Private Class Action Litigation Risk of Chinese Firms Listed in the US

2017 ◽  
Vol 07 (01) ◽  
pp. 1650020 ◽  
Author(s):  
Jan Jindra ◽  
Torben Voetmann ◽  
Ralph A. Walkling
Keyword(s):  
Initial Public Offering ◽  
Cash Flows ◽  
Class Action ◽  
Litigation Risk ◽  
Chinese Firms ◽  
Regulatory Oversight ◽  
Reverse Merger ◽  
The Us ◽  
Prior Literature ◽  
Public Offering

We analyze the litigation risk of Chinese firms listed in the US. We find that firm-specific characteristics from prior literature studying US firms are not correlated with the litigation risk of US-listed Chinese firms. However, our findings indicate that the method of listing is the only reliable predictor of litigation risk — firms listing via reverse merger are significantly more likely to face lawsuits compared to firms listing via initial public offering (IPO). We find that Chinese reverse merger (CRMs) firms, relative to Chinese IPOs, have lower analyst following, similar post-listing stock performance, higher operating cash flows, smaller size, and lower cash holdings. We conclude that the litigation risk differential is consistent with the bonding hypothesis of [Stulz 1999, Globalization of Equity Markets and the Cost of Capital, Journal of Applied Corporate Finance 12, 8–25], wherein the higher litigation risk of CRMs is a reflection of increased but varying levels of monitoring, starting with the regulatory oversight at the pre-listing stage and a post-listing tradeoff between enforcement and monitoring by shareholders.

An Empirical Investigation of IPO Underpricing and the Change to the LLP Organization of Audit Firms

2004 ◽  
Vol 23 (1) ◽  
pp. 53-67 ◽  
Author(s):  
Steven R. Muzatko ◽  
Karla M. Johnstone ◽  
Brian W. Mayhew ◽  
Larry E. Rittenberg
Keyword(s):  
Initial Public Offering ◽  
Audit Quality ◽  
Limited Liability ◽  
Litigation Risk ◽  
Ipo Underpricing ◽  
Audit Firm ◽  
Legal Structure ◽  
Audit Firms ◽  
Public Offering

This paper examines the relationship between the 1994 change in audit firm legal structure from general partnerships to limited liability partnerships (LLPs) on underpricing in the initial public offering (IPO) market. The change in legal structure of audit firms reduces an audit firm's wealth at risk from litigation damages and reduces the incentives for intrafirm monitoring by partners within an audit firm. Prior research suggests that underpricing protects underwriters from litigation damages, and that the level of underpricing varies inversely with both the amount of implicit insurance provided by the audit firm and the quality of the audit services provided. We hypothesize the change in audit firm legal structure reduced the assets available from audit firms in IPO-related litigation and indirectly reduced audit quality by lowering intrafirm monitoring. As a result, underwriters have incentives as a joint and several defendant with the audit firms to increase IPO underpricing, particularly for high-litigation-risk IPOs, following audit firms' shifts to LLP status. Our findings are consistent with this hypothesis.

scholarly journals IPO Pricing Phenomena: Empirical Evidence Of Behavioral Biases

2011 ◽  
Vol 6 (4) ◽  
Author(s):  
Michael Adams ◽  
Barry Thornton ◽  
George Hall
Keyword(s):  
Initial Public Offering ◽  
Behavioral Finance ◽  
Efficient Market Hypothesis ◽  
Class Action ◽  
Investment Horizon ◽  
Efficient Market ◽  
The Past ◽  
Ipo Pricing ◽  
Public Offering ◽  
Substandard Performance

