Preview

Exec.Comp

Good Essays
Open Document
Open Document
13811 Words
Grammar
Grammar
Plagiarism
Plagiarism
Writing
Writing
Score
Score
Exec.Comp
ARTICLE IN PRESS

Journal of Accounting and Economics 43 (2007) 69–93 www.elsevier.com/locate/jae

Executive compensation and capital structure: The effects of convertible debt and straight debt on CEO pay$
Hernan Ortiz-MolinaÃ
Sauder School of Business, The University of British Columbia, 2053 Main Mall, Vancouver, BC, Canada V6T 1Z2 Received 4 April 2005; received in revised form 22 September 2006; accepted 28 September 2006 Available online 16 November 2006

Abstract I examine how CEO compensation is related to firms’ capital structures. My tests address the simultaneity of these decisions and distinguish between debt types with different theoretical implications for managerial incentives. Pay–performance sensitivity decreases in straight-debt leverage, but is higher in firms with convertible debt. Furthermore, stock option policy is the component of CEO pay that is most sensitive to differences in capital structure. The results strongly support the hypothesis that firms trade-off shareholder-manager incentive alignment in order to mitigate shareholder-bondholder conflicts of interest. The hypothesis that debt reduces managershareholder conflicts can explain some but not all of the results. r 2006 Elsevier B.V. All rights reserved.
JEL classification: G32; G34; J33; D82 Keywords: Executive compensation; Corporate governance; Agency problems; Capital structure

$ This paper is derived from my doctoral dissertation at the University of Maryland. I thank especially my thesis committee, Roger Betancourt, Gordon Phillips, Nagpurnanand Prabhala, Lawrence Ausubel, and Ginger Jin. Thanks also to Samuel Berlinski, Martin Boyer, Murray Carlson, Gilles Chemla, Alan Douglas, Jerry Feltham, Adlai Fisher, Murray Frank, S.P. Kothari (the Editor), Kin Lo, an anonymous referee, and seminar ´ participants at HEC Montreal, Tilburg University, University of British Columbia, University of Maryland, University of Warwick, Norwegian School of Management, Stockholm School of



