acase@tulane.edu / Despite the recent advocates for lengthening executive compensation duration to curb short-termism and promote long-term value creation, there is no study investigating whether long pay duration induces better investment decisions in the long run. Using a comprehensive measure of compensation duration, we find that CEOs with long pay duration are more likely to engage in large acquisitions. These acquisitions receive a significantly worse market reaction, and experience lower post-acquisition abnormal operating and stock performance compared with deals conducted by CEOs with short pay duration. Further analysis suggests that negative association between compensation duration and acquisition performance is driven by the use of time-vesting compensation plan. Duration of performance-vesting plans has no significant effect on M&A performance. Lastly, we find that CEOs are likely to engage in more risk-decreasing M&As, as long pay duration plans impose a higher firm risk to executives. The results highlight the complex nature of compensation duration and suggest that focusing on one dimension of compensation design is insufficient to create long-term shareholder value. / 1 / Qi-Yuan Peng

We construct a measure of CEO concern for non-equity stakeholders based on corporate social responsibility (CSR) scores, and we investigate how such incentives affect firm leverage and cash holding. In general, we find that non-equity stakeholder incentives decrease leverage and increase cash holding, after controlling for CEO managerial incentives and other firm characteristics. Our findings suggest that corporate social responsibility benefit non-equity stakeholders, which may come at the expense of shareholders.

This thesis investigates how CEO risk taking incentives related to compensation in the form of executive stock options affect the decision to engage in merger and acquisition (M&A) activities with particular attention to same-industry versus cross-industry acquisitions. Risk taking incentives increase the propensity of M&As, especially for same-industry M&As. Furthermore, risk taking incentives increase the likelihood of cash payment for both same and cross-industry acquisitions. We do not find a significant direct stock price response difference between same-industry and cross-industry acquiring firms. The market responds favorably when risk taking incentives are higher for both same-industry acquisitions and cross-industry takeovers. We further find that the acquiring firm’s post-acquisition cash flow volatility is also positively related to risk taking incentives for both same- and cross-industry M&As.

ABSTRACT MANAGERIAL INCENTIVES AND TAKEOVER WEALTH GAINS By EBRU REIS DECEMBER 5, 2006 Committee Chair: Dr. Jayant R. Kale Major Department: Finance This study examines the relationship between managerial equity incentives and takeover wealth gains both for target and acquirer firms. Although there is some research about the effect of acquirer managers’ incentives on acquirer wealth gains, this paper is one of the first to investigate the effect of target managers’ incentives on the wealth effects of target firms in corporate takeovers. In addition, prior research has focused on the alignment effect of equity incentives in takeovers. However, takeovers provide an opportunity to liquidate personal equity portfolio for managers who hold an undiversified portfolio of their firms’ stock. In this study, I identify two hypotheses that potentially explain the effect of target managers’ incentives on wealth gains. While incentive alignment hypothesis predicts a positive relationship, diversification driven-liquidity hypothesis predicts a negative relationship between target managerial incentives and target wealth gains. I use a sample of 656 successful and 104 failed acquisitions over the period 1994-2003 to test these competing hypotheses. I find that for targets that are less (more) diversified, equity incentives are negatively (positively) related to wealth effects. I also find that the target managerial incentives increase the success probability of a takeover bid and this positive effect is less pronounced for diversified target managers. Based on these results, I conclude that incentive alignment argument is dominated by liquidity argument in less diversified target firms, however, holds in diversified firms. For acquirer managers, I do not find any evidence that supports incentive alignment or diversification arguments.

abstract: In this study, I examine the extent to which firms rely on relative performance evaluation (RPE) when setting executive compensation. In particular, I examine whether firms use information about peer performance to determine compensation at the end of the year, i.e. after both firm and peer performance are observed. I find that RPE is most pronounced for firms that allow little or no scope for ex post subjective adjustments to annual bonuses. Conversely, firms that rely mainly on subjectivity in determining bonus exhibit little use of RPE. These findings suggest that information about peer performance is not used at the end of the year. Instead, peer performance seems to be incorporated in performance targets at the beginning of the year, at least among firms primarily using objective performance measurements. In addition, I provide new evidence on the determinants of the use of subjectivity. / Dissertation/Thesis / Ph.D. Accountancy 2013

Essay One Under the principal-agent framework, we study and compare different compensation schemes commonly adopted by hedge fund and mutual fund managers. We find that the option-like performance fee structure prevalent among hedge funds is suboptimal to the symmetric performance fee structure. However, the use of high water mark (HWM) mitigates the suboptimality, though to a very limited extent. Bothour theoretical models and simulation results show that HWM will induce more managerial efforts only when a fund is slightly under the water but it will unfavorably dampen incentives when a fund is too deep under the water and when the manager's skill is poor. Allowing managers to invest personal wealth in their own funds, however, helps align interests and provides positive managerial incentives. Essay Two Existing literature has detected a "tournament behavior" among mutual fund managers that mid-year underperformers tend to take relatively higher risk than peers in the second half-year. We reexamine this issue and provide empirical evidence that such behavior does not exist among hedge fund managers, either at fund level or risk style level. Instead, hedge fund managers shift risk at mid-year in response to the moneyness of their incentive contracts. Also, risk shifting decisions are more driven by underperformance than by outperformance. HighWater Mark can strongly rein in excess risk-taking and therefore better aligns interests. Last, risk shifting on average does not improve either performance, moneyness of incentive contracts, or cash inflows. Essay Three We use factor models and optimal change point regression models to capture the intra-year risk dynamics of hedge fund managers. Those risk shifting managers are further divided into 'Informed', 'Uninformed' and 'Misinformed' groups, according to their post-shifting risk adjusted performance. We find evidence that supports the existence of an Adverse Selection' problem of managers compensation schemes. Namely, incentive contracts, designed to share risks and align interests, induce the strongest risk taking from the least informed or skilled hedge fund managers, whose risk-shifting decisions result in undesired or even deteriorated risk-adjusted returns for investors. We also find that the High Water Mark has only limited influence on mitigating excessive risk shifting.

