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The Effect of Lead Institutional Investors On Investment and Capital Structur
The Effect of Lead Institutional Investors On Investment and Capital Structur
A R T I C L E I N F O A B S T R A C T
JEL classification: We study the consequences of an exogenous event, a regulation that allows IPO firms to seek investment from
G10 lead institutional investors in India. We document a significant increase in IPO volume as a result of the regu
G18 lation. Post-regulation, lead-investor backed firms experience a reduction in issuance cost, an increase in capital
G24
investments and a decrease in leverage. The effects on investments and leverage are significant for high growth
G32
and financially constrained firms. Financially constrained firms backed by lead investors raise 26.4% more equity
Keywords:
than unconstrained firms. Our findings provide evidence that discretionary allocation of shares to lead institu
Capital market
Financial market policy
tional investors could reduce capital constraints.
IPO
Firm financing
Capital structure
Capital expenditure
* Corresponding author at: Masters’ Union School of Business, G33R+29P, Phase II, Udyog Vihar, Sector 20, Gurugram, Haryana 122008, India.
E-mail addresses: aarti.sharma@mastersunion.org (A. Sharma), ankit.singhal@krea.edu.in (A. Singhal), vishwanatha.r@mahindrauniversity.edu.in
(V.S. Ramanna).
https://doi.org/10.1016/j.irfa.2023.102996
Received 21 April 2023; Received in revised form 10 August 2023; Accepted 9 October 2023
Available online 12 October 2023
1057-5219/© 2023 Elsevier Inc. All rights reserved.
A. Sharma et al. International Review of Financial Analysis 91 (2024) 102996
IPO) in the IPO pre-market, subject to disclosures relating to the price at Third, one of the potential benefits of the anchor investor program is
which allocations were made and the identity of anchor investors.1 In that it reduces the risk of devolvement for underwriters. The “reduction
this paper we examine the role of these lead institutional investors in in underwriting risk” hypothesis suggests that by pre-selling a large
reducing capital constraints that IPO firms face and their impact on fraction of shares to anchor investors, underwriters can avoid the risk of
investment and capital structure of these IPO firms. While institutional under-subscription.3 Since the process results in a reduction in under
ownership may be useful for all types of firms because of their ability to writing risk, we expect the underwriter compensation to reduce when
participate in corporate governance, it may be particularly important for anchor investors are involved. This could be particularly true when
small and young firms that are about to go public. reputed anchor investors are involved. We hypothesize that anchor
The global financial crisis of 2007–2008 had eroded investors’ backing lowers the underwriter compensation, especially when reputed
wealth. The crisis prompted the regulator (SEBI) to initiate the anchor anchor investors are involved.
investor program to instill confidence in investors. We examine whether Prior research shows that anchor backed IPOs have lower under
the anchor investor initiative resulted in a significant increase in IPO pricing as compared to non-anchor backed IPOs (Lu & Samdani, 2019;
activity after the crisis. We also exploit the regulatory reform to inves Seth, Vishwanatha, & Prasad, 2019). Our paper differs from these papers
tigate whether the investment by anchor investors reduces issuance cost in that we examine the role of lead institutional investors in the reduc
because of which IPO firms raise more equity. This enhanced ability to tion of capital constraints faced by SMEs and the associated impact on
raise capital may allow anchor backed firms to undertake more (prof investments and capital structure of IPO firms although we study some
itable) investments as well as to reduce financial leverage.2 We test these pre-market effects to complete the analysis. Our focus is not on the
conjectures. impact of anchor investors on IPO underpricing.4 The issuance cost
Our analysis uses 788 IPOs that were issued between the first quarter comprises of underwriter compensation and underpricing. Existing
of 2006 and the second quarter of 2019 out of which 154 were anchor research shows that the involvement of anchor investors reduces
backed. Our focus is on the impact of anchor investors in the pre- and underpricing. If their involvement also reduces underwriter compensa
after-market. To do this, we employ Difference-in-Difference (DID) tion, we can infer that issuance costs reduce when lead investors invest
estimation in our analyses. We set up a time window to segregate the in IPO firms.
pre- and post-legislation years around the introduction of the regulation Fourth, the signaling theory of Spence (1973) has long been used to
in 2009. describe IPO activity (e.g., Allen & Faulhaber, 1989; Grinblatt & Hwang,
By studying the effect of lead institutional investors on investment 1989; Ritter, 1984). Anchor investors send credible signal to the market
and capital structure of IPO firms we contribute to the literature in the by making considerable investment in IPO firms. Williams, Duncan, and
following ways: Ginter (2010) suggest that pre-market investors convey signals that are
First, Gustafson and Iliev (2017) study the consequences of an simultaneously related to the IPO’s ability to attract reputable lead
exogenous deregulation in 2008 that allows smaller firms with a public underwriters and multiple underwriters. Additionally, they propose that
float of less than $75 m to raise capital through seasoned equity offerings there is a correlation between these pre-market signals and the offer
via the shelf registration process in the U.S. They document a reduction price and total offer amount raised. We posit that the signaling associ
in equity issuance costs, an increase in investment, and a decline in ated with anchor investor backing would enable IPO firms to raise (and
financial leverage. In contrast, we use the aforementioned experiment to invest) more capital.5 We expect this to be particularly true of high
study how institutional investors can help IPO firms in achieving the same growth firms and financially constrained firms.6 Therefore, we hy
result in an emerging market context. Small and young firms that face pothesize that anchor backing helps growth firms and financially con
asymmetric information may find the association with lead investors strained firms to raise more equity when compared with low-growth and
particularly useful to credibly signal their firm quality. non-constrained firms. If the IPO firms are successful in mobilizing more
Second, Prior research has examined the impact of Jumpstart Our equity it would decrease their leverage, ceteris paribus.