References: Aggarwal, R.K., Samwick, A.A., 1999. The other side of the trade-off: the impact of risk on executive compensation. Journal of Political Economy 107, 65–105. Agrawal, A., Knoeber, C.R., 1996. Firm performance and mechanisms to control agency problems between managers and shareholders. Journal of Financial and Quantitative Analysis 31, 377–397. Amemiya, T., 1982. Two stage least absolute deviations estimators. Econometrica 50, 689–712. Brander, J.A., Poitevin, M., 1992. Managerial compensation and the agency costs of debt finance. Managerial and Decision Economics 13, 55–64. Brennan, M.J., Kraus, A., 1987. Efficient financing under asymmetric information. Journal of Finance 42, 1225–1243. Bryan, S., Hwang, L., Lilien, S., 2000. CEO stock-based compensation: an empirical analysis of incentiveintensity, relative mix, and economic determinants. Journal of Business 73, 661–693. ARTICLE IN PRESS 92 H. Ortiz-Molina / Journal of Accounting and Economics 43 (2007) 69–93 Coles, J.L., Daniels, N.D., Naveen, L., 2006. Managerial incentives and risk taking. Journal of Financial Economics 79, 431–468. Datta, S., Iskandar-Datta, M., Raman, K., 2001. Executive compensation and corporate acquisition decisions. Journal of Finance 56, 2299–2336. Gibbons, R., Murphy, K.J., 1992a. Optimal incentive contracts in the presence of career concerns: theory and evidence. Journal of Political Economy 100, 468–505. Gilson, S.C., Vetsuypens, M.R., 1993. CEO Compensation in financially distressed firms: an empirical analysis. Journal of Finance 48, 425–458. Gomez, A., Phillips, G., 2005. Why do public firms issue private and public securities? Unpublished Working paper. Green, R.C., 1984. Investment incentives, debt, and warrants. Journal of Financial Economics 13, 115–136. Grossman, S., Hart, O., 1982. Corporate financial structure and managerial incentives. In: McCall, J. (Ed.), The Economics of Information and Uncertainty. University of Chicago Press, Chicago. Guay, W.R., 1999. The sensitivity of CEO wealth to equity risk: An analysis of the magnitude and determinants. Journal of Financial Economics 53, 43–71. Hall, B.J., Murphy, K.J., 2002. Stock options for undiversified executives. Journal of Accounting and Economics 33, 3–42. Ittner, C.D., Lambert, R.A., Larcker, D.F., 2003. The structure and performance consequences of equity grants to employees of new economy firms. Journal of Accounting and Economics 34, 89–127. Jensen, G.R., Zolberg, D.P., Zorn, T., 1992. Simultaneous determination of insider ownership, debt, and dividend Policies. Journal of Financial and Quantitative Analysis 27, 247–263. Jensen, M., 1986. Agency costs of free cash-flow, corporate finance, and takeovers. American Economic Review 76, 323–329. Jensen, M., Meckling, W., 1976. Theory of the firm: managerial behavior, agency costs and ownership structure. Journal of Financial Economics 3, 305–360. Jensen, M., Murphy, K.J., 1990a. Performance pay and top-management incentives. Journal of Political Economy 98, 225–264. John, K., Mehran, H., Qian, Y., 2003. Regulation, subordinated debt and incentive features of CEO compensation in the banking industry. Unpublished working paper. John, T.A., John, K., 1993. Top-management compensation and capital structure. Journal of Finance 48, 949–974. Krishnaswami, S., Yaman, D., 2004. The role of convertible bonds in alleviating contracting costs. Unpublished working paper. Lambert, R., Larcker, D., Verrecchia, R., 1991. Portfolio considerations in valuing executive compensation. Journal of Accounting Research 29, 129–149. Lewellen, W.G., Loderer, C., Martin, K., 1987. Executive compensation and executive incentive problems: an empirical analysis. Journal of Accounting and Economics 9, 287–310. Lewis, C.M., Rogalski, R.J., Seward, J.K., 1998. Agency problems, information asymmetries, and convertible debt security design. Journal of Financial Intermediation 7, 32–59. Lewis, C.M., Rogalski, R.J., Seward, J.K., 1999. Is convertible debt a substitute for straight debt or for common equity? Financial Management 28, 5–27. Matsunaga, S.R., 1995. The effects of financial reporting costs on the use of employee stock options. The Accounting Review 70, 1–26. Mayers, D., 1998. Why firms issue convertible bonds: the matching of financial and real investment options. Journal of Financial Economics 47, 83–102. McDaniel, M., 1986. Bondholders and corporate governance. Business Lawyer 41, 413–460. Mehran, H., 1995. Executive compensation structure, ownership and firm performance. Journal of Financial Economics 38, 163–184. Mikkelson, W., 1981. Convertible calls and security returns. Journal of Financial Economics 9, 237–264. Myers, S.C., 1977. Determinants of corporate borrowing. Journal of Financial Economics 5, 147–175. Ofek, E., Yermack, D., 2000. Taking stock: equity-based compensation and the evolution of managerial ownership. Journal of Finance 55, 1367–1384. Ortiz-Molina, H., 2006. Top-management incentives and the pricing of corporate public debt. Journal of Financial and Quantitative Analysis 41, 317–340. Parrino, R., Weisbach, M.S., 1999. Measuring investment distortions arising from stockholder–bondholder conflicts. Journal of Financial Economics 53, 3–42. ARTICLE IN PRESS H. Ortiz-Molina / Journal of Accounting and Economics 43 (2007) 69–93 93 Rajan, R.G., Zingales, L., 1995. What do we know about capital structure? Some evidence from international data. Journal of Finance 50, 1421–1460. Rajgopal, S., Shevlin, T., 2002. Empirical evidence on the relation between stock option compensation and risk taking. Journal of Accounting and Economics 33, 145–171. Smith, C.W., Warner, J.B., 1979. On financial contracting: analysis of bond covenants. Journal of Financial Economics 7, 175–219. Smith, C.W., Watts, R.L., 1992. The investment opportunity set and corporate financing, dividend and compensation policies. Journal of Financial Economics 32, 263–292. Stein, J., 1992. Convertible debt as backdoor equity financing. Journal of Financial Economics 32, 3–21. Strock Bagnani, E., Milonas, N.T., Saunders, A., Travlos, N.G., 1994. Managers, owners, and the pricing of risky debt: an empirical analysis. Journal of Finance 49, 453–477. Yermack, D., 1995. Do corporations award CEO stock options effectively? Journal of Financial Economics 39, 237–269.

