This study examines a large sample of M&As conducted in Korea since the financial crisis in late 1990s in order to investigate how announcement returns to acquiring firms differ among various types of acquisitions. We adopt the term ‘acquisition types’ inclusively: the legal procedures, intended goals, payment methods, and acquirer’s financial characteristics such as firm size. We try to get the sufficient sample size by including ‘acquisition of business’ and ‘acquisition of stock’, as well as ‘merger’ in our sample M&A firms. However, we exclude from our sample the backdoor listings that are fundamentally different from ordinary M&As in order to enhance the sample homogeneity. Most of existing empirical studies fail to distinguish backdoor listings from ordinary M&As in sample selection. In our preliminary analysis, the announcement returns of backdoor listings are estimated to be larger by more than twice the size of ordinary M&As. Based on the final sample of 396 acquisitions announced and completed by non-financial companies listed in the Korea Exchange (KRX) from January 2000 to June 2008, acquiring firms’ short-run stock performance (CARs) during the announcement period is examined to see if the market’s initial reaction is affected by such facts as: whether the transaction is a merger or acquisition; whether the acquisition is a diversifying or affiliated one or not; and whether the acquiring firm is large or small. Abnormal returns are measured using both the market adjusted and the market-model adjusted approaches, whose outcomes are basically similar. We perform our analysis both in a univariate setting and in a multivariate framework in which we control for other factors that may affect acquirer announcement returns. Our major findings are as follows. First, acquiring shareholders consistently earn positive abnormal returns for as long as 10 days prior to the announcement date, i.e., the date of decision by a board of directors. However, stock prices behave efficiently, showing seldom abnormal returns after the announcement date. Consequently, their CARs(-5, 1), on average, amount to 5.9%, statistically significant at the 1% level. The positive announcement effects on acquiring firms are more evident in domestic studies than those in foreign studies while the results are consistent with the empirical evidences of existing domestic studies. Furthermore, shareholders of firms in acquisitions of businesses earn positive abnormal returns (CARs(-5, 1)) of 11.1%, while those in abnormal returns to mergers and stock acquisitions are only 5.3%. The difference between these two is statistically significant. Second, acquirers of diversifying acquisitions significantly outperform in shareholders’ abnormal returns relative to acquirers of non-diversifying acquisitions. Although it has been commonly argued that non- diversifying acquisitions increasing the concentration of core business are more likely to create firm value, our empirical evidence supports the opposite. Our result seems to indicate that the stock market of the current decade values highly developing a new business area for the future growth through diversifying acquisitions. Third, acquirers of non-affiliated mergers significantly outperform in shareholders’ abnormal returns relative to those of affiliated mergers, both the acquirer and the target owned by the same major shareholder. The result is consistent with existing empirical findings, suggesting that affiliated mergers are usually initiated by corporate headquarters which have intention to remedy their ailing subsidiaries through mergers with better performing subsidiaries. Accordingly, shareholders of acquiring firms, namely well-performing subsidiaries, react negatively to the announcement of affiliated mergers. Fourth, we find the size effect on M&A transactions, which implies that announcement returns are inversely related with the acquirers’ firm size when measured in total assets and the market value of equity. The size effect is significant and robust in all the variations of regression models. However, the acquiring firm’s financial ratios measured prior to the year of merger completion such as free cash flow, debt ratio, book to market ratio, and profit margin do not have any significant effects on announcement returns. The targets’ financial data such as firm size and operating performance are not meaningfully related with the acquiring shareholders’ returns either. Lastly, it is commonly expected that announcement returns of acquisitions with stocks are less than those of cash acquisitions since acquiring firms would pay for their acquisitions with stocks when those stocks are overvalued and cash when they are undervalued. Although the extant foreign literature documents significant relations between the form of acquisition payment and announcement returns, we find no evidence that the method of payment conveys information about the acquirer’s firm value. Typically in Korea, all stock-financed acquisitions correspond to mergers as the legal forms of acquisitions, whereas all cash-financed acquisitions are of acquisitions of either stocks or businesses. Thus, it is possibly conjectured that the effect of payment methods is veiled by the legal forms of acquisitions.

