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Review of Quantitative Finance and Accounting

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26-05-2021 | Original Research

Accelerated share repurchases: value creation or extraction

Authors: Tao-Hsien Dolly King, Charles E. Teague

Published in: Review of Quantitative Finance and Accounting | Issue 1/2022

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Abstract

In this paper, we examine firms’ motivation to conduct an Accelerated Share Repurchase (ASR) comparing to an OMR. ASRs have become the second most popular method of share repurchases in the US. Based on a comprehensive sample of ASR contracts, we find that the cumulative abnormal stock returns surrounding ASR announcements are positive and significantly higher than those for OMR, and ASR market reaction is positively linked to pre-repurchase stock return. The results suggest that firms use ASR to signal short-term undervaluation. We also find support for an earnings management explanation. Our findings strongly support the agency theory of free cash flow explanation for ASR comparing to OMR. The likelihood of conducting an ASR is higher for firms with a larger firm size, higher levels of cash and free cash flow, better operating performance, but a declining investment set. The use of ASR serves as a more efficient method to convey the short-term equity undervaluation and management’s commitment to return excess cash to shareholders.

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In December of 2003, the SEC implemented new disclosure rules surrounding the repurchase of a firm’s own shares through Item 703 of Regulation S-K under Section 12 of the Securities Exchange Act of 1934. As of March 15, 2004, firms are now required to disclose details of privately negotiated share purchases (including Accelerated Share Repurchases) in their 10-K filings.

Open market repurchases (OMR) currently represent approximately 90% of all share repurchases with the remaining 10% made through either tender offers and/or privately negotiated contracts (Skinner 2008; Banyi et al. 2008).

ASR dollar amounts are expressed in 2015 dollars adjusted for inflation using the U-CPI. Total shares repurchased are based on amounts reported in the merged Compustat/CRSP database.

In 1982, the Securities and Exchange Commission (SEC) amended Rule 10b-18 of the Securities Exchange Act of 1934 to allow firms a “safe harbor” exemption against charges of stock price manipulation when repurchasing their own shares in the open market if the repurchase confirms to four (4) conditions relating to the manner, timing, price, and volume of the repurchase.

During the early adoption of the use of ASRs, firms typically paid the full amount of the stated contract up front and received 100% of the targeted shares. However, this resulted in the firm assuming an unlimited amount of exposure from the forward contract. More recently, issuers and intermediaries have established minimum and maximum repurchase amounts as well as price floors, ceilings, and collars during an initial pricing estimation period. As such, firms now generally receive an initial minimum stated amount of shares in the ASR contract, typically 80–90%, and then receive the balance of the shares at settlement.

Bargeron et al. (2011) suggest that the objectives of an ASR could almost be duplicated simply through the execution of a “large, easily verifiable, expedited OMR” (p.79), especially if a firm was willing to forego the “safe harbor” protection afforded by SEC Rule 10b-18.

Michel at al. (2010), Bargeron et al. (2011) and Chemmanur et al. (2010) all argue that the relatively large size of an ASR compared to an OMR, accompanied by the firm commitment (legal requirement) to repurchase, should send a stronger signal to the market.

Farre-Mensa et al. suggest that “… the difference in [ASR] results seems to be driven by subtle variations in the way the papers search for announcements and eliminate duplicate observations, which, in turn, results in substantial variations in sample size and composition” (p.125).

Here we follow Lie (2005) and focus only on post repurchase operating performance for firms that repurchase at least 1% of their outstanding equity during the quarter. Lie reports that firms that repurchase less than 1% experience no significant relative (performance adjusted) increase in operating performance.

While we certainly agree that an ASR could serve as a deterrent to takeover bids and we control for this in a multivariate setting, we are unable to find a significant amount of takeover rumors or bids in the SDC Mergers and Acquisitions database related to ASRs.

Non-ASR firms are firms that have positive share repurchases of at least $10K in the quarter, but that do not initiate an ASR during the same quarter.

See e.g., Allen and Michaely (2003), Dittmar (2000), and Grullon and Ikenberry (2000) for a review of the early motivations put forth in the corporate finance literature dealing with share repurchases. Farre-Mensa, Michaely, and Schmaltz (2014) provide a more recent, comprehensive review of payout literature with attention focused on the growth of share repurchases relative to dividends over the last several decades.