Business Startups (JOBS) Act, which was enacted to revitalize the IPO Fifth, the literature on the determinants of capital structure has
market for small firms in the U.S.A. Dambra, Field, and Gustafson (2015) identified a number of factors such as taxes (Doidge & Dyck, 2015;
find that, after controlling for market conditions, the JOBS Act led to a Graham, 2000; Heider & Ljungqvist, 2015), market timing (Baker &
25% increase in IPO volume over pre-JOBS levels and firms with high Wurgler, 2002), and market conditions (Korajczyk & Levy, 2003).
proprietary disclosure costs, such as biotechnology and pharmaceutical Dudley and James (2018) analyze capital structure changes around IPOs
firms, increased IPO activity the most. Like them we too study the by focusing on new-economy firms. Their objective is to examine how
consequences of a regulatory reform. We extend the literature by
investigating the role played by lead institutional investors in improving
the market access to young firms. We posit that anchor investors bring
3
credibility to IPO firms thereby enabling more firms to go public. We They have to sell fewer shares to remaining investors. This reduces their
responsibility and risk.
hypothesize that the introduction of anchor investors increases the IPO 4
Aggarwal et al. (2002) and Binay, Gatchev, and Pirinsky (2007) jointly
volume after controlling for market conditions, and anchor-backed IPOs
estimate allocation to institutional investors and underpricing using two stages
raise more equity after controlling for firm characteristics, especially least squares and seemingly unrelated regressions to address potential endo
when they are financially constrained. geneity between institutional investment and underpricing. Seth et al. (2019)
point out that, in the U.S context, institutional investors do not face a lock-up
period. They can realize listing day returns by selling shares. Anchor in
vestors, on the other hand, face a 30-day lock-up because of which initial
1
Anchor investors include prominent international institutional investors returns are of no consequence to them. These investors realize their returns
such as Goldman Sachs, Abu Dhabi Investment Authority, Temasek Holdings, once the lock-up expires. As a result, they do not expect reverse causality. More
and Société Générale apart from domestic banks, mutual funds and insurance importantly, unlike Seth et al. (2019), the focus of this paper is on investments
companies. and capital structure of investee firms after the IPO, not initial returns. We do
2
That institutional shareholding may have a bearing on a firm’s capital not expect reverse causality between institutional investment and investments
structure is not entirely new. For example, Chaganti and Damanpour (1991) and capital structure of firms.
5
show that the size of outside institutional stockholding has a significant effect If anchor investors maximize proceeds for their investee firms, in the after-
on the firm’s capital structure. Unlike them we examine the impact of institu market these firms should be better positioned to undertake investments that
tional shareholding on IPO firms. In their analysis of firms on the Growth En they otherwise could not have.
6
terprise Market (GEM) in China, Huang, Boateng, and Newman (2016) find that It is growth firms and financially constrained firms that find anchor backing
institutional investors’ shareholding does not influence the level of debt. more valuable.
2
A. Sharma et al. International Review of Financial Analysis 91 (2024) 102996
market timing affects leverage ratios. to higher profitability. If monitoring by lead institutional investors is
Several papers have shown that corporate finance decisions can be useful, we would expect investee firms to undertake more profitable
influenced through investor preferences (Faulkender & Petersen, 2006; investments. We hypothesize that anchor backed IPOs have higher
Leary, 2009; Lemmon & Roberts, 2010). These studies typically use operating profitability than non-anchor firms after the IPO.
proxy variables derived from financial statements or market data to Our main results are as follows. We document a significant increase
capture capital supply and investor preferences. Brown, Dutordoir, Veld, in IPO volume as a result of the regulatory reform. Post-regulation,
and Veld-Merkoulova (2019) survey institutional investors about their anchor-backed firms experience a reduction in issuance cost, an in
role in capital structure decisions and views on capital structure the crease in capital investments and a decrease in leverage. The effects on
ories. They find that over 82% of investors believe they influence investments and leverage are significant for high growth and financially
corporate capital structure decisions, especially for smaller, younger, constrained firms. Financially constrained firms backed by lead in
and more financially constrained firms. We empirically show that vestors raise 26.4% more equity than unconstrained firms. The under
institutional investment in IPO firms can be an important determinant of writer compensation falls by 7% when the IPO is backed by reputed
capital structure of young firms in that they could impact not only the anchor investors. We find that anchor investor backed firms experience a
cost of equity but also the amount of equity raised and leverage. significant increase in investments (249.48%). These firms also experi
Sixth, many papers have studied the impact of venture capital and ence a reduction of 14.45% in financial leverage (28% for high growth
private equity investors on the initial returns and long-term performance firms). We do not find these results in placebo specifications. Our find
of IPOs (Brav & Gompers, 1997; Lee & Wahal, 2004; Levis, 2011; ings provide evidence that discretionary allocation of shares to lead
Michala, 2019; Velamuri & Liu, 2017; Wang & Lu, 2003). The moni institutional investors could reduce capital constraints.
toring role of these institutional investors is also well documented in the The rest of the paper is organized as follows. Section 2 describes the
literature (e.g., Barry, Muscarella, Peavy III, & Vetsuypens, 1990). These institutional setting, data, and methods. In section 3, we present the
investors invest in firms before the IPO. We study investment by insti empirical results. We provide additional analyses in Section 4. Section 5
tutional investors at the time of the IPO. Further, other papers do not concludes.
study how institutional investors affect the performance of IPO firms.