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Two dominant theories explaining firms’ different level of cash holdings are the static trade-off model and the pecking order theory. According to the former, a firm holds cash and cash equivalent assets when the subject firms’ managers can easily enjoy the incentives from the transactions of such assets and the precautionary motive outweigh the cost and benefit of cash holdings. In contrast to the static trade-off model, the pecking order theory asserts that the level of firm’s cash holdings is determined passively and that the optimal level of cash holdings does not exist since a firm first expends on the profitable investment opportunities and then pays off the debt and accumulates cash holdings with what is left (Myers and Majluf (1984)). Most empirical studies have also placed emphasis on the static trade-off model and the pecking order theory. Both models exhibit exceedingly similar results that smaller-sized firms tend to increase the level of cash holdings, implying a greater degree of information asymmetry existing in a subject firm especially when its investment and R&D expenditures are projected to be high. Higher expenditures subsequently lead to higher future capital requirement and higher possibility of liquidity shortage owing to more volatility in past cash flows (Opler et al. (1999), Gong (2006)). On the other hand, as Myers and Rajan (1998) have mentioned, managers in a firm with a higher possibility of an agency problem due to the separation of ownership and management are likely to have an incentive to hold more cash assets. This is because cash and its equivalents are the easiest types of assets with which managers can exercise their discretional power.. Conversely, at a firm with more transparent corporate governance, on the other hand, its management has less incentive to hold more cash assets as a way to expand his/her discretional power since, then, such firm closely monitors management’s transactions, which reduces the possibility of the agency problem. As such, based on the previous studies, we examine whether the agency theory, as well as the static trade-off model and pecking order theory, is also a significantly influential factor in deciding the level of cash holdings for Korean companies. Most studies consider only partial elements of corporate governance such as ownership structure including shareholding ratios of management, or institutional investors and foreign investors as proxy variables for the possibility of agency problem. Unlike those preceding studies, we use a unique data set of the firm-level corporate governance scores on an annual basis as a proxy variable for the degree of agency problem. The data are being provided by the Korea Corporate Governance Service (KCGS) every year, following the evaluation of listed firms’ ownership structures and governance structures. In addition, we provide an empirical evidence on how the agency problem affects a firm’s level of cash holdings based on our analysis of 2,541 sample firms listed in the Korea Stock Market between 2002 and 2006. We collect an individual firm’s annual financial statement data, stock price data, and composite data with respect to Korean business groups (aka. chaebols) from KisValue II and FnDataGuide. The annual ratio of average cash holdings to total assets ranges from 9.34% to 10.42%. We also consider the standardized score of shareholder protection, board of directors, corporate disclosure (transparency), auditing organization, and earnings distribution which altogether constitute the total corporate governance score. By controlling various factors of the static trade-off model and the pecking order theory, we find that firms with sound corporate governance, especially those that enforce strong shareholder protection rules, tend to reduce the level of cash holdings. Moreover, we also undertake various robustness tests to control for the effects of endogeneity problems of corporate governance and the characteristic of panel data. Furthermore, we provide additional evidence reinforcing our results and the agency theory. We conclude that chaebols show lower levels of cash holding ratios than non-chaebols do, if all else equal. The tendency of the lower the level of cash holdings the better corporate governance the firm has is found more apparent in chaebol firms than in non-chaebol firms. Further, as the level of cash holdings of the other group-affiliated firms increases, the firm’s cash holding ratio becomes lower, implying that the static trade-off model and the pecking order theory have less influence on the cash holdings due to the existence of internal capital markets within Korean chaebol groups. In other words, internal capital markets within chaebols indeed have a substantial impact on the group-affiliated firms and allow them to maintain lower level of cash holdings than those of non-chaebols, all else equal. Overall, this paper provides the evidence strongly supportive of the agency theory and shows that differences in the intensity of agency problem across firms play an important role in explaining the different levels of firms’ cash holdings.