Does IPO stand for Instant Profit Opportunity or It’s Probably Over-priced?  The conundrum is that both answers are generally correct.  The answer appears to depend on the investor’s investment horizon.  This realization provides an enigma for the Efficient Market Hypothesis (EMH) proponents. It is widely known that initial public offering (IPO) stocks in the past have typically been underpriced, thereby allowing the fortunate purchaser to buy the shares in the primary market and systematically beat the stock market averages. This phenomenon is evidenced by the average one-day returns on IPOs of 15% and presents a puzzle to efficient market advocates. Behavioral finance posits that the same underpriced IPO stocks will under-perform the market and deliver substandard performance during the ensuing one to three years. At a minimum, the “new-issues puzzle” presents a challenge to the EMH and has given rise to many class-action stockholder lawsuits alleging illegal price manipulation.   Why under-pricing systematically happens and why issuing firms/major shareholders choose to leave copious amounts of money on the table is not well explained by traditional financial theory.  Behavioral finance melds together investor psychology and normative financial theory in an attempt to explain this market enigma.

Impact of the liability of foreignness, domicile of incorporation and an institutional change on reverse merger firms’ capital-raising performance

2021 ◽  
Vol ahead-of-print (ahead-of-print) ◽  
Author(s):  
Ho Wook Shin ◽  
Seung-Hyun (Sean) Lee ◽  
Min-Jung Lee
Keyword(s):  
Institutional Change ◽  
International Business ◽  
Initial Public Offering ◽  
Design Methodology ◽  
Liability Of Foreignness ◽  
Entry Barrier ◽  
Content Type ◽  
Reverse Merger ◽  
The Usa ◽  
Public Offering

Purpose The purpose of this study is to examine how the liability of foreignness (LOF), choice of incorporation and an institutional change independently and jointly affect a reverse merger (RM) firm’s capital-raising performance. Design/methodology/approach The study draws on the data of shell reverse merger transactions in the USA from 2007 to 2016. Findings This paper finds that LOF and the choice of incorporation as a signal have a significant effect on RM firms’ capital-raising performance. In addition, this study finds that the effectiveness of the signaling can be affected by LOF. Finally, this paper finds that an institutional change that lowers the entry barrier to the initial public offering (which is a superior alternate to an RM) affects the impacts of LOF and signaling on RM firms’ capital-raising performance. Originality/value The study contributes to the international business literature by examining the RM (which has been an under-researched topic in the literature) by drawing on the LOF framework. The study finds that LOF and the choice of state for incorporation affect RM firms’ capital-raising performance; moreover, these relationships are affected by an institutional change.

What you give is what you get: Investment in European biotechnology

1969 ◽  
Vol 12 (4) ◽  
Author(s):  
William Bains
Keyword(s):  
Initial Public Offering ◽  
North American ◽  
Biotechnology Industry ◽  
Lower Amount ◽  
American Industry ◽  
Cause And Effect ◽  
The North ◽  
The Us ◽  
European Industry ◽  
Public Offering

The European biotechnology industry receives less funding, and less funding per company, than the North American industry, especially at the sensitive early stages of company development, and the European industry is substantially smaller in terms of employment, products and capitalisation than the US industry. The cause and effect of this relationship are explored in this paper. It is shown that if the European industry is immature it is because its growth has been slower, most probably because of low investment levels, and that the relatively lower value of biotech companies at initial public offering (IPO) is a result of the lower amount of investment they receive, not a reason for. This suggests that poor investment levels are a primary cause of the small size of European biotech companies and the European industry as a whole, not an effect of it. Investor mistrust and investment mechanisms are plausible reasons for this under-investment.