We contribute to the broader literature on institutional ownership of 2. Institutional setting, data and methods
young firms by examining the role of institutional investors in reducing
capital constraints faced by IPO firms and their capital structure. 2.1. Institutional setting
Allotting a large block of shares to institutional investors results in
economics of scale for the issuer and the underwriter and may result in In July 2009, the Securities Exchange Board of India introduced the
higher firm value due to monitoring by institutional investors (Shleifer concept of Anchor Investors (AIs) in the Indian capital market to boost
& Vishny, 1986). While anchor investors may not seek board positions, investor confidence and provide credible benchmarks for IPO valuation.
because they hold substantial portion of shares they have the incentive The SEBI regulation requires AIs to be Qualified Investor Buyers.7 The
to actively participate in the governance of the corporation. We posit issuing firm can issue up to 30% of the allocation available to QIBs to
that anchor investor participation results in a reduction in barriers to anchor investors.8 Anchor investors are required to invest a minimum of
security issuance arising out of asymmetric information because of INR 100 million with a lock-in period of one month from the date of
which these firms may be able to increase investments and reduce allotment. The goal of this regulatory reform is to attract reputable and
financial leverage. This is particularly important for growth firms and sophisticated investors who could influence investors’ demand by
financially constrained firms. Therefore, we hypothesize that anchor participating in the pre-IPO market. Further, one-third of the allocation
backed IPOs undertake more investments after controlling for firm available to anchor investors must be reserved for domestic mutual
characteristics and that the increase in investments is particularly more funds. The maximum number of anchor investors permitted in an IPO is
for anchor-backed, high-growth firms. A related hypothesis is that an 2 for offer size up to INR 100 million, a minimum of 5 and maximum of
chor backed firms experience a reduction in financial leverage due to 25 anchor investors for offer sizes up to and beyond INR 2500 million
their ability to maximize offer proceeds and lower the cost of issuing respectively, subject to a minimum allotment of INR 50 million per
equity. The reduction in leverage is particularly more for high growth investor. Typical anchor investors include commercial banks, mutual
firms and capital constrained firms. funds, foreign institutional investors, venture capital funds, insurance
Several empirical studies have analyzed the impact of institutional companies, provident funds and pension funds.
investment on long term performance of IPOs. Field and Lowry (2009) The Indian book building process is similar to those in other coun
find that IPO firms with higher institutional investment outperform tries such as the U.S.A.9 The lead manager drafts the preliminary pro
firms with lower institutional investment. Investigating the pattern of spectus and files the prospectus with the Securities Exchange Board of
institutional and non-institutional investment for a large sample of IPOs India for approval. The preliminary prospectus does not contain the
issued in the United States over 20 years, they document that institu issue price. On obtaining the authority’s approval, the book runner
tional investor accurately use publicly available information to identify
IPO firms that are likely to perform better. Demiralp, D’Mello, Schlin
gemann, and Subramaniam (2011) find a positive and significant rela 7
Qualified institutional investors are institutional investors who are gener
tionship between post-issue stock returns and the contemporaneous ally perceived to possess the expertise and the financial strength to evaluate and
post-issue changes in total and active institutional ownership and the invest in securities and are to be registered with the Securities Exchange Board
concentration of their shareholdings. Their study shows that operating of India. There are around 300 QIBs in India.
8
performance improvements are related to institutional monitoring in the The Indian securities law prescribes that (a) not less than 30% of the net
one, two, and three years following the equity issue. Their results sup offer be allotted to retail individual investors; (b) not less than 10% of the net
port the notion that institutional investors have an informational offer be allotted to non-institutional investors i.e. investors other than retail
advantage, which enables them to identify and invest in (subsequently) individual investors and Qualified Institutional Buyers; and (c) not more than
60% of the net offer be allotted to Qualified Institutional Buyers. If QIBs apply
better performing firms. Recent papers have studied the impact of
for exactly the same number of shares ear marked for them, the offer would
cornerstone investors (similar to anchor investors) in Asian markets
have a subscription of 1× in the QIB category. Thus, a QIB subscription of 10×
particularly in Hong Kong (Espenlaub, Khurshed, & Saadouni, 2016; implies an oversubscription of 9× in the QIB category.
McGuinness, 2014). We investigate the long-term operating perfor 9
One important difference between India and the U.S is that underwriters did
mance (ROA) of investee firms because our goal is to investigate not have discretionary allocation power before the initiation of the anchor
whether the higher investments undertaken by anchor backed firms lead investor program.