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This paper analyzes the firm-bank relationship from a borrower (firm)’s perspective using the data of Korea’ s listed firms and banks in transaction relationships (say related banks). For the analysis, I use a number of related banks or the of dependence of a firm on the main bank as measurements of firm-bank relationship. Further, the more related bank means that the firm has many ties with banks, which implies the firm can make new relationship with new bank easily. However, each tie is weak in the strength. In the other hands, the more dependence on the main bank means that the firm has the deeper relationship with the main bank. The firm characteristics for the analysis are classified into four categories. The first includes the information asymmetries on the borrower. Firm size, firm history and proportion of tangible assets among total assets are used to capture the information asymmetries. In particular, the firm with bigger size or longer history might have lower information asymmetries in the loan market. The more tangible asset of a firm, often hold as a mortgage in the loan contract, also could decrease the information asymmetries in loan market. The second category includes the performance and the risk of the borrower. ROA and the interest expenses-sales ratio capture the performance and the risk of the firm respectively. The firm showing better performance or with lower risks has less trouble to make a new relationship with new banks. However, these variables does not indicate the depth of relationship between a firm and banks. The third includes the characteristics regarding the growth and investment of a firm. Growth rate in sales and average growth rate in sales for recent five years are used to capture the growth characteristic of a firm. Further, investment activity of a firm is measured by the increase in tangible asset divided by total asset of a firm. Since the firm with fast growth and intensive investment is more likely to have the higher information asymmetries in the loan market, the firm might have trouble to raise funds from banks except the main bank. Therefore, we expect that the growth and investment of a firm are loosely related to the depth of relationship with banks. The fourth is the financial soundness, which is important factor to determine the firm-bank relationship. The financially sounder firm can raise funds easily from only limited numbers of banks. Thus, the sounder financial status of a firm implies the deeper relationship with banks. Since the paper analyzes the firm-bank relationship in the firm’s perspective, I control the characteristics of banks for the analysis using variables like ROA and size of main bank. To control the effects of firm’s dependency on the bank loan, size of bank loans of a firm divided by total liabilities is used. Furthermore, year and industry dummies are included to control the effects of macro economic condition or industry characteristics. The result of empirical analysis shows that borrower with lower information asymmetries is easier to find new relationships with banks and has lower dependency on the main bank. Tuning to the performance and risk of a firm, the firm showing better performance or with lower risks is easier to find new relationship with banks and has lower dependency of the main banks. However, a firm with fast growth and intensive investment is more likely dependent on the main bank to raise funds. Also the result suggest that a firm with the sounder financial status has the smaller number of related banks and the higher dependence on the main bank. In summary, borrower with lower information asymmetries, better performance, and lower risks is more likely to have multiple ties with banks than growth-oriented (or investment-oriented) firms. However, the dependency on the main bank is stronger in growth-oriented (or investment-oriented) firms. In addition, the financial soundness make strengthen the relationship between the borrower and the main bank. It is a common belief that the alleviation of information asymmetry in the loan market can improve the intermediary role of banks. Also the strengthening of main bank stimulates the growth or investment of small-medium enterprise. Moreover, financial soundness of firms is crucial to strengthen the firm-bank relationship and enhance the intermediary role of banks. The analysis in this paper using Korean data empirically supports these common beliefs. However, this paper has several limitations to be improved in future researches. The empirical results are obtained from the recent Korean data, and the time-span of data is not sufficient. Therefore, more rigorous studies are required to generalize the result of this paper. Further, although simple test of correlation among variables shows that endogenous problem is negligible, still the endogenous problem could exist.