Prior empirical research, mainly conducted in US under the US GAAP, has indicated that managers in listed banks use loan loss provisions as a primary tool for income smoothing activities. Since 2005 the accounting environment in the European Union (EU) changed, as all listed companies are required to comply with International Financial Reporting Standards (IFRS). Some arguments envisage that IFRS is a set of high quality standards that plug some inconsistencies relative to national General Accepted Accounting Principles (GAAP). The overall objective of the present study is to examine earnings management and in particular income smoothing through the use of loan loss provisions (LLP) to manage earnings under IFRS and national GAAPs. The sample consists of twenty large commercial banks listed in the Nordic countries (Denmark, Finland, Norway and Sweden) for the years 2004-2012 (including early adopters) and sixteen banks for the years 1996-2003 under each country’s national reporting regime. Furthermore we present the body of earning management literature in conjunction with agency theory in order to grasp managers’ opportunistic behavior. Finally we assess the institutional role of financial reporting standards and the arguments of how IFRS could restrict earnings management activities as proposed by some authors. Overall, our results indicate some degree of income smoothing activities through loan loss provisions by bank managers both under national GAAPs and IFRS. The study contributes to the broad literature body on earnings management, while testing income-smoothing activities on a single industry compared to previous studies where the samples comprises a variety of firms in different industries.

This paper proposes that managerial incentive compensation affects the firm choice between public and bank debt. To motivate the case I analyze a simple model with complete and perfect information that implies a positive relation between managers’ incentive compensation and preference toward bank debt. Using firm-level data over the period 1992-2005, I empirically examine the relation between managerial incentives and financing decisions. Specifically, I examine whether managers whose compensation is tied to firm performance choose bank over public debt as a commitment mechanism to reduce the cost of debt. Consistent with a monitoring role of banks, I find that the probability of choosing bank over public debt is positively related to the level of incentive compensation. Further, I find that public lenders price the incentive alignment between manager and shareholders by increasing the cost of debt, while the overall cost of bank loan does not depend on the manager’s incentive compensation. Finally, I find that banks are more likely to include a collateral provision in the debt contract if the manager’s compensation is tied to firm performance.

In this dissertation, I study the influence of monitoring by institutional investors on corporate behavior within the context of CEO compensation-based incentives. I find that institutional investors provide an executive with higher levels of compensation sensitivity with respect to a firm’s equity price (Delta). In contrast to prior literature, however, once I control the dynamic nature of the data, institutional investors do not affect compensation sensitivity with respect to a firm’s equity risk (Vega). Instead, I find that institutional investors appear to influence the risk profile of firm through the firm’s investment, financing and diversification policy choices even after I control for the CEO’s compensation structure. The results suggest that compensation-related incentives to increase risk (i.e. vega) and monitoring by institutional investors are substitutes of each other in that both can offset the managerial incentives to reduce risk that stem from greater levels of compensation delta. These results are robust to potential endogeneity problems that may arise due to the dynamic nature of panel data.

Hedge funds feature special compensation structure compared to traditional investments. Previous studies mainly focus on the provisions and incentive structure of hedge fund contract, such as 2/20, hurdle rates, and high-water mark. The first essay develops an algorithm to empirically estimate the monthly fees, fund flows and gross asset values of individual hedge funds. We find that management fee is a major component in the dollar amount of hedge fund total fees, and fund flow is more important in determining the change in fund size compared to net returns, especially when fund is shrinking in size. We also find that best paid hedge funds concentrate in the largest hedge fund quintile. Large funds tend to perform better, earn more, and rely less on management fee for their managers' compensation. Further, we find that fund flow is an important determinant of hedge fund managerial incentives. Together with the "visible" hands of hedge fund management, i.e. the provisions of hedge fund incentive contracts, the "invisible" hands -- fund flows enable investors to effectively impact hedge fund managerial compensation and incentives. The second essay studies the relation between return smoothing and managerial incentives of hedge funds. We use gross returns to estimate both unconditional and conditional return smoothing models. While unconditional return smoothing is a proxy of illiquidity, conditional return smoothing is related to intentional return smoothing and may be used as a first screen for hedge fund fraud. We find that return smoothing is significantly underestimated using net returns, especially for the graveyard funds. We also find that managerial incentives are positively associated with both types of return smoothing. While managers of more illiquid funds tend to earn more incentive fees, funds featuring conditional return smoothing under-perform other funds and do not earn more incentive fees on average. Finally, we find that failed hedge funds feature more illiquidity and conditional return smoothing. The third essay explores the difference between the gross-of-fee and net-of-fee hedge fund performance, by investigating the difference in distribution, factor exposures and alphas between gross returns and net returns. We find that gross returns are distributed significantly differently from net returns. The gross-of-fee alphas are higher than the net-of-fee alphas by about 4% per year on average. We also find positive relation between hedge fund performance and fund size, fund flows, and managerial incentives, which holds for both gross-of-fee performance and net-of-fee performance. Our findings suggest that it is necessary to examine the gross-of-fee performance of hedge funds separately from the net-of-fee performance, which may give us a clearer picture of the risk structure and performance of hedge fund portfolios.