initial conditions and the private debt renegotiation process

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Page 1: Initial conditions and the private debt renegotiation process

Initial conditions and the private debtrenegotiation processChristophe J. Godlewski

UHA & EM Strasbourg, LaRGE Research Center[contact: [email protected]]

AFFI 2017 Conference, Valence

Page 2: Initial conditions and the private debt renegotiation process

What I do• Whether & how initial conditions (around loan origination)

influence (private debt) renegotiation Exploratory study

• Empirical testing of incomplete contract theory + puzzling results regarding initial contract terms How to write better contracts

• Renegotiation likelihood, dynamics (rounds), degree / scope (terms) using sequential logit

• Variables: loan, banking pool, borrower and lender, country • 15k European loans (8k firms from 29 countries) from 1999 to

2015

What I do

Why I do it

What do we know

How I do it

What do I find

Discussion

Page 3: Initial conditions and the private debt renegotiation process

Why I do itWhat I do

Why I do it

What do we know

How I do it

What do I find

Discussion

• Renegotiation = mechanism for revising the initial contract (in case of contingencies) to restore efficiency

• Initial conditions should play an important role• Theoretical literature is rich / Empirical results emerging / Mixed

- puzzling• Roberts & Sufi (2009) : no significant impact• Nikolaev (2016), Saavedra (2015), Paligorova & Santos (2016):

significant impact• Writing better contracts => design, corporate policy,

performance, financial intermediation, economy !• Europe = bank-based financial system

Page 4: Initial conditions and the private debt renegotiation process

What do we know (theory)• Incomplete contracts & financial contracting (Hart; Hart &

Moore)

• Unanticipated or non-contractible events => ex-post inefficiency of initial contract => renegotiation

• Renegotiation = (optimal?) decision-making mechanism in advance (initial contract) of contingencies / arrival of new information Allows to contract on unverifiable information

• Contract allocates control & bargaining power => sharing initial and subsequent surplus / incentives

• Also strategic considerations (signaling, opportunism,

What I do

Why I do it

What do we know

How I do it

What do I find

Discussion

Page 5: Initial conditions and the private debt renegotiation process

What do we know (empirical)• Growing literature (Godlewski 2014, 2015; Nikolaev 2015; Roberts & Sufi

2009; Roberts 2015), mostly on US• Renegotiations are frequent, early, with significant modifications of

initial contracts• Significant & positive AR around renegotiation• New information, economic conditions, contractual assignment of

bargaining power, financial conditions... Contracting frictions, agency / information problems…

• Renegotiation helps completing credit contracts and (re)shaping borrower-lender relationships

• However puzzling results regarding initial conditions

What I do

Why I do it

What do we know

How I do it

What do I find

Discussion

Page 6: Initial conditions and the private debt renegotiation process

How i do it (data & method)• Multi-sources data (see section 3.1)• Bloomberg (BPTS): loans, amendments, syndicates + borrowers• Orbis (BvD): lenders (lead)• GFDD-WB (Demirgüç-Kunt et al., 2012) + Djankov et al. (2007) +

Favara et al. (2012): country environment (economic, financial, legal)

• Sample = 8,691 companies; 15,781 loans• Time span is 1.1.1999 – 31.12.2015 & 29 European countries• Renegotiation process = decision | dynamics (rounds) / degree

