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1 Signals Sent by Financial Statement Restatements Katsiaryna Salavei Department of Finance University of Connecticut [email protected] Norman Moore Department of Finance University of Connecticut Draft, Revised May 12, 2005 Abstract This study examines signals sent by financial statement restatements. We hypothesize that restatements generate both information and wealth effects, and that these two effects are pronounced to a different extent in different types of restatements. The evidence shows that the wealth effect of different types of restatements differs in both timing and magnitude. Mismanagement has a negative effect on the market response to restatements for all reasons; however the effect is significant only for revenue, cost, M&A, and restructuring restatements. Restructuring and securities related restatements that are not associated with mismanagement are positively related to abnormal returns. Information effect, measured as the change in the idiosyncratic flow of information, is also heterogeneous. Securities and restructuring restatements generate positive information effect, while revenue recognition, merger and acquisitions, reclassification and multiple reason restatements mostly increase the idiosyncratic flow of information subsequent to the announcement. Companies, restatements of which have positive information effect, are much larger and are more levered. Results are mainly consistent with our hypothesis that restatements of inherently noisy items improve the precision of investors’ information set, while the restatements of precise figures increase the noisiness of investor’s information set. We gratefully acknowledge useful comments by Mine Ertugrul, Carmelo Giaccotto, Joseph Golec, Neeraj Gupta, Chester Spatt, Keith Moore and especially Karen Teitel. All mistakes remain our own.

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Page 1: Signals Sent by Financial Statement Restatementshomepages.rpi.edu/home/17/wuq2/yesterday/public_html/restatement... · Signals Sent by Financial Statement Restatements 1. Introduction

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Signals Sent by Financial Statement Restatements

Katsiaryna SalaveiDepartment of Finance

University of [email protected]

Norman MooreDepartment of Finance

University of Connecticut

Draft, Revised May 12, 2005

Abstract

This study examines signals sent by financial statement restatements. We hypothesize that restatements generate both information and wealth effects, and that these two effects are pronounced to a different extent in different types of restatements. The evidence shows that the wealth effect of different types of restatements differs in both timing and magnitude. Mismanagement has a negative effect on the market response to restatements for all reasons; however the effect is significant only for revenue, cost, M&A, and restructuring restatements. Restructuring and securities related restatements that are not associated with mismanagement are positively related to abnormal returns.

Information effect, measured as the change in the idiosyncratic flow of information, is also heterogeneous. Securities and restructuring restatements generate positive information effect, while revenue recognition, merger and acquisitions, reclassification and multiple reason restatements mostly increase the idiosyncratic flow of information subsequent to the announcement. Companies, restatements of which have positive information effect, are much larger and are more levered. Results are mainly consistent with our hypothesis that restatements of inherently noisy items improve the precision of investors’ information set, while the restatements of precise figures increase the noisiness of investor’s information set.

We gratefully acknowledge useful comments by Mine Ertugrul, Carmelo Giaccotto, Joseph Golec, Neeraj Gupta,Chester Spatt, Keith Moore and especially Karen Teitel. All mistakes remain our own.

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Signals Sent by Financial Statement Restatements

1. Introduction

Publicly traded companies disclose financial information on a regular basis even

when such disclosure is not required by the government. Several papers examine the

incentives for companies to disclose information, and the market reactions to various

types of disclosures (Diamond (1985), Verrecchia (2001), Admati and Pfliederer (2000),

Kim and Verrecchia (1991) and (2001)). Diamond (1985) showed that the release of

information, even when costly to the companies, is beneficial for both the company and

investors because it improves risk sharing and allows all investors to abstain from

gathering of costly information. A company releases financial information via financial

statements and through various signaling mechanisms. Market reaction to both earnings

announcements and signals sent by management (such as dividend policy, self-tender

offers and capital structure decisions) have been studied intensively in the finance and

accounting literature. It has been shown that the information in such events is not

preempted by other news announcements and results in significant market reaction. In

this paper we analyze another disclosure event: financial statement restatements.

When companies announce earnings, they report standardized financial

statements. The form of the announcement of restatements is more heterogeneous.

Besides adjusting the bottom line, restatements often specify which item was improperly

reported in the original statement. This gives an opportunity to study the marginal

importance of different items in the financial statements rather then the joint impact of

accounting reports. In addition to revealing information to the market about a company’s

performance, restatements may also signal that management is not efficient in analyzing

and reporting financial data and in extreme case is intentionally misleading investors.