3
A. Sharma et al. International Review of Financial Analysis 91 (2024) 102996
circulates the preliminary prospectus with intermediaries such as in reputed; others are not. The rankings are updated annually.
vestment banks and brokers inviting them to join the syndicate. Anchor Investor Reputation: Following Seth et al. (2019) we
After completing the legal process of going public,10 the lead man measure the reputation of an anchor investor by its market share just as
ager begins a road show during which presentations are made to insti the reputation of an underwriter is measured by its market share.11 We
tutional investors, including potential anchor investors. These meetings set the reputation score equal to the market share. By design, the total of
help a firm going public to solicit investments by lead investors. Issuing reputation scores of all anchor investors equals 100. These reputation
firms may be more willing to share information with potential lead in scores are then translated into an IPO-reputation score by summing up
vestors in return for assured investment. The underwriters are required the scores of each anchor investor backing the IPO. All IPOs with
to allocate a predetermined fraction of shares for three categories of reputation scores above the median are classified as backed by reputed
investors i.e., Qualified Institutional Buyers (QIBs), Non-Institutional anchors.
Buyers (NIBs) and Retail Individual Buyers (RIBs). The July 2009 Financial Constraints: To measure financial constraints, we
regulation carved out a separate category of lead institutional investors construct the Size-Age (SA) index suggested by Hadlock and Pierce
i.e., anchor investors who are allowed to participate in the pre-IPO (2010) as − 0.737 Size +0.043 Size2–0.040 Age, where Size is the log of
market. inflation-adjusted (to 2004) total assets and age is the number of years of
The SEBI regulation empowers underwriters to identify anchor in existence since inception. We also cap Size at (the log of) 4.5 billion and
vestors and determine an appropriate allotment price. The regulation Age at 37 years and then sort firms into terciles based on their index
stipulates that if the price fixed for public issue through book building is values. Firms in top tercile are constrained firms while firms in the
higher than the price at which anchor investors are allotted, then anchor bottom tercile are unconstrained firms.
investors are required to pay the additional amount. However, if the Investment to Assets: Capital expenditure expressed as a percent
price fixed for the public issue is lower than the price at which the age of the beginning of the period total assets.
allocation is made to anchor investors, then anchor investors are not Investment to PPE: Capital expenditure expressed as a percentage
paid the difference in price. The law also prohibits them from selling of the beginning of the period property, plant and equipment.
their allocations for 30 days from the date of allotment. This early Profitability: EBITDA as the percentage of the beginning year of
participation by anchor investors provides a signal of issue quality and period total assets.
might be beneficial for issuers and investors. Tangibility: Ratio of fixed assets and total assets.
Pricing and allocation must be finalised one day before the book Leverage: Book value of long-term debt and short-term debt scaled
opens to the general public. The regulation indicates that there should by total assets.
not be any material relationship between anchor investors and the book Firm Size: Natural log of total assets.
runner or the founders of the firm to ensure that anchor investors are
independent. Once the price at which the allocation is made to the an 3. Methods
chor investors is fixed, the regulation requires the underwriter to
disclose to the general public the price and the quantum of shares We use OLS regressions to model quarterly IPO volume and under
allotted to anchor investors before the opening of the IPO to other in writer compensation and propensity score matching and DID estimation
vestors. Since investors know the identity of anchor investors and the to model investment and financial leverage after the IPO. We employ
price at which allocations were made, they may use this as a relevant Propensity Score Matching (PSM) to match the treated with the un
valuation benchmark. treated group. We define anchor-backing as the treatment, anchor-
backed IPOs as the treated group and the non-anchor-backed IPOs as
2.2. Sample and variable construction the untreated. The matching is done using a function of controls such as
market-to-book ratio, tangibility, profitability, firm size, institutional
Our sample consists of 788 IPOs that were issued between 2006 and ownership, and cash flow to assets. Our design is similar to Samdani
the second quarter of 2019 out of which 154 were backed by anchor (2019). In his paper on Indian IPOs, he points out that the DiD method
investors. We obtain IPO related information from the Prime IPO provides an unbiased effect estimates under the assumption that trends
Database and supplement the data with historical stock prices from the over time between the treatment group and the control group remain
Bombay Stock Exchange (BSE) website. We collect firm-level data from unchanged in the absence of a policy intervention that affects the
the Prowess database of the Centre for Monitoring. treatment group but not the control group (Abadie, 2005). He points out
Indian Economy, which is a standard source of information related to that in the DiD context, it is usually OK for groups to differ in their levels
financial statements of Indian firms (Khanna & Palepu, 2000). of outcomes in the pre-2009 period.
Appendix A provides a summary of the key variables used in our Table 1 presents a description of the notation we use for exposition. It
analysis and the data sources. We briefly discuss some of the important
variables here.
Table 1
Underwriter Compensation Total fees charged by the underwriters
Propensity Score Matching (PSM) Notation.
IPO Volume 1) Quarterly IPO activity (number of IPOs) scaled by
the number of domestic listed firms in percentage terms [i.e., 100* Pre-AI Period Post-AI Period
4
A. Sharma et al. International Review of Financial Analysis 91 (2024) 102996
is possible to match the treated and the control group during the pre- average non-anchor firm has total assets of INR 15,155 m, Market-to-
and post-AI period for Group 12, Group 21 and Group 22 but not for Book ratio of 2.25, Return on Assets of 13%, fixed assets of 18% as a
Group11 because we do not have a sample of Al-backed IPOs in the Pre- fraction of total assets, cash flow to assets ratio of − 11% and a sales
AI period. Therefore, we use PSM to identify the sample of NAI-backed growth rate of 31.28%. Anchor backed IPOs have a mean underpricing
IPOs from the pre-AI period that have similar firm characteristics as the of 11.82% whereas non-anchor-backed IPOs have a mean underpricing
AI-backed IPOs in the post-AI period. That is, these NAI-backed IPOs of 14.35%.