The accretive (denominator) effect of a share repurchase on calculated EPS depends on the actual timing of the repurchase during the quarter. As such, shares repurchased earlier in the quarter have a greater accretive effect than those received near the end.

Stephens and Weisbach (1998) find that, on average, firms only repurchase approximately 74% to 82% of the stated target shares in their OMR announcement. Additionally, they report that as many as 10% of the firms repurchase less than 5% of their targeted shares, with a substantial number of firms failing to repurchase any shares at all.

Recent studies examine the determinants of CARs associated with ASR announcements. For example, Yook and Gangopadhyay (2014) identify additional factors explaining the market reaction to ASRs. Based on a sample of 245 ASRs from 2004 to 2010, they find that the size of ASR, frequency of ASR announcements, and whether an ASR is announced simultaneously with an OMR are important factors. Chen (2020) find that firms increase their use of negative press release management prior to ASR announcements to lower the initial purchase price of shares before contract initiation, thereby maximizing the number of shares the firm can repurchase. In addition, there is a small strand of literature that examines the value of financial intermediaries’ embedded options in the ASR forward contract. See Guent (2017), Gueant et al. (2015), Jaimungal et al. (2017) and Gueant et al. (2020),

See Bens, et al. (2003), Fenn and Liang (2001), and Kahle (2002) for a discussion of the link between share repurchases and executive or employee stock options.

Banyi et al. (2008) find that even after the 2003 change in the SEC’s repurchase disclosure requirements the Compustat measure of share repurchases (Compustat annual data item #115 minus changes in the value of preferred stock), either overstates or understates actual repurchases by at least 10% in 34% (48%) of the quarterly (annual) observations.

Bargeron et al. (2011) find that among 256 ASRs, the mean (median) equity sought is 5.27% (3.48%) while the mean (median) percentage of the “announced program” is 58.03% (50.70%). In a study of 127 ASRs, Michel and Oded (2010) find a mean (median) percentage of equity sought of 5.3% (3.6%) and report that the mean ASR percentage of an ongoing OMR program is 50.0%.

Following Grullon and Michaely (2004), we include financials and utilities as they comprise over 25.4% of our sample of ASRs. We also conduct analysis without financials and utilities and find the results are very similar. While not included to conserve space, results are available from the authors upon request.

We differ from Hribar et al. (2006) who estimate shares repurchased in the quarter as:${CSHO}_{BegQtr}+shares issued-{CSHO}_{EndQtr}$. They estimate shares issued as the “... issuance of stock (#84) minus any increase in preferred stock (item #55) or redeemable preferred stock (item #77), divided by average price...”. (pg. 9). $CSHO$ represents common shares outstanding.

Hribar et al. (2006) deletes all firm-quarter observations in which total repurchases exceed 20% as possible tender offers. As accelerated share repurchase (ASR) contracts are often very large and may be conducted for reasons similar to tender offers, we choose not to limit the size of the repurchase during any quarterly observation (see e.g., Akyol, Kim, and Shekhar, 2014).

As our focus for earnings management is on the decision to conduct an ASR in the current quarter, we use the last day of the prior quarter (lagged actual period end date) as our relevant date for the calculation of abnormal stock run-up prior to the current quarter.

We find approximately 26% of the ASRs in our sample (186 out of 716) are not publicly announced and are only referenced in subsequent public filings (10-Qs, 10-Ks) for the quarter (or fiscal year). In contrast, Bargeron et al. (2011) use the “filing date” of the 10-Q or 10-K as the “public announcement date” in 36 such cases (out of 256 ASRs) representing 14.06% of their sample.

Firms often conduct multiple ASRs under the same original or augmented repurchase authorization. Also, the SDC’s capture rate of 63.10% in the current study is similar to the 53.1% reported in Banyi et al. (2008)

While ASRs are privately negotiated repurchases, the SDC database often codes these as either “OMR” or “Private”. As such, we eliminate private repurchases only after matching ASRs to ensure the highest capture rate possible.

For example, Lie (2005) finds mean (median) 3-day CARs of 3.0% (1.9%) for OMR announcements while Grullon and Michaely (2004) find 2.7% (1.8%). Peyer and Vermaelen (2009) report a positive 3-day CAR of 2.39% surrounding the announcement of an OMR program over the period from 1991 to 2001.