Assessing the Impact of Customer Concentration on Initial Public Offering and Balance Sheet–Based Outcomes

2017 ◽  
Vol 81 (6) ◽  
pp. 42-61 ◽  
Author(s):  
Alok R. Saboo ◽  
V. Kumar ◽  
Ankit Anand
Keyword(s):  
Initial Public Offerings ◽  
Initial Public Offering ◽  
Balance Sheet ◽  
Performance Outcomes ◽  
Customer Relationships ◽  
Negative Effects ◽  
Public Offerings ◽  
Prior Literature ◽  
Public Offering ◽  
The Impact

Using the notion of customer concentration, the authors argue that firms should evenly spread their revenues across their customers, rather than focusing on a few major customer relationships. Prior literature suggests that major customers improve efficiency and provide access to resources, thereby producing positive performance outcomes. However, building on industrial organizational literature and modern portfolio theory, the authors argue that concentration of revenues reduces the supplier firm's bargaining power relative to its customers and hurts the ability of the supplier firm to appropriate value, which, in turn, hurts profits. Using a sample of 1,023 initial public offerings (IPOs) and robust econometric methods, they find that customer concentration reduces investor uncertainty and positively impacts IPO outcomes, but significantly hurts balance sheet–based outcomes (e.g., profitability). The results suggest that a 10% increase in customer concentration reduces profitability by 3.35% (or about $7 million) in the subsequent year, or 9.4% cumulatively over the next four years (or about $20.32 million). Further, the authors find that the negative effects of customer concentration decrease with increase in organizational (marketing, technological, and operational) capabilities and increase with low customer credit quality.

Going Public in China

2018 ◽  
pp. 282-300
Author(s):  
Zijian (Vincent) Cheng ◽  
Grant Fleming ◽  
Zhangxin (Frank) Liu
Keyword(s):  
Initial Public Offering ◽  
Market Development ◽  
Return On Assets ◽  
Data Set ◽  
Going Public ◽  
Stock Market Development ◽  
Reverse Merger ◽  
Asset Turnover ◽  
Financial Characteristics ◽  
Public Offering

This chapter provides an analysis of companies undertaking a reverse merger (RM) as opposed to an initial public offering (IPO) on Chinese stock markets. It introduces a new data set of RMs on Chinese exchanges to examine the financial characteristics of firms that choose an RM over an IPO. The authors find that Chinese RM firms have lower liquidity, higher leverage, and lower asset turnover than firms that go public through an IPO. Promoters of Chinese RM firms also hold more shares as compared with IPOs. Finally, Chinese RM firms have higher return on assets and lower underpricing at listing. The results identify several characteristics of Chinese RM firms that differentiate them from firms that go public via an RM in Western markets, suggesting that Chinese institutions and stage of stock market development may impact the decision to go public.

scholarly journals A chronological review of the Australian litigation risk environment surrounding IPO earnings forecasts

2018 ◽  
Vol 30 (2) ◽  
pp. 168-186 ◽  
Author(s):  
Tracy C. Artiach ◽  
Gerry Gallery ◽  
Kimberley J. Pick
Keyword(s):  
Initial Public Offering ◽  
Historical Analysis ◽  
Earnings Forecasts ◽  
Institutional Setting ◽  
Regulatory Change ◽  
Litigation Risk ◽  
Risk Environment ◽  
Content Type ◽  
Public Offering ◽  
The Impact

Purpose This paper aims to provide a chronological review of changes in the institutional setting regulating Australian initial public offering (IPO) firms’ earnings forecasts over the period from 1994 to 2012. The changing forecasting environment covers both IPO firms’ prospectus earnings forecasts and post-listing updates to those forecasts. Design/methodology/approach This historical analysis reviews the changes in corporate regulation and enforcement, Australian Securities Exchange listing requirements and the outcomes of securities class actions (SCA) that affect IPO firms’ earnings forecasts. Findings A review of the institutional setting regulating Australian IPO firms’ earnings forecasts reveals two inter-temporal shifts in (increasing) litigation risk over 1994-2012 period which have arisen from more onerous regulations, stronger regulatory enforcement and a more active SCA market. The authors document the corporate responses to those shifts. Originality/value This is the first study to comprehensively document research of an inter-temporal litigation risk shift on IPO firms’ earnings forecasting behaviour. It therefore provides a formative base and a useful resource for researchers, practitioners and investigators (regulators, forensic accountants, etc.) when examining the impact of the changes on IPO firms’ forecasting behaviour following regulatory change and enforcement.