Moreover, the restatement event might indicate to the market that financial data from that

company is not reliable.

The Securities and Exchange Commission (SEC) expressed great concern

regarding the increasing number of financial statement restatements and the significant

capital losses associated with them. In particular, the SEC is alarmed with the increasing

number of revenue recognition restatements that have been the main reason for

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restatements in recent years. Several studies document significant negative abnormal

returns surrounding restatement announcements.1 Restatements that are related to

fraudulent activity and that affect core accounts have been blamed for the most damage to

shareholders’ wealth [Palmrose, Richardson and Scholz (2004), Wu (2002), Anderson

and Yohn (2002)]. The literature focuses primarily on identifying which restatements are

associated with more severe negative returns.

In this study we examine different signals sent by financial statement restatements

and the market’s reaction to those signals. We argue that restatements send different

signals depending on the reason for restatement. We hypothesize that restatements affect

investors’ information set in two ways. First, restatements can affect the perception

regarding the net present value of the future cash flows of a company. If restatements

revise expectations of the NPV upwards (downwards), we anticipate a positive (negative)

market reaction. This is the wealth effect. Second, restatements can alter the precision of

investors’ information set. Because risk-averse investors dislike uncertainty, if

restatements lead to the resolution of uncertainty, markets should react positively even if

the expectations regarding the NPV of future cash flows are not altered. Conversely, if

restatements increase the noisiness of investors’ information sets, then markets will react

negatively. Many of the items reported under GAAP are based on estimates. Some

estimates are often inherently imprecise, in particular, bad debt reserves, restructuring

charges, pension plan rates of return, long term restructuring plans and securities-related

entries. The restatements of such items provide more accurate estimates based on realized

numbers. Hence, they improve the precision of the investors’ information set pertaining

to company prospects and are likely to generate a positive market reaction. This second

effect is an information effect.

Using an initial sample of 788 companies restating financial statements in 1997

through June 2002, we empirically examine both wealth and information effect of nine

types of restatements. The wealth effect is measured using market model adjusted

abnormal returns. To examine information effect, we estimate abnormal returns

1 Palmrose, Richardson and Scholz (2004) found a 9% negative cumulative average abnormal returns around a two-day restatement announcement period in a sample of 403 restatements in 1995 to 1999. Anderson and Yohn (2002) find a 3.49% negative cumulative abnormal return during a 7-day window

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conditional on change in variance during the announcement window and test for a change

in variance of the market model residuals.

We find that restatements due to the same reason send different signals to

investors. The wealth effect of different types of restatements differs both in timing and

magnitude, with several types exhibiting short term reversals. Restatements that are due

to cost/expense and revenue recognition cause negative abnormal returns when

restatements are associated with litigation. However, revenue recognition, cost/expense,

restructuring and securities related restatements are positively related to abnormal returns

when restatements are not associated with mismanagement. Merger and acquisition and

reclassification restatements are negatively related to abnormal returns when they are

associated with mismanagement and have insignificant impact on returns otherwise. We

also find that market penalizes firms the restatements of which are initiated by company

and auditor. This is consistent with findings of Palmrose, Richardson and Scholz (2004),

but unlike them we do not find a negative reaction for more levered companies.

We also find that securities and restructuring restatements decrease the

idiosyncratic flow of information subsequent to restatement, while revenue recognition

restatements increase idiosyncratic flow of information subsequent to the announcement.

This result is consistent with out hypothesis that restatement of securities and

restructuring related items (estimation-based) that are inherently noisy improve the

precision of investors’ information set, while restatement of revenue items which are

mainly transactions-based increases the noisiness of investor’s information set. Merger

and acquisitions, reclassification and multiple reason restatements mostly increase the

idiosyncratic flow of information subsequent to the announcement. Companies,

restatements of which have a positive information effect (decrease the variance of

residual), are much larger and are more levered. Most of the wealth effects are preserved

after controlling for the information effect in the cross-sectional analysis.

Our results differ from those presented in previous studies. Palmrose, Richardson

and Scholz (2004) find no effect of the number of core accounts on the market reaction to

surrounding the announcement of the problem in a sample of 161 restatements that took place in 1997-1999.