You May Also Find These Documents Helpful

  • Powerful Essays

    Mr. Zaboschuk

    • 2303 Words
    • 7 Pages

    References: Canarella, G., & Gasparyan, A. (2008). New insights into executive compensation and firm performance. Managerial Finance, 34(8), 537.…

    • 2303 Words
    • 7 Pages
    Powerful Essays
  • Good Essays

    Cake Consulting

    • 13842 Words
    • 56 Pages

    Simmering, M. J. (2011). Executive Compensation. Retrieved October 4, 2011, from Encyclopedia of Business: http://www.referenceforbusiness.com/management/Em-Exp/Executive-Compensation.htm…

    • 13842 Words
    • 56 Pages
    Good Essays
  • Better Essays

    executive officer (CEO) Compensation: Does CEO power influence the relationship? Journal of Accounting Auditing & Finance, 25(4), 709-748.…

    • 1041 Words
    • 5 Pages
    Better Essays
  • Powerful Essays

    Ethics and Ceo Pay

    • 1395 Words
    • 6 Pages

    Matsumura, E. M., & Shin, J. Y. (2005). Corporate Governance Reform and CEO Compensation. Retrieved November 29, 2012, from School of business, University of Wisconsin-Madison…

    • 1395 Words
    • 6 Pages
    Powerful Essays
  • Better Essays

    Pummeled by the bind of a painful recession and furious over oversized executive compensation packages at the very Wall Street firms widely blamed for the economic chaos, they gradually distrust key establishments and individual leaders. Americans are angered at the financial services region. They believe that these institutions have rigged the game so that top level executives are rewarded substantially even when they fail. Americans want action to restore fairness to the system and get pay back in line. The variety of experts and activists of political leaders and ordinary citizens, there is a belief that executive incentives have exaggerated short-term perfor¬mance, supported unnecessary risk-taking, and failed to discipline poor performance. Many believe that incentive plans have tempted some CEOs to put personal financial interests in front of good stewardship that provides the long-term interests of their organizations (Ethics Resource Center,…

    • 1089 Words
    • 5 Pages
    Better Essays
  • Good Essays

    Executive Pay

    • 313 Words
    • 2 Pages

    It would be highly important for shareholders to connect closely as is possible to management and the available information about employee performance, and the compensation for that performance. I would recommend encouraging executives to make business decisions that will benefit shareholders’ by offering incentives for meeting performance goals. For instance, offering stock options as an incentive could discourage top-level management from keeping profits or bonuses acquired from sell of company…

    • 313 Words
    • 2 Pages
    Good Essays
  • Good Essays

    Ceo Compensation

    • 558 Words
    • 3 Pages

    CEO compensation can motivate executives to work harder in maximizing the company profits. Contracts are design to produce optimal incentives, therefore motivates CEO maximize shareholder wealth (Conyon, 2006, p. 28). Successful CEOs demonstrated through superior performance that they are commodities that receive larger pay compensation (Hermalin and Weisbach, 2003).…

    • 558 Words
    • 3 Pages
    Good Essays
  • Best Essays

    Baeten, X, Balkin, D, & Van den Berghe, L 2011, 'Beyond Agency Theory: A Three-Paradigm Approach to Executive Compensation ', IUP Journal Of Corporate Governance, 10, 4, pp…