scholarly journals IPO as a VC-Funds Type of Exit

2019 ◽  
pp. 99-129
Author(s):  
Dorota Podedworna-Tarnowska
Keyword(s):  
Initial Public Offering ◽  
Private Equity ◽  
Third Party ◽  
Going Public ◽  
Public Offerings ◽  
Advantages And Disadvantages ◽  
The Us ◽  
Portfolio Company ◽  
Venture Capital Firms ◽  
Public Offering

The key characteristic of private equity finance is that investors hold their investments only for a limited period of time. The key goal of VC funds is to grow the company to a point where it can be sold at a price that far exceeds the amount of capital invested. This process is called an exit or divestment. There are three basic types of exits: going public, being acquired by a larger corporation, a sale to a third-party investor.It is a widely believed and accepted proposition in private equity literature that the initial public offering of a private equity portfolio company is the most successful and profitable exit opportunity. However, according to the few sources of literature, public offerings are not the preferred divestment type for venture capital firms. Going public is one of the most critical decisions in the lifecycle of a firm. This is not easy, as the process is very comprehensive and complex. Hence, a lot of considerations should be taken into account. Because every investee firm is different, a development plan to achieve a successful exit takes into consideration a number of macroeconomic and microeconomic factors. Moreover, several advantages and disadvantages of exit through an IPO could be indicated. The objective of this paper is to show the success and profitability of going public by VC funds. The VC’s exit type as a way of cashing out on its investment in a portfolio company is a consequence of the exit strategy, which means the plan for generating profits for owners and investors of a company. While an IPO is the most spectacular and visible form of exit, it is not the most common one, as historically in the US it was, but still in Europe it has not been yet. There will be both literature and statistical data coming from different studies and reports used in this research.

scholarly journals EARNINGS AND CASH FLOWS BEHAVIOUR IN INDONESIAN INITIAL PUBLIC OFFERINGS

2017 ◽  
Vol 17 (1) ◽  
pp. 54 ◽  
Author(s):  
M. Adi Irawan ◽  
Tatang Ary Gumanti ◽  
Ester Manik
Keyword(s):  
Initial Public Offerings ◽  
Initial Public Offering ◽  
Cash Flows ◽  
Public Offerings ◽  
Public Offering

Penawaran saham perdana (Initial public offering = IPO) menjadi topik penelitian yang menarik untuk dikaji mengingat isu ketimpangan informasi atau asimetri informasi di antara pihak-pihak yang terlibat di dalamnya. Salah satu fenomena yang menarik untuk dikaji dan melekat dengan penawaran saham perdana adalah adanya dugaan praktik manajemen laba (Teoh et al., 1998). Dalam hal ini, ada dorongan yang kuat bagi pemilik lama perusahaan untuk membuat kinerja keuangan perusahaan lebih baik pada periode sebelum panawaran. Penelitian ini mencoba untuk menguji apakah ada kenaikan laba yang signifikan pada periode sebelum penawaran yang dapat diinterpretasikan sebagai adanya manajemen laba. Perilaku aliran kas dari aktivitas operasi juga diteliti. Sampel penelitian mencakup 35 perusahaan yang melakukan penawaran saham perdana di Bursa Efek Indonesia tahun 2002-2005. Uji-t untuk perbedaan nilai diterapkan untuk menguji apakah laba antar periode berbeda. Hasil penelitian menunjukkan bahwa besaran laba cenderung meningkat pada tahun mendekati saat penawaran saham, tetapi menurun pada periode dua tahun setelah penawaran saham perdana. Perilaku aliran kas dari aktivitas operasi relatif sama dengan perilaku laba. Namun demikian, penelitian ini tidak sampai pada kesimpulan bahwa manajemen laba terbukti dengan nyata dilakukan pada perusahaan yang melakukan IPO di Indonesia tahun 2002-2005.

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