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restatements2. Anderson and Yohn (2002) include dummy variables for restatements due

to revenue, restructuring and research items and find negative market reaction to revenue

recognition restatements; however, their analysis differs from ours. We use a finer

partition of restatements and examine the marginal impact of the reason for restatements

by allowing each reason to vary depending on the presence of mismanagement. In

addition, we consider a broader proxy for mismanagement than in previous literature.

We contribute to the literature in several ways. First, we examine a much broader

spectrum of reasons for restatements and their impact on the market then previous

studies. Such analysis provides evidence regarding marginal impact of different types of

accounts on investors’ information set. Second, we explicitly measure information effect

of different types of restatements and measure wealth effect conditional on the change in

variance.

The rest of the paper proceeds as follows. Section 2 presents the analysis of

different types of restatements and hypothesis development. Section 3 describes the data.

Section 4 presents wealth effect methodology and results. Information effect is examined

in section 5. Section 6 concludes the paper.

2. Hypotheses development

Multiple studies investigate the role of information in capital markets (e.g.

Diamond and Verrecchia (1981), Grossman and Stiglitz (1980), Grinblatt and Ross

(1985) etc.). Information is defined as a change in expectations about the outcome of an

event.3 Investors form expectations regarding a company’s future profitability in

accordance with their information set, which is shaped on the basis of available public

and private information. Diamond (1985) shows that the release of information by firms

benefits investors because it allows them to avoid gathering costly information and

improves risk sharing. Risk sharing is improved by making traders’ beliefs more

homogeneous and reducing the speculation activity of informed traders. Financial

statements are an important source of public information. Beaver (1968) shows that news

announcements revealed to investors prior to the earnings report do not fully preempt the

2 However, they did not decompose restatements by reason

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information content of earnings announcements. He suggests that investors rely on

earnings reports to form their expectations regarding a company’s future performance.

When firms make material mistakes in financial statements, they are required to

correct them by issuing restatements. Correction of an error related to a prior period

discovered after the issuance of financial statements for that period should be reported as

a prior period adjustment.4 Prior period adjustment is done both when 1) the information

was available at the time of the report but wasn’t properly used and when 2) new

information reveals that the previous report was inaccurate.5 If the restatement is made

because of the former, market should penalize the company more, because such

restatement suggests greater degree of inefficiency. Most restatement announcements

specify which item has been previously reported incorrectly (i.e. revenue, cost, in process

research and development) and in most instances only one item is restated. Thus,

restatements provide a unique opportunity to examine the marginal importance of

different items on a financial statement rather than their joint impact in earnings

announcements.

We examine how different types of restatements influence investors. Assume that

information available to investor yt at time t is defined as the expectation of the present

value of the future cash flows of the company, plus some error t6:

ttty~~~

,

where t

~

has precision 1/ >0. We hypothesize that financial restatements affect the

information set of investors in two ways. First, restatements influence the expectations of

investors regarding the NPV of future cash flows of the company, i.e. restatements

affectt

~

. If the restatement reveals that the company is doing better than before, i.e.

that1

~~

tt , then an investor will react positively to the announcement. We will observe

3 Henri Theil, Economics and Information Theory (Chicago and Amsterdam: Rand McNally and North Holland Publishing Company, 1967), Ch.1.4 In accordance with Accounting Principles Board Opinion No. 205 Sec. Act Rel. 6084, 17 SEC Dock. 1048, 1054 (1979): “there is a duty to correct statements made in any filing … if the statements either have become inaccurate by virtue of subsequent events, or are later discovered to have been false and misleading from the outset, and the issuer knows or should know that persons are continuing to rely on all or any material portion of the statement”.6 Variable can be also viewed as a return.

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positive abnormal returns if aggregate expectations of the investors change. This is the

wealth effect. Second, restatements influence the precision of the investors’ information

set 1/. An announcement of a restatement can lead to a resolution of uncertainty and

thus result in a positive market reaction even when t

~

is not affected. This is an

information effect. We hypothesize that the wealth and the information effects will differ

depending on the type of restatement.

