(t0+4) around the dividend announcement day (Dt0) only for the sub-group of firms that decreases their dividend. This result corroborates prior research in Tunisian context [Ben Naceur and al. (2006); Guizani and Kouki (2011)] that confirm, by using a different approach, the Lintner’s (1956) conclusions which states that Tunisian’ firms generally tend to avoid a dividend decrease (or cuts) and can constitute a supporting evidence of the dividend information content hypothesis in TSE.

scholarly journals Are rating agencies still credible after the subprime crisis?

2017 ◽  
Vol 14 (2) ◽  
pp. 82-87
Author(s):  
Eleonora Isaia ◽  
Marina Damilano
Keyword(s):  
Financial Crisis ◽  
Stock Price ◽  
Credit Rating ◽  
Conflicts Of Interest ◽  
Strong Support ◽  
Subprime Crisis ◽  
Multivariate Tests ◽  
Rating Agencies ◽  
Price Reaction ◽  
Stock Price Reaction

Reputational concerns should discipline credit rating agencies (CRAs), eliminate any conflicts of interest, and motivate them to provide unbiased ratings. However, the recent financial crisis confirms models of CRAs’ behavior that predict inflated ratings for complex products and during booms. We test whether CRAs suffered a reputational damage for this behavior. We find strong support in the data for our hypothesis. The stock price reaction to rating revisions is significantly lower after the financial crisis, particularly in the financial sector. In multivariate tests, we find that the stock price reaction is lower, on average, in the post-crisis period by 2.3%.

Credit Rating Agencies in Capital Markets: A Review of Research Evidence on Selected Criticisms of the Agencies

2007 ◽  
Vol 22 (3) ◽  
pp. 469-492 ◽  
Author(s):  
Carol Ann Frost
Keyword(s):  
Credit Rating ◽  
Conflicts Of Interest ◽  
Securities And Exchange Commission ◽  
Future Research ◽  
Minor Role ◽  
Credit Rating Agencies ◽  
Regulatory Oversight ◽  
Rating Agencies ◽  
Accounting Scandals ◽  
A Minor

This study assesses the validity of widespread criticisms of the large, “nationally recognized” credit rating agencies (CRAs). The accounting scandals of 2000-02, in particular the highly publicized failure of Enron in December 2001, led many to question their competence and the value of their ratings. This paper evaluates important criticisms of the CRAs discussed in a recent Securities and Exchange Commission (SEC) staff report by using evidence from empirical research studies, and suggests many promising subjects for future research. The analysis given in this paper, and the results of the suggested research (when available), should be of particular interest to lawmakers and regulators who are responsible for determining whether and to what extent the credit rating industry should be subject to statutory and regulatory oversight. Although little rigorously gathered empirical evidence supports the criticisms, many issues remain unresolved. Powerful tests related to potential conflicts of interest and alleged unfair practices are exceptionally difficult to design, and the alleged deficiencies of rating agencies' disclosure practices have yet to be analyzed. Finally, many criticisms are based on subjective benchmarks that are difficult to quantify and open to question. To date, however, accounting researchers have played only a minor role in the debate. Because they are well-versed in such areas as disclosure analysis, capital market tests, and the operation of financial intermediaries and external auditors, these researchers potentially have much to add in this regard.

Does negative information in MD&A can reduce stock crash risk?

2021 ◽  
Vol ahead-of-print (ahead-of-print) ◽  
Author(s):  
Jianmai Liu
Keyword(s):  
Information Asymmetry ◽  
Information Disclosure ◽  
Stock Price ◽  
Negative Information ◽  
Bad News ◽  
Practical Significance ◽  
Crash Risk ◽  
Content Type ◽  
The Impact

Purpose As an important part of the disclosure of listed companies' annual reports, MD&A will disclose some "bad news" about the company. The purpose of this paper is to study whether such "bad news" can reduce information asymmetry and alleviate the risk of stock price crash remains to be seen. Design/methodology/approach Based on the sample of A-share listed companies from 2007 to 2016, the authors examine whether the negative information in MD&A could reduce stock price crash risk. Findings It is found that the negative information in MD&A does not reduce future crash, which indicates that the negative information in MD&A does not alleviate the information asymmetry. Further, it is also found this is due to the low readability of negative information which leads to the negative information not successfully released into the market timely. Only highly readable negative information can alleviate information asymmetry and suppress crash risk. In addition, the authors also find in the companies with more investor surveys negative tone is negatively correlated with crash risk, which means that investor surveys could help investors interpret the negative information in MD&A and alleviate stock price crash risk. Practical implications The practical significance of this article: this paper suggests that investors should carefully identify the quality of negative information in MD&A and pay attention to other quality characteristics besides credibility. This paper suggests that the regulator should pay attention not only to whether to disclose and the amount of disclosure but also to the quality of information disclosure, such as readability, so as to restrict management's strategic behavior in information disclosure. Originality/value First, different from previous studies on the impact of information disclosure on crash risk, this paper directly explores the impact of information in MD&A on stock price crash risk from the perspective of negative information disclosure that management most want to hide. It supplements the literature on the impact of information disclosure on stock price crash risk. Second, this paper studies the interaction between information tone and readability and its impact on the risk of stock price crash. Some studies believe that the credibility of negative news is higher and investors' reaction may be stronger. However, this paper finds that the disclosure of negative information may not be absorbed by the market because of the low readability. Third, this paper finds that investor surveys can help information users to interpret negative information and alleviate the risk of stock price crash, which shows that information disclosure of different channels will complement each other and improve information efficiency. Therefore, it advocates different information disclosure channels which has important practical significance for improving market pricing efficiency and reducing investment decision-making risk.

LOCAL INSTITUTIONAL ENVIRONMENT AND STOCK PRICE CRASH RISK: EVIDENCE FROM CHINA

2020 ◽  
pp. 1-22
Author(s):  
XIAOJIAN TANG ◽  
STEPHANIE TSUI ◽  
KUANG-TA LO
Keyword(s):  
Stock Market ◽  
Stock Price ◽  
Institutional Environment ◽  
Crash Risk ◽  
Level Data ◽  
The Relationship ◽  
Privately Owned ◽  
Province Level

Based on province-level data on China’s local institutional environment from 2008 to 2014, we explore the relationship between the local institutional environment and stock price crash risk. We find that a stronger local institutional environment curbs stock price crash risk. Furthermore, we explore the relationship between local institutional environment and stock price crash risk for state-owned versus privately owned enterprises. We find that a stronger local institutional environment is more likely to curb stock price crash risk in state-owned enterprises than in privately owned enterprises. Our results are robust to additional tests. These findings suggest that it is necessary to accelerate the progress of local marketization in China to ensure the development of the stock market and a strong economy.

Upstream Exploitation and Strategic Disclosure

2020 ◽  
Vol 39 (5) ◽  
pp. 923-938
Author(s):  
Liang Guo
Keyword(s):  
Bad News ◽  
Strategic Disclosure

Incentive to mitigate upstream exploitation by input suppliers can yield intermediate disclosure where both very good and very bad news are withheld even when disclosure is costless.

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