have roughly the same probability of choosing AI had the AI mechanism The difference in firm-level variables such as the market-to-book
existed during the Pre-AI period. We use the nearest neighbor matching ratio, profitability (return on assets, ROA), firm size, institutional
without replacement in our analysis. We identify a sample of 43 firms shareholding, cash flow to assets and sales growth rate are statistically
from the Pre-AI period (Group11) and match them with AI-backed IPOs significant. Our univariate analysis suggests that on average, anchor-
from the Post-Al period (Group12). backed firms have more growth opportunities than non-anchor-backed
Once the matching is done, the entire group of AI-backed IPOs and firms. They are more profitable, larger and have a higher percentage
the NAI firms from the pre-AI period forms the treated group. The of institutional shareholding. Anchor-backed IPOs have higher cash flow
remaining NAI firms (from the pre-AI period) and from the post-AI as compared to non-anchor-backed firms. However, they have lower
period forms the untreated group. In particular, we have a sample of growth in sales as compared to non-anchor-backed firms. The difference
197 treated firms and 591 control firms. Then, we employ Difference-in- in underpricing between anchor backed and non-anchor-IPOs is insig
Difference (DID) estimation to identify the effect of anchor investment nificant. But anchor backed IPOs have significantly higher underwriter
on anchor-backed IPOs. Specifically, we test whether anchor-backed IPO fees. The two sets of firms have similar subscription in retail and insti
firms in general, and growth and financially constrained firms in tutional investor categories.
particular, were able to reduce leverage and increase investments Panel C of Table 2 presents the pairwise correlation among the key
following the regulation. variables used in our analysis. We set the anchor dummy equal to 1 if the
Empirically, we estimate the following DID equation: IPO is anchor-backed and zero, otherwise. We find that the anchor
dummy is positively correlated with growth opportunities (M/B ratio),
Outcomeit = β0 + β1*Postt *Treatedit + β2*Treatedit + βit θ + γj + μt + εit
profitability, institutional shareholding, underwriter fees and cash flow
(1) to assets ratio. We also find that the anchor dummy is negatively
Where Postt is an indicator variable to equal to one for fiscal years correlated with sales growth rate and insignificantly correlated with
ending after 2009. Treated is an indicator variable equal to one if the tangibility, investment, and leverage.
IPO is anchor-backed and zero, otherwise. Xit is the set of controls. The
coefficient of interest is β1 of Treatedt*Postt, which is the product of 4. Results
Treated dummy and Post dummy. We also include year and industry
fixed effects. The error terms are clustered at the firm level to correct for In this section, we present the main results of the paper. We broadly
serial correlation. We have not included Postt as a separate variable in segregate our analysis into pre-market and after-market effects. These
the regression as the year fixed effects account for any time-varying are discussed below.
changes in the outcome variable. The strength of β1 identifies the dif
ferential effect of the regulation after controlling for a variety of firm- 4.1. Pre-market effects
level characteristics and overall time trends. Our choice of control var
iables is broadly in line with Gustafson and Iliev (2017) and include firm In the sections that follow we undertake multivariate analysis of IPO
size, firm profitability, growth opportunities, tangibility, sales growth, volume and underwriter compensation.
firm age, cash flow scaled by total assets and institutional ownership as
appropriate. 4.1.1. IPO volume
At a macro level, the graphical evidence suggests that the anchor
investor program resulted in an increase in IPO activity. We supplement
3.1. Sample distribution and descriptive statistics this evidence with a multivariate regression after controlling for market
and economic conditions. To determine the extent of increase in the IPO
In Panel A of Table 2 we tabulate the sample distribution. As pointed activity after the introduction of anchor investors, we use Ordinary Least
out in the introduction, the Securities Exchange Board of India intro Squares regression in which we control for stock market (index) returns,
duced the anchor investor program in response to the global financial market valuations (market-to-book ratio) and economic conditions
crisis. If the initiative was indeed successful, we would expect a jump in measured by the GDP growth rate (Dambra et al., 2015; Doidge, Karolyi,
the level of IPO activity. From the table we can see that the number of & Stulz, 2013).
IPOs had plunged from 41 in 2008 to 16 in 2009 but grew considerably We measure IPO activity in two ways as follows: 1) the number of
the next year. IPOs in each quarter as a percentage of public firms and 2) the natural
In Fig. 1 we plot the number of IPOs from the first quarter of 2006 to logarithm of quarterly IPO proceeds. Lagged index return is measured
the end of second quarter of 2019. The plot shows that the number of every quarter using the quarterly closing values of the index. Index M/B
IPOs had dropped by more than 50% between 2007 and the first quarter ratio is calculated by dividing the market capitalization of the index by
of 2009. Soon after the introduction, the number of IPOs increased its book value. GDP growth rate is the quarterly percentage change in
fourfold from 16 to more than 60 within a year. The number of IPOs rose GDP for all the years. Post-regulation dummy, the variable of interest, is
significantly from the second quarter of 2009 to the third quarter of an indicator variable set equal to 1 for fiscal years after 2009. The
2010. The graph provides preliminary evidence to support the hypoth regression includes industry and year fixed effects. The results are pre
esis that the regulatory reform resulted in an increase in IPO volume. sented in Table 3. The coefficient of Post-Regulation dummy in column 1
Panel B of Table 2 reports the descriptive statistics of our sample of is positive and statistically significant at the 5% level, which indicates
IPOs. It includes the mean, median and the standard deviation of key that the anchor program resulted in an increase in the number of IPOs
variables used in our analysis. It displays the differences in means be after controlling for market conditions.
