Rajesh P. Narayanan

The role of syndicate structure in bank underwriting

Abstract The re-entry of banking organizations into securities underwriting raises concerns over the possibility of banks using their lending-generated private information to benefit themselves and the issuing firm at the expense of investors. This paper illustrates the use of syndicate structure by lending banks to credibly commit against such opportunistic behavior and to exploit their proprietary information to lower issuance cost for borrowing firm issuers. We show that lending banks predominantly comanage with a high reputation nonlending underwriter. We present evidence that, relative to investment banks, comanaging issues allows lending banks to lower issuance costs for borrowing firms.

Fairness Opinions in Mergers and Acquisitions

Fairness opinions provided by investment banks advising on mergers and acquisitions have been criticized for being conflicted in aiding bankers further their goal of completing the deal as opposed to aiding boards (and shareholders) by providing an honest appraisal of deal value. We find empirical support for this criticism. We find that shareholders on both sides of the deal, aware of the conflict of interest facing advisors, rationally discount deals where advisors provide fairness opinions. The reputation of the advisor serves to mitigate this discount, while the contingent nature of advisory fees appears to have no impact. Furthermore, consistent with the criticism of fairness opinions, we find evidence suggesting that fairness opinions are sought by boards for the legal cover they provide against shareholders unhappy with the deals terms. Thus, altogether our findings suggest that investment bankers and boards may be complicit in using fairness opinions to further their own interests at an expense to shareholders.

Welfare effects of expanding banking organization opportunities in the securities arena

Abstract This study examines the welfare consequences of expanding, via deregulation, securities activities of banking organizations. The wealth effect of expanding the permissible scale of Bank Holding Company (BHC) securities activities is redistributive: when revenue limits are relaxed, BHCs gain at the expense of investment banks and their customers. However, removing prudential interaffiliate firewalls to permit BHCs to freely pursue synergies from the joint performance of banking and securities activities shows negative wealth effects for BHCs and an increase in their idiosyncratic risk. Relaxing firewalls appears to raise concerns about stockholder and customer exposure to “ethical risk” loss from management conflicts of interest.

Relaxing Glass-Steagall provisions: wealth and risk effects on foreign banks and their domestic corporate customers

Abstract We provide evidence that expanding the permissible scale of Bank Holding Company (BHC) securities activities in the US redistributes wealth from foreign banks and their domestic customers to domestic BHCs. However, removing prudential interaffiliate firewalls to permit BHCs to freely pursue synergies from the joint performance of banking and securities activities results in wealth losses for all interest groups. Securities activity deregulation increases the systematic risk for the foreign bank sector. Our evidence highlights that the application of the US regulatory policy of national treatment, which seeks to provide equality of competitive opportunity to foreign banking institutions operating in domestic markets, results in competitive inequities.

Credit Default Swaps, Strategic Behavior, and Credit Spreads

Credit default swaps (CDS) introduce frictions in debt renegotiations because they alter the incentives of creditors insured with CDS to favor bankruptcy instead of restructuring debt out-of-court. Such renegotiation frictions can increase bond spreads by increasing distress resolution costs. Alternatively, they can decrease bond spreads by deterring the firm from strategic default. Using newly available data on firm-level CDS positions to proxy for the extent of CDS insurance, we find that bond spreads increase with CDS insurance. Additional tests indicate that the increase in spreads is associated with the effect CDS insurance has on increasing distress resolution costs. These results, which are robust to endogeneity concerns associated with CDS insurance, provide evidence that credit insurance can affect a firm’s cost of debt.