    • 4164 Words
    • 17 Pages
    Best Essays
  • Good Essays

    Murphy asserts that pay for CEOs is indicative of their level of performance as long as pay is based upon stock performance. Thus Murphy believes that CEOs should be rewarded for actions that benefit shareholders and punished for actions that harm shareholders. Murphy provides evidence that annual increases in salary for CEOs are positively correlated with the rate of return on stock. In response to the criticism that rewarding CEOs for current stock performance focuses on short term profit rather than on the long term Murphy argues that current stock market performance is an appropriate measure of long term potential. Therefore current stock performance is an appropriate basis for CEO compensation. Murphy also argues that other incentives for the CEO have even closer ties to company performance than salary. For example, stock options restricted stock, and long term performance plans are determined directly by company performance.…

    • 538 Words
    • 3 Pages
    Good Essays
  • Powerful Essays

    Pay Without Performance: Overview of the Issues A Remedy for the Executive Pay Problem: The Case for “Compensation Discussion and Analysis” Developments in Remuneration Policy Corporate Culture and the Problem of Executive Compensation Taking Shareholder Protection Seriously? Corporate Governance in the U.S. and Germany University of Rochester Roundtable on Corporate M&A and Shareholder Value…

    • 15821 Words
    • 64 Pages
    Powerful Essays
  • Good Essays

    Current state of Executive compensation within the US differs from different compensation practices within the forms it takes, laws and regulation it's subject to, its dramatic rise over the past 3 decades and wide go criticism leveled against it. Within the past 3 decades in America government compensation or pay has up dramatically on the far side what is often explained by changes in firm size, performance, and trade classification. It’s the very best within the world in each absolute term and relative to median earnings within the America. It has been criticized not solely as excessive, however conjointly for "rewarding failure" as well as large drops available value. Observers dissent on what proportion of the increase in and nature of this compensation may be a natural result of competition for scarce business talent benefiting investor price, and the way abundant is that the work of manipulation and self-dealing by management unrelated to produce, demand, or reward for performance.…

    • 728 Words
    • 3 Pages
    Good Essays
  • Satisfactory Essays

    Are Ceos Overpaid?

    • 793 Words
    • 4 Pages

    “The answer to the question of whether American CEOs are overpaid is clearly "yes"; for those who earn large bonuses and generous stock options when their companies are doing badly, either absolutely or relative to competitors. As mentioned in an article written by Gary Beckner and Richard Posner. This research paper will discuss in details the facts that have been research as to why CEOs are being overpaid. It will discuss the pros and cons of the CEOs salary and compensation and how employees should share part of the profits accordingly.…

