How Entrepreneurs Mitigate the Investor's Adverse Selection Problem: New Evidence from Private Firm Sales

46 Pages Posted: 1 Aug 2018 Last revised: 9 Aug 2018

See all articles by Rachel M. Hayes

Rachel M. Hayes

University of Utah - David Eccles School of Business

Mark Jansen

University of Utah - Department of Finance

Date Written: July 31, 2018

Abstract

Tests of Leland and Pyle’s (1977) signaling model in the public setting face a number of empirical challenges. We revisit the implications of their model with new evidence from a setting in which entrepreneurs sell their firms in private transactions. In this setting, it is common for sellers to provide financing (i.e., seller financing) for the transaction, with sellers providing billions of dollars in subordinated financing each year. We find that seller financing is more common when capital is costly or scarce, and its use decreases when other sources of informed local capital are available. Further, seller financing appears to be a substitute for the reduction of risk associated with government loan guaranties for private firms. When we separately examine high and low information asymmetry firms, our evidence suggests that seller financing is used both to mitigate adverse selection and as an alternate source of capital when debt financing is costly or scarce. Overall, we conclude that seller financing is an important channel through which entrepreneurs mitigate the adverse selection problem faced by buyers in the financing of the transaction.

Keywords: information asymmetry, M&A, private equity, seller financing, SBA

JEL Classification: D82, G29, G32, G34, L14

Suggested Citation

Hayes, Rachel M. and Jansen, Mark, How Entrepreneurs Mitigate the Investor's Adverse Selection Problem: New Evidence from Private Firm Sales (July 31, 2018). Available at SSRN: https://ssrn.com/abstract=3223644 or http://dx.doi.org/10.2139/ssrn.3223644

Rachel M. Hayes

University of Utah - David Eccles School of Business ( email )

1645 E Campus Center Dr
Salt Lake City, UT 84112-9303
United States

Mark Jansen (Contact Author)

University of Utah - Department of Finance ( email )

David Eccles School of Business
Salt Lake City, UT 84112
United States
801-213-6910 (Phone)

HOME PAGE: http://eccles.utah.edu/team/mark-jansen/

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