• private debt;
  • asymmetric information;
  • earnings management;
  • information content;
  • mispricing;
  • threshold level monitoring

Abstract:  Private placements of straight nonbank debt by publicly traded firms elicit a positive stock price reaction on average, consistent with a market perception that they confer significant certification and monitoring benefits on borrowers. However, long-run stock returns following the debt issues are significantly lower than benchmarks. Our results are consistent with the view that firms issue private debt prior to a decline in operating performance, and they disclose overly optimistic information in the pre-issue period which prevents information on the upcoming downturn from reaching the market in a timely manner. Lenders have private information on the post-issue performance decline prior to their lending decision, and take steps to protect their investment which do not benefit equity investors. Our results are inconsistent with certification and monitoring benefits accruing to equity investors from private nonbank debt.