In the reminder of this section we attempt to qualify heterogeneity. Different

items in financial statements involve different degrees of estimation. Revenue recognition

and cost and expense related items are mostly based on transactions data. We term these

items transaction-based. Restructuring, securities related, merger and acquisition, in

progress research and development related items involve a significant amount of

judgment. These are estimation-based items. Transaction-based items and estimation-

based items are associated with different level of noise, with transaction-based items

being more precise. Hence their correction should result in different market reaction. If

inherently noisy items are restated, it is likely that the restatement has been caused due to

arrival of new information rather than misusage of information used at the time initial

statement has been filed. Thus, restatements of noisier items improve precision of

investors’ information set, while restatements of precise items decrease the precision of

investors’ information set and signal greater management inefficiency. In the reminder of

this section we discuss predictions regarding transaction- and estimation-based

restatements in more detail.

Transaction based restatements

Elliott and Hanna (1996) provide evidence that markets react more strongly to

surprises in on-going operating income than to one-time special items. This suggests that

revenue recognition and cost/expense restatements should generate a more pronounced

market reaction. Palmrose and Scholz (2000) find that core restatements are positively

associated with the likelihood of shareholder litigation. Litigation decreases shareholder’s

wealth and signals the market that management is inefficient. We hypothesize that

restatements of revenue and cost/expense accounts will thus negatively affect investors’

perception regarding future profitability of the company. Furthermore, because revenue

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recognition and cost/expense restatements are transaction-based, the restatements of these

accounts might induce investors to believe that their information set is noisier. We

hypothesis that transaction based restatements will generate negative wealth effect and

negative information effect.

Estimation-based restatements

Several items on the financial statements are not based on factual data; rather they

are estimated by the management. For example, Huron Consulting Group LLC notes that

“balance-sheet reserves are established by companies for areas from bad debt to

restructuring, based on the estimates and judgments of management about everything

from how many accounts or loans receivable ultimately won’t be collected to how much

it will cost to close down outmoded factory.” Securities-related items include the

accounting for derivatives, warrants, stock options and other convertible derivatives. The

valuation of these items requires assumptions and estimation of model parameters by

management. Accounting for in process research and development (IPR&D) is also very

subjective and involves significant amount of judgment. In many instances a company

that conducts an acquisition writes off costs associated with the acquisition as in-process

research and development costs. Lucent wrote off $2.3 billion of IPR&D for its 1996 and

1997 acquisitions and IBM used the same technique to write off much of the cost of its

1995 acquisition of Lotus Development. Such practices became particularly popular

among high-tech companies.7 The company can restate restructuring-, IPR&D- and

securities-related items when observed information suggests that prior estimates have

been materially incorrect. More frequent reporting in such cases will benefit investors

because it reduces the noisiness of their information set. In the absence of restatement,

real results pertaining to the estimation-based items are never disclosed.8 In addition,

restatement of restructuring-, securities- and IPR&D-related items, which are non-cash,

can provide tax benefits even when the numbers are revised downwards. We hypothesize

that restatements of restructuring charges and IPR&D and securities related items

7 “Earnings hocus-pocus”, Financial Week, October, 1998.8 Lev Baruch, professor of accounting at NYU says that “such items as bad debt reserves, restructuring charges, pension plan rates-of-return, and contingencies (like warranties) are usually wrong, yet the real results are never disclosed after the year’s annual report is filed” Wall Street Journal, January 13, 2004.

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improve the precision of investors’ information set and thus result in positive market

reaction.

Mergers and acquisitions related items entail significant amount of judgment

because they involve treatment of intangible assets (goodwill). Even though merger and

acquisition related items are grouped as estimation-based, it is unlikely that they will

improve precision of investor’s information set because of the other negative signals that

they can potentially send. Restatements of such items can change market perception

about the value of the deal. Most of the M&A restatements in our sample are one of the

following 2 types First, some M&A restatements result from discovery of improper

accounting practices used by the acquired company that have been revealed during

acquisition process. Second, M&A related restatements are forced by SEC when

inappropriate method of accounting has been used to record the merger/acquisition. Both

of these types of M&A restatements are usually non-cash, however they can reveal that

either acquiring company overpaid or intentionally hid current expenses in one-time

M&A charges.9 It has also been shown in previous studies that corporations are most

likely to be sued if they engage in mergers, acquisitions and divestitures independently of

financial health, shareholders’ wealth and managerial entrenchment (Core (1997)). Thus,

the fact that a company restates mergers and acquisition items can proxy for litigation

risk. We expect that the M&A related restatements will have a negative wealth and

information effect.

