Market Discounts and Shareholder Gains for Placing Equity Privately

TLDR

Private equity placements are sold at large discounts yet generate positive abnormal returns. Discounts in private equity placements reflect information costs to investors, while abnormal returns signal favorable firm value, suggesting the practice addresses underinvestment, signals undervaluation, offers monitoring benefits, and is more information‑driven in smaller firms.

Abstract

ABSTRACT Despite selling at substantial discounts, private placements of equity are associated with positive abnormal returns. We find evidence that discounts reflect information costs borne by private investors and abnormal returns reflect favorable information about firm value. Results are consistent with the role of private placements as a solution to the Myers and Majluf underinvestment problem and with the use of private placements to signal undervaluation. We also find some evidence of anticipated monitoring benefits from private sales of equity. For the smaller firms that comprise our sample, information effects appear to be relatively more important than ownership effects.