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To determine the appropriate tick size for the Korean Exchange (KRX), we analyze the effect of changing the minimum tick size (hereafter “tick size”) on, first, the liquidity, measured by relative spread, market depth, and volume and secondly, on the overall market quality. The results from these analyses shed light on the optimal tick size for the KRX. Our finding shows an ambiguous effect of changing the tick size on market quality: reducing the tick size increases relative spread and volume but decreases market depth. Also, compared to the U.S. exchanges whose tick size is one cent regardless of the stock price, the tick size of the KRX is a step function of the stock price. This characteristic allows us to study the effect of changing the tick size by comparing stocks with prices just above and just below the level at which the tick size changes. Unlike previous studies, our analyses focus on the effect of changing the tick size on market depth among liquidity variables, by, among others, addressing the endogeneity problem among the variables. Other specific methods used in our analyses are as follows. First, as a preliminary study, we examine whether our results regarding the effects of changing tick size on three variables of liquidity--relative spread, market depth, and volume--in the KRX are the same as those from previous studies on domestic and overseas exchanges. Second, we investigate the effects of changing tick size on investors’ order submission patterns to find the reasons and implications of the adverse effects of reducing tick size on market depth. For both analyses, we conduct panel-data analyses, which are robust even with the endogeneity problem. Rogers’ (1993) standard errors are incorporated in order to adjust for the clustering effect. Third, we test dynamic relations between tick size and market depth in order to obtain detailed results indicating the effects of reducing tick size on market depth. This test is designed to measure the extent to which the KRX tick size could be reduced. For this test, we use the sample stocks whose tick sizes change during the sample period. We, first, sort them into 9 categories based on their upper and lower price limits and, then, conduct “endogeneous” event studies. Using all 689 common stocks listed on the KRX during our sample period of 122 trading days from January 3 to June 30 in 2005, we apply both TAQ (Trades and Quotes) and daily data to each stock. The data are provided by the KRX. The test results for our seven null hypotheses are as follows. •Results from Analyses for the Effects of Changing Tick Size on Liquidity: Reducing tick size has a favorable effect on relative spread and volume, but an unfavorable effect on market depth. This finding of trade-off among the liquidity variables confirms similar results from previous studies; however our finding is more robust, since the endogeneity problem among the variables is taken into account in the regression analyses. Our study also has the practical implication that policy makers must heed unfavorable effect on market depth when considering reducing the tick size as a way to reduce transaction costs. •Results from Analyses Using Investors’ Order Submission Patterns: As tick size is reduced, order size decreases and the ratio of cancellation and correction orders increases. Market depth, in turn, is decreased and market quality deteriorates. As tick size is reduced, the ratio of “order-more-improved to best-order” also increases. This increase leads market depth and relative spread to decrease; as a result, it can either improve or deteriorate market quality due to the trade-off between them. As tick size is reduced, the market-order ratio slightly increases, decreasing liquidity and, in turn, resulting in a slight deterioration of market quality. All together, a decrease in order size and an increase in the ratio of cancellation and correction orders are, at least, principal causes for decreasing market depth as tick size reduces. •Results from Dynamic Relation between Tick Size and Market Depth: Reducing tick size does not decrease the market depths of the stocks whose prices are around the points at which the tick size jumps, except at 10,000 won. This implies that the tick size can be reduced at most price levels without deterioration of market depth. The price range jumping around 10,000 won is the only exception at which market depth decreases with statistical significance as the tick size decreases. This phenomenon is closely related to the large change in the relative tick size (from 0.1% to 0.5%) at this price range, which is a very abrupt change compared to that at other price ranges (from 0.1% to 0.2%, in particular for 5,000 won and 50,000 won price ranges). Therefore, if we set our argument to stocks under 100,000 won, the KRX can reduce the relative tick size 0.2 percent without having significant adverse effects on market depth.

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This paper is an empirical investigation of the determinants of the cross- section of stock returns in Korea. While Fama and French’s (1993) three-factor asset pricing model is known to perform reasonably well in explaining the cross-section of stock returns in the U.S. and many other stock markets in developed countries, the model’s performance in explaining the cross-section of stock returns in Korea has been less than satisfactory. More specifically, there is mixed evidence for the existence of the book-to-market effect in the Korean stock market. Because Fama and French’s three-factor model is empirically motivated without firm theoretical grounds, it is difficult to argue that the book-to-market factor (HML) is a priced risk factor in the Korean stock market without clear empirical evidence for the book-to-market effect in the cross- section of stock returns in Korea. Consequently, an alternative asset pricing model is necessary to be used widely in Korea