tween anchor-backed and non-anchor-backed IPOs. An average anchor In column 2 the dependent variable is the natural logarithm of
backed firm has total assets of INR 26,236 m, market-to-book ratio of quarterly IPO proceeds. The coefficient of Post-Regulation is again
4.02, Return on Assets of 16%, fixed assets of 19% as a fraction of total positive and significant at the 1% level. The coefficient of 2.877 in
assets, cash flow to assets ratio of 6% and a sales growth rate of 23%. An dicates that IPO firms raised 2.8% more in equity capital after 2009. The
5
A. Sharma et al.
Table 2
Sample Characteristics.
Panel A: IPO Sample Distribution
2006 75
2007 100
2008 41
2009 16
2010 66
2011 39
2012 22
2013 35
2014 44
2015 57
2016 70
2017 88
2018 88
2019 47
Total 788
This table reports the annual distribution of IPOs in our sample from 2006 to 2019 Q2. Our data ends in the second quarter of 2019.
Variables Anchor Dummy Firm Investment Under Lev. M/B Tangibility ROA ln UW Fees Institutional ln QIB ln Retail Cash Flow Sales
Size Pricing Ratio Share Holding (%) Sub Sub. To Assets Growth
Rate
This table presents the correlation between the key variables used in our analysis. The variables include an Anchor dummy set equal to 1 if IPO is backed by Anchor investors, Profitability (ratio of EBITDA to total assets),
market to book ratio (M/B), Leverage (book value of long-term debt scaled by total assets), tangibility (ratio of fixed assets to total assets), firm size (ln total assets), Investment (capital expenditure as the percentage of the
beginning year of period total assets), Cash flow from operations scaled by total assets, percentage of shares held by institutional investors, natural log of subscription by institutional and retail investors, and sales growth
rate. All variables are defined in Appendix A. The asterisk superscripts *, **, *** represent significance at 10%, 5%, and 1% levels respectively.
Fig. 1. IPO Activity (2006–2019): In the first figure we plot the number of IPOs from the first quarter of 2006 to the beginning of the third quarter of 2019 and in
the second figure we plot the number of IPOs from the first quarter of 2008 to the third quarter of 2010. The solid vertical line corresponds to the time when the
Anchor Investor Regulation was introduced.
coefficients of Index M/B ratio and GDP growth rate are significantly pre-selling a large fraction of shares to anchor investors, un
positive, which suggests that firms raise more capital when the market derwriters can avoid the risk of under-subscription.
valuation is high and economic conditions are good. Since the process results in a reduction in underwriting risk we
expect the underwriter compensation to reduce when anchor investors
4.1.2. Underwriter compensation are involved. To test this hypothesis, we run an ordinary least squares
Under the Indian securities law, a firm-commitment underwriting regression with the natural log of underwriter fees as the dependent
contract is mandatory for the portion of shares offered to the public. variable.12 The control variables include the inverse of the natural log of
Sherman and Titman (2002) present a model in which underwriter se offer size, lead manager reputation, venture capital backing, firm age
lects a group of investors along with a pricing and allocation mechanism and firm size that are known to affect underwriter compensation (Eckbo,
in a way that maximizes the information generated during the process of Masulis, & Norli, 2007 and papers cited therein). We include (but do not
going public at a minimum cost. One of the potential benefits of the report) year dummies (as underwriter compensation varies through
anchor investors program is that it reduces the risk of devolvement for time) and industry dummies. We estimate the following model:
underwriters. The “reduction in underwriting risk” hypothesis suggests
that by.
12
We use offer proceeds as a control variable as in related papers rather than
scale underwriter compensation by offer proceeds.
8
A. Sharma et al. International Review of Financial Analysis 91 (2024) 102996
9
A. Sharma et al. International Review of Financial Analysis 91 (2024) 102996
Table 5 Table 6
Effect of Anchor Backing on Investment. Effect of Anchor Backing on Leverage.
Investment To Assets Investment To PPE Leverage
10
A. Sharma et al. International Review of Financial Analysis 91 (2024) 102996
Table 7 Table 8
Effect of Anchor Backing on Investment by High Growth Firms. Effect of Anchor Backing on Leverage in High Growth Firms.
High M/B Low M/B Leverage
11
A. Sharma et al. International Review of Financial Analysis 91 (2024) 102996
Table 9 Table 10
Effect of Anchor Backing on Equity Issuance by Financially Constrained Firms. Effect of Anchor Backing on Leverage in Financially Constrained Firms.