We thank an anonymous referee for suggesting the comparison of the pre-crisis versus post-crisis period CAR.

As in prior studies, we follow the definition of operating return on assets (OROA) as operating income before depreciation (Compustat OIBDP) scaled by the book value of cash-adjusted assets at the beginning of the quarter. Cash-adjusted assets are derived by subtracting cash and cash equivalent assets (CHE) (if available) from total assets (AT).

The customary practice in the post-repurchase literature is to match repurchasing firms with ‘non-repurchasing’ firms to understand the original motives for announcing an OMR authorization (e.g., Grullon and Michaely, 2004; Lie, 2005; Gong, Louis, and Sun, 2008; and Chen and Wang, 2013).

${CSHISQ}_{t}$ is calculated as ${CSHOQ}_{t}-{CSHOQ}_{t-1}+{CSHOPQ}_{t}$ where $CSHOQ$ represents common shares outstanding at the end of the fiscal quarter, ${CSHOQ}_{t-1}$ represents the common shares outstanding at the beginning of the quarter, and ${CSHOPQ}_{t}$ represents common shares repurchased during the quarter.

Hribar et al. use Compustat item NI (Net Income) to calculate their “ASIF” measures of pre-repurchase EPS. In untabulated results, we find that the use of Compustat items IBQ (Income Before Extraordinary Items-Quarterly) more closely reflects the actual Compustat reported EPS in item EPSFXQ (Earnings Per Share (diluted) – Excluding Extraordinary Items).

The numerator effect (${C}_{t}$) represents the forgone after-tax interest income on cash (or the interest expense if financed) used to repurchase shares.

The total dollar amount of all repurchases in the quarter is calculated as (${CSHOPQ}_{t}* {PRCRAQ}_{t}$) where ${CSHOPQ}_{t}$ represents all common shares repurchased during the fiscal quarter and ${PRCRAQ}_{t}$ represents the average repurchase price paid per share.

Excess cash is calculated as the amount of cash and cash equivalent assets (CHEQ) in excess of 6% of total quarterly assets (ATQ) for all retail firms (i.e., those firms with 2-digit SIC codes in the following group: 52, 53, 54, 55, 56, 57, 58, and 59), and otherwise, in excess of 2% of total quarterly assets (ATQ) for all other firms. All values are as of the beginning of the firm-quarter in which the share repurchase takes place.

Our proxy for the firm’s cost of debt (${k}_{debt})$ is calculated as $XINT/(LT-AP-TXP-XACC)$ where $XINT$ represents Interest and Related Expense-Total, $LT$ represents Total Liabilities, $AP$ represents Accounts Payable, $TXP$ represents Income Taxes-Payable, and $XACC$ represents Accrued Expenses. All values are from Compustat and are as of the prior fiscal year-end. This proxy represents the firm’s average (after-tax) cost of debt capital on all borrowed funds in excess of thirty days. The corporate marginal tax rate is assumed to be 35% across firms to ease comparison. To ensure thoroughness, we also use effective tax rates in our calculations; however, the results do not significantly change our results.

Both Hribar et al. (2006) and Almeida et al. (2016) find that for repurchases to be accretive to reported EPS, they need to exceed 1.0% of outstanding equity on average.

While not reported, the results obtained from using the ASIF1 estimates are similar and are available upon request from the authors.

While 25.5% of our sample firms meet or beat their consensus analyst EPS forecasts as a direct result of share repurchases, we do not suggest any form of malfeasance on the part of management. However, we do suggest the semblance of earnings management exists based on the results of our univariate analysis.

Untabulated results for the ASIF1 estimates are similar and available upon request.

We thank an anonymous referee for suggesting this analysis.

This condition is both necessary and sufficient for the share repurchase to be accretive, i.e., to increase reported EPS by at least $0.01. See e.g., Hribar et al. (2006) for a detailed mathematical derivation (pg. 8).

All results are available from the authors upon request.

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Title: Accelerated share repurchases: value creation or extraction
Authors: Tao-Hsien Dolly King
Charles E. Teague
Publication date: 26-05-2021
Publisher: Springer US
Published in: Review of Quantitative Finance and Accounting / Issue 1/2022
Print ISSN: 0924-865X
Electronic ISSN: 1573-7179
DOI: https://doi.org/10.1007/s11156-021-00989-y

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