for the purpose of risk adjustment in estimating the cost of capital or performance evaluation. Using monthly stock returns and accounting information for the sample of non-financial firms belonging to the KOSPI index over the 1991~ 2007 period, we first investigate the cross-sectional relationship between stock returns and firm characteristics in the Fama-MacBeth regression framework. We find no evidence for the book-to-market or momentum effect. Firm characteristics which show significant relationship with the cross-section of stock returns in Korea are firm size measured by market capitalization and liquidity measured by turnover. Given the evidence for the size and turnover effects, we construct portfolios by sorting firms into four size groups and four turnover groups independently, similar to the way in which Fama and French (1993) construct their size and book-to-market portfolios. The sixteen size-turnover portfolios show clear patterns in average returns, decreasing in both firm size and turnover. Moreover, these size-turnover portfolios exhibit much bigger spread in average returns than the portfolios constructed using firm size and book-to-market (size-BM portfolios), which suggests that the size-turnover portfolios may be more useful and relevant test assets than the size-BM portfolios in the Korean stock market. The clear pattern of average returns in the size-turnover portfolios suggests that liquidity measured by turnover may be a priced risk factor in Korea. In order to estimate the magnitude of the risk premium associated with the size and turnover effects, we construct mimicking portfolios which are designed to capture the effects of firm size and turnover in the cross-section of stock returns, similar to the way in which Fama and French (1993) construct their mimicking portfolios, SMB and HML. Consistent with the results from the Fama-MacBeth regressions, the size factor (SMB) and the turnover factor (NMP) show significantly positive average returns while the average return of the book-to-market factor (HML) is positive but statistically insignificant. The magnitudes of the average returns for SMB and NMP are also economically significant at 0.99% per month for SMB and 1.19% per month for NMP. We then perform standard time-series and cross-sectional tests of asset pricing models using the size- turnover and size-BM portfolios as test assets. The asset pricing models we consider are the Fama-French three-factor model and our alternative three-factor model which replaces the book-to-market factor HML with the liquidity factor NMP. The main findings are as follows. When the size-turnover portfolios are used as test assets, the GRS F-test rejects the Fama- French three-factor model while it does not reject our alternative three-factor model. Moreover, the estimated risk premium for the liquidity factor NMP is both economically and statistically significant at 1.3% per month, which is also similar in magnitude to its average return of 1.19% per month. When the size-BM portfolios are used as test assets, the two models show broadly comparable performance. These main findings remain unchanged when we test the models using the first half or the second half of the sample period. In particular, we find that the liquidity factor NMP shows significant explanatory power for the cross-section of stock returns in each of the sub-sample periods. The Fama-French three-factor model is widely used in research and practice for risk adjustment and performance evaluation in both the U.S. and Korea. But the lack of clear empirical evidence for the book- to-market effect in Korea raises a question about the relevance of the book-to-market factor HML and the Fama-French three-factor model in understanding the determinants of stock returns in Korea. The findings in this paper suggest that our alternative three-factor model which incorporates a liquidity factor may be more useful and relevant for understanding the systematic variation of stock returns in Korea.

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This paper analyzes the behavior of return and volatility using the opening and closing prices of Korea Exchange (KRX) stocks and examines the impact of global trading of cross-listed Korean stocks on the volatility. For the analysis, this paper specifically examines ratios of variances of open-to-open relative to close-to-close returns as well as correlation of returns for adjacent trading and non-trading periods for the KRX stocks, and the impact of global trading on variance ratios and return correlations. Through the analysis, this paper finds evidence from the Korean market that supports the explanation offered by Amihud and Mendelson (1991) attributing greater volatility in opening prices to the preceding overnight non-trading period. This paper also documents that opening prices reflect temporary pricing deviation while such deviations are less likely to occur at closing, and thus these deviations are likely a main source of pricing errors causing the greater volatility at the opening of the market. Moreover, by examining the price behavior of cross-listed KRX stocks and comparing the results with those of non-cross-listed stocks, this paper provides additional evidence that the high volatility at the daily opening may be attributed to the overnight non-trading period that precedes it and that globalization of stock trading can reduce pricing errors and improve value discovery.