    • 793 Words
    • 4 Pages
    Satisfactory Essays
  • Powerful Essays

    Gibbons, Robert(1998). “Incentives in Organizations”, Journal of Economic Perspectives, (12): 115-32. Gibbs, M., Merchant, K.A., van der Stede, W.A. and Vargus, (2004). “Determinants and effect s of subjectivity in incentives”, The Accounting Review, 79(2): 409-436. Gibbons, R. (2005). “Incentives between firms (within)”, Management Science, Vol. 51, No.1, 2-17. Ittner, C.D. and Larcker, D.L. (1998). “Innovations in performance measurement, trends and research implications”, Journal of Management Accounting Research, 10, 205–238. Ittner, C.D, Larcker, D.F, and Meyer, M.W. (2003).”Subjectivity and the weighting of performance measures: evidence from a balanced scorecard”, The Accounting Review, 78(3): 725-758. Ittner, C.D., Larcker, D.F. and Rajan, M.V. (1997). “The choice of performance measures in annual bonus contracts”, The Accounting Review, 72(2): 231-255. Lipe, Salterio (2000). “The balanced scorecard: judgemental effects of common and unique performance measures”, The Accounting Review, Vol.75, No.3, 283-298. Moers, F. (2005). “Discretion and bias in performance evaluation: the impact of diversity and subjectivity”, Accounting, Organizations and Society, 30: 67-80. Murphy, K.J. and Oyer, P. (2003). “Discretion in executive incentive contracts: theory and evidence”, Working Paper, University of Southern California and Standford University. Nisar, (2007). “Evaluation of Subjectivity in Incentive Pay”, Journal of Financial Service Research, 31: 53-73. Prendergast, Canice and Robert H. Topel (1996). Favortism in Organization. Journal of Political Economy, 104:958 -984. State-owned Assets Supervision and Administration Commission of the State Council (SASAC) (2006). Temporary Regulation of Integrated Performance Measures Management of Central Enterprises. Van de stede et al. (2006). “Strategy, choice of performance measures and performance”, Behavioral Research in Accounting, 18,185-205. Xiaoping Chen. (2008). “Practical methods to Management and Organization Review”, Peking University Press Zaisheng Huang, (2004), “Development of the theory of subjective performance measures”, Western Economies and Management, 8: 19--24…

    • 5638 Words
    • 23 Pages
    Powerful Essays
  • Powerful Essays

    Executive Compensation

    • 15228 Words
    • 61 Pages

    The banking and investment crisis in 2008, the transition of Presidents, and legislation including the Emergency Economic Stabilization Act of 2008 (“Bailout”) and the American Recovery and Reinvestment Act of 2009 (“Stimulus package”), provide us with a great platform for a discussion on the topic of executive compensation. The goal of this article is to give a thorough overview of executive compensation as it exists in our society today. This article will examine executive compensation as it was,[6] as it is,[7] and what it might be in the future.[8] Also included in this article will be an examination of who sets executive compensation[9] and how it should be set.[10]…

    • 15228 Words
    • 61 Pages
    Powerful Essays
  • Powerful Essays

    8. Lichtenberg, F. and Siegel, D. (1990). The effects of leveraged buyouts on productivity and related aspects of firm behaviour. Journal of Financial Economics. 9. Lubatkin, M. and Chatterjee, S. (1994). Extending modern portfolio theory into the domain of corporate diversification: Does it apply?. Academy of Management Journal, 37, pp. 109-136. 10. Pinegar, M. and Wilbricht, L. (1989). What Managers Think of Capital Structure Theory: A Survey. Financial Management, Winter, pp. 82-91. 11. Smith, A. (1990). Corporate ownership structure and performance. The case of Management Buyouts. Journal of Financial Economics, 27, pp.143-164. 12. McConnell, J. and Muscarella, C. (1985). Corporate capital expenditure decisions and the market value of firms. Journal of Financial Economics, 14, pp. 399-422. 13. Modigliani, F. and Miller, M. (1958). The cost of capital, corporation finance, and the theory of investment. American economic Review 48, June, 261-197. 14. Dividend Smoothing, Agency Costs, and Information Asymmetry: Lessons from the Dividend Policies of Private Firms. 15. Michael S. Rozeff , Growth, Beta and Agency Costs as Determinants of Dividend Payout Ratios, Journal of Financial Research, Vol. 5, No. 3, pp. 249-259, Fall 1982. 16. Smith, A. (1990). Corporate ownership structure and performance. The case of Management Buyouts. Journal of Financial Economics, 27, pp.143-164. 17. Henri Servaes Tobin’s Q and the gain from takeovers: The Journal of Finance • Vol. LXVI, No. 1 • March 1991. 18. Easterbrook (1984): Two Agency-Cost Explanations of Dividends. 19. The Modern Corporation and Private Property, Berle and Means. 20. Brealey & Myers on Corporate Finance: Capital Investment and Valuation , Richard A Brealey, Stewart C Myers. 21. The Black (1976) effect and cross market arbitrage in FTSE-100 index futures and options.…

    • 2496 Words
    • 10 Pages
    Powerful Essays

Related Topics