(amended terms)• Comprehensive approach => sequential logit model

What I do

Why I do it

What do we know

How I do it

What do I find

Discussion

Page 7: Initial conditions and the private debt renegotiation process

How i do it (big picture)What I do

Why I do it

What do we know

How I do it

What do I find

Discussion

Page 8: Initial conditions and the private debt renegotiation process

What do I find (figures I)What I do

Why I do it

What do we know

How I do it

What do I find

Discussion

020

4060

80

perc

ent

1 2 3 4 5 6 7 8 9

Rounds

010

2030

4050

perc

ent

1 2 3 4 5 6

Amendments

Figure 5 Renegotiation dynamics and scope

Page 9: Initial conditions and the private debt renegotiation process

What do I find (figures II)What I do

Why I do it

What do we know

How I do it

What do I find

Discussion

32.72%

7.992%

4.268%24.82%

21.26%

8.935%

36.64%

6.301%2.192%22.1%

23.95%

8.813%

Unique_Round

23.56%

11.94%

9.115%31.18%

14.98%

9.222%

Multiple_Rounds

38.71%

6.564%.6422%25.15%

23.62%

5.316%

Single_Amendment

27.86%

9.151%

7.211%24.56%

19.35%

11.87%

Several_Amendments

Amount Covenants Financial

Covenants Non Financial Definition

Maturity Pricing

Figure 4 Amended terms

Page 10: Initial conditions and the private debt renegotiation process

What do I find (stat. desc.)What I do

Why I do it

What do we know

How I do it

What do I find

Discussion

Loan & Lenders pool MeanFirm Mean Lender (lead) Mean Country (borrower) Mean

Amount 1 861.15Listed 0.47Lender rated 0.16Renegotiationfailure 0.39

Maturity 6.41Borrower rated 0.12Total assets 1 200.00 Priority 3.33

Covenants 0.09Sales 4 835.52Book value 0.39Creditors recover 0.61

Secured 0.40Debt / Equity 1.40TCE ratio 0.04Private credit 113.53

Amount outstanding 4.73Current ratio 0.01LLR / Loans 0.02Domestic private debt 33.16

Previous issues 3.80Operating margin 0.11RoE 0.10International

private debt 64.23

Lenders pool Loans / Assets 0.41Stock market 86.87

Lenders 9.24 Volatility of stock 20.26

League 0.19 Bank concentration 78.04

Relationship 0.12 Foreign banks 118.82Same country 0.28 Bank Z score 11.41

Page 11: Initial conditions and the private debt renegotiation process

What do I find (regressions I)What I do

Why I do it

What do we know

How I do it

What do I find

Discussion

(loan & lenderspool variables) Reneg. Rounds Amend.

Amount (log) 0.1610*** 0.0083 0.0018

Maturity 0.0653*** 0.0362 0.0299

Covenants 1.5372*** 0.8301*** 0.5870**

Secured 0.6834*** 0.6569*** 0.0325Amount outstanding (log) -0.2039*** 0.0935 -0.0905

Previous issues 0.0542** -0.0270 0.0214

Lenders 0.0448*** 0.0179** 0.0061

League 0.3681*** 0.1649 -0.2447

Relationship -0.3523** 0.6307*** 0.2025

Listed 0.6593*** -0.0617 -0.2296

Borrower rated 0.2494 0.4683** 0.5353**

All regressions include control variables for:- main loan currencies

(USD and GBP)- loan type (term)- loan purposes

(acquisition, general corporate, LBO, project finance, debt refinancing, working capital)

- Year- borrower industry sector- country

Showing significant variables only(and skipping robust s.e.clustered at loan level)

Page 12: Initial conditions and the private debt renegotiation process

What do I find (regressions II)What I do

Why I do it

What do we know

How I do it

What do I find

Discussion

(lead lendervariables) Reneg. Rounds Amend.

TCE ratio 13.5743** 31.8057***24.6119**

*

LLR / Loans -3.0478 -5.6084 24.2640**

Loans / Assets -1.7495*** -1.6181 -1.8857*

(country variables) Reneg. Rounds Amend.Renegotiation failure -1.3675*** -0.6135 0.3420Priority 0.1794 0.5016** 0.0825Creditors recovery 0.9792*** -0.2597 0.3952Private credit -0.0084*** -0.0035 -0.0053International privatedebt 0.0110*** 0.0096** 0.0064Stock market 0.0050** 0.0014 0.0027Bank concentration 0.0116** 0.0083 0.0021Foreign banks 0.0011*** -0.0002 0.0010*

In addition:Loan & lenders pool + listed & ratings variables included

Borrower variables never significant

Country variables included separately:- Legal environment- Financial development- Banking structure

Page 13: Initial conditions and the private debt renegotiation process

What do I find (robustness)What I do

Why I do it

What do we know

How I do it

What do I find

Discussion

• Alternative RHS variables : loan spread, syndicate concentration, reputation, relationship, borrower, lender, country variables

• Specific contractual features (frictions): no covenants, no collateral, no term loans, small syndicates, no relationship, no rating

• Maturity effect: dropping loans maturing in 2013 / after 2015

• Time: credit & EZ crises• Place (economic areas): EZ area only / dropping UK

Page 14: Initial conditions and the private debt renegotiation process

Discussion• Important economic role of initial conditions for the renegotiation

process• Contractual mechanisms (covenants and collateral) which mitigate

adverse selection and moral hazard have the largest positive economic impacts

• Organizational mechanisms (lenders pool size, reputation, relationship

• Soundness and credit portfolio management quality of the lenders• Institutional protection of creditors protection is the most

economically significant determinant of the renegotiation process• Survive several robustness checks

What I do

Why I do it

What do we know

How I do it

What do I find

Discussion