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Recent research on corporate acquisitions suggests that misvaluation in the stock market affects the M&A activities. The management of an overvalued firm may be tempted to maximize its shareholder value by exchanging its overvalued stocks with those of less overvalued firms (Shleifer and Vishny, 2003; Rhodes- Kropf et al., 2005). Consequently, using stocks as a medium of payment in a merger can be interpreted as a signal that the acquiror may have been overvalued; thus, the market response could be less favorable (Dong et al., 2006). In order to prevent such a negative effect of using stocks, an acquiror whose firm is not overvalued prefers to make a cash offer (Shleifer and Vishny, 2003). Another important implication of the misvaluation hypothesis is that corporate acquisitions by an overvalued firm tend to reduce the stock price volatility as long as non-overvalued target firms are found in different industries from the overvalued firm (Cai and Vijh, 2007). This hypothesis contrasts with the agency view that a decrease in the stock price volatility after a merger results from the managerial incentives, seeking the insurance effects on its career by diversifying firms under its control. This paper examines changes in the shareholder value and the stock price volatility following merger announcements and tests whether the corporate acquisition in the absence of strategic choice of a medium of payment incurs a signaling effect of overvaluation. To do so, we introduce a simple model of a merger in which the merger announcement can be considered a signal of overvaluation. In the model, the management of an acquiring firm has private information on the synergy of acquisition and the value of the firm. We show that the management chooses acquisitions regardless of the synergy if the firm is overvalued, while, otherwise, it chooses acquisitions only when the acquisition synergy is large enough. As a result, a corporate acquisition by a firm that is potentially overvalued may raise a concern on the possibility of adverse selection. In general, the adverse selection can be avoided if the management can strategically choose the medium of the payment. In this paper, however, we insist that due to the unique feature of Korean M&A market in which cash offers are not allowed in M&A transactions, the valuation effects of the merger announcement in Korea reflect both synergy expectation and the concerns about adverse selection. We provide empirical analyses on whether the stock market reactions to the merger announcement are less favorable as the acquiror is more likely to be overvalued. We choose the value of the stock options that the management of the acquiror is endowed as a proxy variable to determine whether the firm is overvalued. More specifically, we classify sample firms whose stock options for the management are in-the-money (ITM firms, hereafter) to be more likely to be overvalued and those whose stock options are out-of-the-money (OTM firms, hereafter) to be less likely. Empirical results show that first, ITM firms exhibit a lower cumulative abnormal return than OTM firms do following the merger announcement. Furthermore, ITM firms exhibit a large decrease in the stock price after the completion of the merger while OTM firms do not. This result is consistent with the misvaluation hypothesis that overvalued firms attempt to use the overvalued shares of stock to acquire other firms to maximize the shareholder value. For ITM firms, an increase in the stock price due to the expectation of merger synergy is at least partially countervailed by concerns on adverse selection. On the other hand, OTM firms experience a greater increase in the stock price since adverse selection is less severe. Second, we find that the cumulative abnormal returns to the merger announcement are positively related with changes in the stock price volatility after the completion of the merger. In other words, firms with a greater decrease in the stock price volatility exhibit less increase in the stock price. This result supports that a decrease in stock price volatility may be a consequence of the managerial attempt to utilize the overvalued stocks to acquire firms at a lower price than the target company deserves, not necessarily an outcome of agency problems. Lastly, we find that firms whose management has stock options do not exhibit a decrease in the volatility of their stock prices, while those whose management does not have stock options do. This result is consistent with the notion that firms whose management has stock options are less likely to pursue diversification than firms whose management does not. In addition, our empirical results turned out to be robust to the use of pre-merger stock performance as another proxy variable of overvaluation.

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We hypothesize that investor relations(IR) as voluntary disclosures lead to long-term reductions in information asymmetry among investors. The results show that firms which held IR experience a significant decline in the subsequent level of information asymmetry, in contrast to firms which did not. This decline in information asymmetry results from less trading by privately informed investors relative to uninformed investors. After the potential endogenous relation between disclosure and information asymmetry is controlled, the results are robust. Additionally, we find that IRs held consecutively over two quarters do not contribute to the further decline in information asymmetry. The results imply that IR activities are effective in reducing information asymmetry and therefore, might contribute to a decline in the cost of capital.

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This paper investigates the effects of infrequent trading and overnight trading halts on the overnight and daytime returns behavior. Previous empirical studies of market microstructure document the variance and covariance structure of intra- and inter-day stock returns. Many of them try to explain their findings by bid- ask spread. This study, however, explains it by the effects of infrequent trading and overnight trading halts. A model is developed for explaining various returns behavior based on the existence of infrequent trading and overnight trading halts. Empirical evidence is presented for KOSPI All Share, Large Cap, Small Cap indices. The empirical results confirm the validity of the model proposed in this study.

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The beneficiary regard public pension fund as risk free asset. It is reason why the government guarantee the pension members pension benefit with no relation of fund investment result. But the pension members predict changing of pension scheme when the pension liability exceed pension asset plus government pension support ability. When pension liability is bigger than government payment due to poor pension fund performance, the members think that pension scheme must be changed. They consider that pension contribution rate will be raised or beneficiary will be reduced. They regard pension benefit right as risk asset including possibility of changing in consequence of pension fund result. In this paper, I try to estimate discount rate of pension liability including pension scheme risk; the probability of reducing beneficiary or raising contribution.

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