Abstract
In Sweden, firms that file for bankruptcy are all auctioned off either piecemeal or as going concerns. Upon filing, managers lose control of the firm. In contrast, in the U.S. managers retain control by selecting to renegotiate the financial claims on the firm under court-supervision (Chapter 11). This thesis addresses the ongoing debate as to whether a Chapter 11-style renegotiation option is valuable to the firm’s securityholders. The optimal bankruptcy system depends on how well the auction system itself functions as well as on the extent to which managers misuse the renegotiation option to their own benefit (the agency problem). While there is substantial evidence on Chapter 11 cases, the thesis provides some first evidence on the workings of a pure auction system using Swedish data. The first essay examines direct costs, creditor recovery rates and auction premiums in Sweden, and compares the results to extant evidence on U.S. Chapter 11 cases. Overall, the results suggest that mandatory auctions provide a relatively cost-efficient bankruptcy procedure, producing recovery rates that are similar to those reported for much larger firms in Chapter 11. Moreover, auction premiums are significant and tend to increase with industry distress, which contradicts arguments that financially distressed firms sell assets below their true value. The second essay provides some first evidence on managerial compensation, turnover and corporate performance following Swedish bankruptcy auctions. The evidence indicates that mandatory auctions act as a substantial managerial disciplinary force: CEOs typically incur significant compensation losses and a majority of CEOs lose their job through the auction. Nevertheless, the operating profitability of the auctioned firms is typically at par with industry norms. Thus, although CEO wealth effects and turnover rates are dramatic, there is little support for the argument that managers in an auction bankruptcy system tend to delay filing at the detriment of the firm's going concern value. Essays three and four take a broader perspective on corporate restructurings. The third essay examines alternative econometric explanations for the lack of stock market gains to bidder firms reported in the literature. The analysis, which uses a large sample of Canadian targets, provides new evidence consistent with the proposition that the measured gains to relatively large, frequent acquirors reflect an attenuation bias produced by event-study econometrics. Moreover, the results suggest that mergers between relatively equal-sized firms, and which have not generated anticipation of future acquisition activity, tend to produce significantly positive bidder gains. This supports the use of mergers also as an alternative to bankruptcy.