Equity Proceeds Leverage
This table reports the results of DID estimation. Column 1 reports the results for This table presents the results of DID regression. Column 1 reports the results for
constrained firms while Column 2 for unconstrained firms. To measure financial constrained firms while Column 2 for unconstrained firms. To measure financial
constraints, we construct Size-Age (SA) index developed by Hadlock and Pierce constrained firms, we construct Size-Age (SA) index developed by Hadlock and
(2010) as − 0.737Size + 0.043Size2–0.040Age, where Size is the log of inflation- Pierce (2010) as − 0.737Size + 0.043Size2–0.040Age, where Size is the log of
adjusted (to 2004) total assets and age is the number of years of existence since inflation-adjusted (to 2004) total assets and age is the number of years of exis
inception. We also cap Size at (the log of) 4.5 billion and Age at 37 years and tence since inception. We also cap Size at (the log of) 4.5 billion and Age at 37
then sort firms into terciles based on their index values. Firms in top tercile are years and then sort firms into terciles based on their index values. Firms in the
constrained firms while firms in the bottom tercile are unconstrained firms. The top tercile are constrained firms while firms in bottom tercile are unconstrained
dependent variable is the offer proceeds expressed as the percentage of the firms. The dependent variable leverage is measured as the sum of the long term
beginning of the year market capitalization. Treated is an indicator variable plus short-term debt as a percentage of total assets. Treated is an indicator
equal to 1 if IPO is backed by anchor investors and zero, otherwise. Post- variable equal to one if IPO is backed by an anchor investor and zero, otherwise.
regulation dummy is an indicator variable to equal to one for fiscal years after Post-regulation dummy is an indicator variable to equal to one for fiscal years
2009 and zero, otherwise. Treated* Post-regulation dummy is defined as the ending after 2009.Treated* Post-regulation dummy is defined as the product of
product of Treated dummy and Post-regulation dummy. All explanatory vari Treated dummy and Post-regulation dummy. All explanatory variables are
ables are defined in the Appendix. The error terms are clustered at the firm level defined in Appendix A. The asterisk superscripts *, **, and *** indicate signif
to correct for serial correlation. The asterisk superscripts *, **, and *** indicate icance at the 10%, 5%, and 1% levels, respectively.
significance at the 10%, 5%, and 1% levels, respectively.
column 2. Before
Matching
AI-backed IPO
5.2. Impact on financially constrained firms 16.9 16.9
(T)
NAI IPO (C) 11.3 15.1 - 3.8 - 3.8
Asymmetric information increases the cost of external finance rela Overall 5.6 15.1 13.5
tive to internal cash flows. This creates financing constraints that limit After Matching
the availability of external funds and makes corporate investment sen AI-backed IPO
16.9 13.8 3.1
(T)
sitive to cash flow. In a study of Korean firms Kim (1999) shows that the NAI IPO (C) 11.3 15.5 - 4.2 - 4.2
sensitivity of investment to cash flow reduces after the IPO. We posit Overall 5.6 - 1.7 13.5
that the regulatory reform allows financially constrained firms to access Difference (3)–
capital markets. In the absence of anchor investors such firms may have (4) 5.6 - 1.7 7.3***
been rationed out of capital markets. The literature offers a wide variety This table reports the difference in operating performance between anchor-
of proxies to sort firms into financially constrained and unconstrained backed and non- anchor-backed initial public offerings (IPOs) using the
categories. These includes Payout ratio (Almeida, Campello, & Weis difference-in-difference (DID) estimation procedure. The regression equation is
bach, 2004), cash flow sensitivities (Fazzari, Hubbard, & Petersen, OP = b0 + b1Date Dummy+b2Anchor Dummy+b3DID, where OP is operating
1988), the Kaplan and Zingales (KZ) index of constraints (Lamont, Polk, performance defined as the earnings before interest, taxes and depreciation
& Saa-Requejo, 2001), the Whited and Wu (WW) index of constraints scaled by the beginning of the year total assets, Date Dummy is a dummy var
(Whited & Wu, 2006) and the Size-Age (SA) index of constraints (Had iable for IPOs launched after 2009, and Anchor Dummy and DID, which is the
product of Date Dummy and Anchor Dummy. The asterisk superscripts *, **, and
lock & Pierce, 2010). Since we have a sample of IPO firms, it is intrin
*** indicate significance at the 10%, 5%, and 1% levels, respectively.
sically difficult to construct several indices of financial constraints in our
context. IPO firms have short operating and financial history. Data on
12
A. Sharma et al. International Review of Financial Analysis 91 (2024) 102996
dividend payout and cash flow sensitivity are either unavailable or the The DID test we perform focusses on the statistical significance of the
approach may not be applicable in our setting. The Hadlock-Pierce index following DID:
is the most appropriate.13
DID = {[OP12–OP11]–[OP22–OP21] } (10)
To measure financial constraints, we construct the Size-Age (SA)
index suggested by Hadlock and Pierce (2010). The rationale behind In Table 11 we report the results of DID estimation. The dependent
choosing the Size-Age (SA) index is that it requires fewer variables as variable, operating performance, is defined as the earnings before in
compared to the other indexes. Hadlock and Pierce (2010) show that terest, taxes, and depreciation (measured one year after the IPO) scaled
size and age have meaningful predictive power in determining the level by beginning of the year total assets. The variable of interest is DID. The
of financial constraints. Smaller and younger firms exhibit significantly coefficient on DID is positive and significant at 1% level of significance.
more uncertainty about their financing ability. In terms of economic significance, anchor backed firms experience an
We employ the coefficient estimates from model (Aggarwal et al., improvement of about 7.3% in their post-issue operating performance
2002) of Table 6 in Hadlock and Pierce (2010), which utilizes firm size, after the regulation. This result supports our hypothesis that anchor
irm size squared, and firm age, to produce the SA index to proxy for the investors can create value through significant improvement in post-issue
level of financial constraints. We estimate the following regression: operating performance of investee firms.