Other types of restatements

Our sample includes three other types of restatements: reclassification, related

party transaction and restatements due to multiple reasons. Reclassification restatements

are due to improper classification of accounting items (for example debt payments being

classified as investments). Related-party transaction restatements take place when

revenues, expenses, debts or assets involving related parties are accounted for

improperly.10 All of these types might involve restatement of either transaction-based or

9 William Lerach “The alarming decline in the quality of financial reporting and upsurge in securities fraud.” Milberg Weiss Bershad Hynes @ Lerach LLP10 Our sample contains eight main reasons for restatements, which are described in Appendix A.

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estimation based items. The wealth and information effect of these types is to be

determined empirically.

Mismanagement

Restatements associated with mismanagement will result in negative market

reaction regardless of the reason for restatement. We use litigation around restatement as

a proxy for mismanagement. Previous research shows that companies that have been sued

in the past are likely to be sued in the future (Core, 1997). Litigation decreases the net

worth of a company due to direct costs involved in handling lawsuits as well as the

indirect costs associated with the need for better monitoring of inefficient management.

We suggest that restatements associated with mismanagement negatively affect investors’

perception regarding profitability of the company and result in negative abnormal returns

around announcement of restatements. Further, restatements associated with

mismanagement reduce the precision of investors’ information set 1/, because investors

rely less on the reports produced by inefficient management. Negative reaction to the

signal of management inefficiency will dominate the marginal effect of different reasons

for restatements. Within each reason for restatement we differentiate between those that

are associated with mismanagement and those that are not to preserve the marginal effect

of the reasons. Previous studies used the presence of fraudulent activity as a proxy for

mismanagement (Palmrose at el. (2004), Yohn and Stolz (2002)). We use litigation

because it captures a wider range of management inefficiencies and is an observable

variable. As pointed out by DeFond and Jiambalvo (1991) and Dechow and Skinner

(2000), the identification of fraud is very difficult because it is driven by similar motives

and generates the same market reaction as the usage of aggressive accounting. In

addition, previous literature suggests that the likelihood of costly litigation and

management change are the main reasons for the negative reaction to fraud related events

(Bonner et al., (1998) and Palmrose et al., (2004)). Palmrose and Scholz (2002) document

that only 18% of litigation in their sample of restatement related litigation are the result

of fraud. Yet, regardless of the reason for litigation, they are costly to shareholders. We

believe that litigation is a better proxy for mismanagement than using restatements

identified as results of fraudulent activity.

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3. Data

We analyze a sample of 919 companies that announced financial restatements

from January 1, 1997 to June 30, 2002. This sample has been assembles by Government

Accountability Office (GAO). It contains only restatements that occurred due to

aggressive accounting practices, intentional or unintentional misuse of facts, and

misinterpretation of accounting rules or fraud. It excludes restatements resulting from

accounting policy changes. The sample excludes restatements that followed the Sarbanes-

Oxley act, which avoids potential structural change.11 The dataset contains information

regarding the date, reason and the party that initiated restatement. We search for

information on litigation in Lexis-Nexis using keyword “litigation” and “lawsuit” around

the dates of restatement. We find the returns data on the CRSP tapes for 788 out of 919

companies and estimate abnormal returns for this sample. However, only 537 companies

in our sample have sufficient data on Compustat for cross-sectional analysis. We present

descriptive statistics for both the full sample and the sample used for cross-sectional

analysis.

4. Wealth effect

We are interested in short-term market reaction to restatement announcement. Our

sample doesn’t suffer from event clustering, therefore we employ a standard event study

methodology in computing abnormal returns. We estimate the returns using the following

market model:

Rit = i + i Rmt + it (1)

where Rit is the return on security i on day t, Rmt is the return on the market index on day

t, and it is a random error term. The model is estimated over 255 trading days, ending 46

days before the restatement announcement. The abnormal stock return for security i on

day t is defined as

ARit = Rit – (i + i Rmt) (2)

11

The act was signed into law on July 30, 2002 and intends to increase accountability of corporate executives and enhances oversight of accounting practices.

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where alpha hat and beta hat are the ordinary least squares estimates of security i’s

market model parameters. We use a Patell Z and generalized sign tests in estimating the

significance of the abnormal returns. Patell Z test assumes cross-sectional independence

and estimates separate standard error for each security-event. The generalized sign test

uses normal approximation to binomial. The null hypothesis of this test is that the

fraction of positive returns is the same as in the estimated period.

