The Consequences of Private Meetings with Investors
Private meetings between
executives and investors consume a significant amount of managerial time
and offer investors a potentially unique window into a firm’s operations.
In our paper, What Are We Meeting For? The Consequences of
Private Meetings with Investors, which was recently made
publicly available on SSRN, we investigate which funds meet privately with
management and the consequences of these interactions.
We find that certain types of
investors are more likely to privately meet with management including
those with more assets, greater turnover, closer physical proximity to the
firm, and greater holdings of the firm. We also find that hedge funds are
also more likely to meet with management. These findings are consistent
with the incentives of both sell-side analysts (who arrange meetings for
investors that offer the greatest revenue opportunities for the sell‐side
analysts’ firm) and investors who have the most to gain from meetings with
management.
We also examine whether
private meetings convey information to investors and whether this
information is useful for making more informed investment decisions. We
find that investors who meet with management trade in a more correlated
fashion. We also find evidence that investors who meet with management
make more informed trades by increasing the size of their position before
periods of high returns and reducing their position before periods of low
returns. In addition, the increases in both correlation and timing ability
are concentrated among hedge funds and are not evident for mutual funds or
pension funds.
Recent regulation, and
specifically Regulation Fair Disclosure (Reg FD), specifically sought to
level the informational playing field for all investors. Reg FD specified
that any material information disclosed by management needed to be made
public and available to all investors, but it did not prohibit private
one-on-one meetings. Thus, it is important to note that managers need not
be in violation of any regulation by privately meeting investors. The
information discussed may not be material on its own, but may become
material only once it is interpreted together with other sources of
information that the investor has collected. Under this view, information
acquired during meetings is only useful within the larger context of an
investor’s investigation and for investors who know how to appropriately
process the information. From the standpoint of Reg FD, this “mosaic
theory” of information gathering is excluded from the scope of the
regulation. Our results are consistent with the mosaic theory – inasmuch
as hedge funds are often considered more sophisticated investors, they may
be better able to process the information in meetings, or in possession of
other information which makes the discussions in meetings especially
valuable.
Our analysis does not address
whether private meetings lead to overall gains in financial markets or
instead merely transfer surplus between participants. Indeed, the
prohibition of all private meetings between management and investors may
not be desirable, even if it were feasible. Nonetheless, our results
support the position that permitting private meetings between management
and investors undermines regulators’ objective of wanting all investors to
have equal access to information. To the extent that our results are
consistent with the mosaic theory, they suggest that the distinction
between ‘material’ and ‘non-material’ information is more subtle than
typically envisaged in regulations.
The full paper is available
for download
here.
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