− 0.737 Size +0.043 Size2–0.040 Age, where Size is the log of inflation-
adjusted (to 2004) total assets and age is the number of years of exis 6. Discussion and conclusions
tence since the inception. To calculate the index values, we follow
Hadlock and Pierce (2010) and redefine size-age capping in our context Prior research suggests that allocation of shares to anchor investors
and follow Farre-Mensa and Ljungqvist (2016) to sort firms into terciles in an initial public offering (IPO) has a significant impact on the valu
based on their index values. Firms in the top tercile are coded as con ation and underpricing of IPOs primarily due to the mitigation of ex ante
strained and those in the bottom tercile are coded as unconstrained information asymmetry. We report additional evidence on the moni
firms. We estimate the following equation: toring role of anchor investors. We document a negative relation be
tween anchor backing and the cost of going public and financial
Offer Proceeds = β0 + β1 (Post − regulation Dummy* Treated)
leverage, and a positive relation with investments and offer proceeds.
+ β2 (Treated) + βj (Control Variables) (8) We find that anchor investment could be particularly valuable for high
+ Time Fixed Effects + Industry Fixed effects + ε growth and capital constrained firms. Anchor backed firms exhibit su
perior operating performance after the IPO. Overall, we conclude that
Table 9 presents the results of difference-in-difference estimation.
Column 1 suggests that the regulation has a significant impact on discretionary allotment of shares to anchor investors has a positive
impact on the performance of firms.
severely constrained firms. After the regulation, constrained firms
experience an increase of approximately 26% in their offer proceeds, Our research is of interest to regulators and corporate managers as
well. Regulators are concerned with asymmetric information and agency
which is not observed in the case of unconstrained firms.
In Table 10 we provide evidence that the regulation allows con problems that plague the primary market for IPOs. We show that a well-
designed mechanism could not only alleviate these problems but also
strained firms to reduce financial leverage as well.14 We replicate our
analysis using leverage as the dependent variable. The coefficient β1 of attract new investors to the market. As such, other economies could
draw lessons from the Indian experiment. Likewise, managers of issuing
Treatedt* Post-regulation dummyt in column 1 is negative and statisti
cally significant at the 10% level (− 11.5%). This result holds only for firms may confront challenges in investor communication. Attracting
lead institutional investors in a transparent bidding system could resolve
constrained firms while we do not observe a similar effect among un
constrained firms (column 2). these challenges.
13
As a robustness check we also construct the KZ index to measure financial constraints. We compute KZ Index as − 1.002 (Cash Flow/K) + 0.283 (Q) + 3.139
(Debt/Capital) – 39.368 (Dividends/K) – 1.315 (Cash/K). Following Lamont et al. (2001), we form portfolios by ranking all firms each year by the KZ Index. We
classify the top 1/3rd of firms as constrained firms and the bottom 1/3rd as unconstrained firms. The results of our regression are available upon request. We have not
presented the results for the sake of brevity.
14
Maximizing offer proceeds results in a reduction in leverage.
13
A. Sharma et al. International Review of Financial Analysis 91 (2024) 102996
Anchor Dummy Indicator variable equal to one if IPO is backed by an anchor investor and zero, otherwise Prime IPO Database
Anchor Reputation Market share held by anchor investors Prime IPO Database
Cash Flow to Assets Cash flow from operations expressed as a percentage of the beginning of the year total assets CMIE PROWESS Database
Firm Age Number of years of existence since the inception CMIE Prowess Database
Firm Size Natural log of total assets CMIE PROWESS Database
GDP Growth Rate Quarterly percentage change in GDP Reserve Bank of India
Index M/B Ratio Market capitalization of the SENSEX scaled by its book value. CMIE PROWESS Database
Index Return Quarterly returns of Bombay Stock Exchange Sensitive Index (SENSEX) Bombay Stock Exchange
Institutional Percentage of common stock held by institutional investors CMIE PROWESS Database
shareholding
Investment to Assets Capital expenditure expressed as a percentage of the beginning of the year total assets CMIE PROWESS Database
Investment to PPE Capital expenditure expressed as a percentage of the beginning of the year property, plant, and equipment CMIE PROWESS Database
IPO Volume 1. Quarterly IPO activity (number of IPOs) scaled by the number of domestic listed firms in percentage terms [i.e., Prime IPO Database
100*(IPOs/Public firms)].
2. The natural logarithm of quarterly IPO proceeds
Lead Manager Indicator variable equal to 1 if the IPO is lead managed by one of the top 10 lead managers in terms of market share Thomson ONE, Prime IPO
Reputation Database
Leverage Book value of long-term debt and short-term debt scaled by total assets CMIE PROWESS Database
ln (Offer Proceeds) Natural log of IPO proceeds Prime IPO Database
ln (Underwriter (UW) Natural log of fees charged by the underwriter Prime IPO Database
Fees)
M/B Ratio Market value of equity divided by book value of equity CMIE PROWESS Database
Profitability EBITDA as the percentage of the beginning of the year total assets CMIE PROWESS Database
Sales Growth Rate (%) Percentage change in sales over the past year CMIE PROWESS Database
Tangibility Ratio of fixed assets and total assets CMIE PROWESS Database
Venture Capital Indicator variable equal to 1 if IPO is backed by venture capitalist and zero, otherwise CMIE PROWESS Database
Affiliation
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