We find a significant negative cumulative abnormal return (CAR) during the

two-day event period of –7.9% (Table 1). This suggests that restatement announcements

are not fully preempted by news regarding intentions to restate or market participants’

private information regarding the quality of financial statements. The most significant

market reaction is observed on the day of and the day following the announcement (Table

1, Figure 1). Palmrose, Richardson and Scholz (2004) found 9% negative average

abnormal returns around the same windows, however their sample was smaller and

spanned different years: 1995-1999. Both Patell Z test and generalized sign tests indicate

that restatements on average generate a negative market reaction at 0.1% significance

level. However, 31% of the abnormal returns are positive (Table 3).

In Table 2 we present mean and median cumulative abnormal returns on days (-2,

+3) by reason and for the sample of restatements with and without litigation. Table 3

shows the descriptive statistics for CARs on days zero and plus one. The reaction to

restatements due to different reasons differs in timing and magnitude. Markets have

insignificant reaction to securities related and IPR&D restatements on the day of the

announcement and small negative reaction on the day after. Related party transaction

restatement announcements result in statistically significant negative mean CARs of

-4.14% on the day of announcement and statistically significant positive mean CARs of

1.32%, 4.05% and 1.95% on days +1, +2 and +3 respectively. This suggests that the

market participants overreact to related party transaction restatements on the day of

announcement and correct in subsequent days.

Table 3 reveals that the distributions of returns differ across reasons for

restatements. Although both means and medians of cumulative abnormal returns are

negative for all types of restatements, the range of the values is large. Mean ranges from

–10.85% for multiple group to -2.78% for securities related restatements. Medians are

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less negative with the maximum value of -0.95% for restructuring related group. The

market has more negative reaction measured as mean CAR(0,+1) to multiple, mergers

and acquisitions and revenue recognition restatements. Cumulative abnormal returns are

negatively skewed, in particular cost and expense and restructuring groups. The average

standard deviation of returns is around 17.2% with multiple, restructuring and M&A

groups having the highest standard deviations. Although on average mean and median

returns are negative, approximately 31% of the cumulative abnormal returns in the

sample are positive.

Revenue recognition restatements have the second most pronounced negative

median CAR(0,+1) of -4.43%. Interestingly, the four largest positive abnormal returns in

our sample are revenue recognition restatements and 31% of abnormal returns for this

group are positive. Cost and expense restatements result in median CAR(0,+1) of

–0.51%, which is below the average. Forty five percent of securities related restatements

result in positive abnormal returns, with the least negative median among all groups of

restatements of -0.95%. This result is consistent with our hypothesis that securities

related restatements reduce the noise of investors’ information set. The evidence with

regards to the restructuring group of restatements is not as clear. The distribution of

returns is skewed, with a large negative mean of -7.50% and small (in absolute terms)

median of –1.14%.

Tables 2 and 3 suggest that there is heterogeneity in signals sent by restatements

due to different reasons even when samples for each reason include restatements with and

without mismanagement. Table 2 shows that market reacts much more negatively to

restatements associated with mismanagement than to restatements without

mismanagement. This suggests negative market reaction to mismanagement related

restatements for all groups of restatements. In results not shown we calculate CARs for

each reason group separately for subsamples with and without litigation. The results for

each group are qualitatively similar to full sample results.

Cross sectional analysis of abnormal returns

In this section we analyze whether wealth effect persists after controlling for other

factors. Abnormal returns are regressed on explanatory variables designed to decompose

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restatements into different types in accordance with the signals they send. Several of the

variables used in the regression were obtained from Compustat and weren’t available for

all companies. As a result our sample reduced to 537 companies. The regression

specification includes an indicator variable for each reason of restatement. Within each

reason, we differentiate between restatements with and without mismanagement by

interacting a dummy variable for litigation with an indicator variable for reason. We also

include an indicator variable for the prompter of the restatement. As shown in Table 4,

59.3% of restatements are initiated by the company, with a few prompted by SEC and

auditor (24.6% and 11% respectively). Restatements that are initiated internally suggest

that the company has better internal controls. On the other hand, outside party initiated

restatements can be better anticipated by the market due to news regarding SEC and other

agencies investigations of the company’s accounting practices. Previous studies have

shown that these variables are important in explaining CARs around restatements

(Palmrose, Richardson and Scholz (2004), Anderson and Yohn (2002)).

Three other control variables: size, leverage and a NASDAQ dummy are

included. Size is estimated as natural logarithm of total assets in the quarter prior to

restatement and leverage is calculated as the ratio of the long-term debt to total assets in

the quarter prior to restatement. We do not have any prediction regarding the direction of

the relationship. Previous literature suggests that the relationship can be ambiguous.

Kinney and McDaniel (1989) find that firms that issue restatements are typically smaller

and more highly leveraged than other firms in the same industry. They attribute this to

weaker control mechanisms of smaller companies and thus a higher probability of

restatement. Hence, there may be a penalty for restatements of larger companies with

better control and monitoring in place. El-Gazzar (1998) and Bamaber and Cheon (1995)

find that the market is less sensitive to earnings announcements made by large firms.

They conclude that this is due to lower levels of asymmetric information for large firms

relative to small firms. It is probable that information in earnings restatements can be

better preempted for larger companies. Therefore larger companies will have a small

market reaction to the restatement announcement. We add a NASDAQ indicator variable

to control for industry effect. In summary, our cross-sectional regression is as follows:

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CAR = +11Rev +12RevLitig + 21Cost + 22CostLitig+31Restr + 32RestrLitig

+ 41Sec + 42SecLitig + 51M&A + 52M&ALitig +61Reclass + 62ReclassLitig

+ 71Research + 72ResearchLitig + 81Trans + 81TranLitig +91Mult + 91MultLitig

+ 10Company + 11Auditor + 12SEC + 14size + 15Leverage + 16 Nasdaq + (3)

As shown in Table 2, abnormal returns are significant on the day of (day 0) and

the day following the announcement (day +1) for the majority of restatements. That is

why we use CAR(0,+1) as the dependent variable in the main regression12. Descriptive

statistics for the variables used in the regression are presented in Tables 4 and 5. The

results of this regression are presented in Table 6. Regression results and findings are

discussed in the next section.13

Results of cross-sectional analysis of abnormal returns

We find that the market reacts negatively to all types of restatements when they

are associated with mismanagement. The coefficients for all reasons interacted with

litigation are negative suggesting that such restatements send negative signals to the

market about the quality of management. Although the signal is predominantly negative,

it is not homogeneous across different reasons for restatements. Notably, all reasons for

restatements have positive coefficients on corresponding dummies when they are not

interacted with litigation, yet the magnitudes and statistical significance vary. We discuss

the results in more detail by reason.

Revenue recognition and cost/expense restatements are negatively related to

abnormal returns if they are associated with litigation. The coefficients on the

Revenue*Litigation and Cost*Litigation dummies are negative and statistically

significant: -0.0950 (at 1% level) and -0.1157 (at 1% level), respectively. Interestingly,

coefficients on Revenue and Cost are positive and significant at 10% level with values of

0.0473 and 0.0597, respectively. Hence, market reacts negatively to these restatements

only when they are associated with mismanagement. The positive sign on Revenue and

Cost dummies is quite puzzling, especially considering that 58% of the revenue

12 Model 1 in Table 6.13 Discussion in sections 4.1-4.6 pertain to Table 6, regression (1)

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recognition and 72% of cost and expense restatements are not associated with litigation

(Table 4, Panel A). Previous studies documented a negative reaction to revenue

recognition restatements in different samples and model specifications. Anderson and

Yohn (2002) and Wu (2002) found a negative reaction to revenue recognition

restatements. Palmrose et al. (2004), reports that in a sample of 492 restatements, core

accounts have statistically insignificant effect on abnormal returns. This puzzling result

can be due to the fact that our revenue recognition sample contains restatements due to

the adoption of SAB No 101. Such restatements are not due to error, unlike those in the

reminder of the sample.14

Securities related restatements have a negative but statistically insignificant effect

on abnormal returns when associated with litigation and a positive and significant effect

otherwise.15 The securities dummy has the highest positive coefficient of 0.0846 among

all reasons for restatements that is significant at a 5% level. Restructuring restatements

also have a positive and statistically significant coefficient when they are not associated

with mismanagement and have a negative and significant coefficient otherwise.

Restatements related to mergers and acquisitions that are associated with

litigation send the most negative signal. The absolute value of the coefficient of such

restatements is equal to -0.2019 (significant at 1%) and is the lowest value among all

other groups. However the coefficient on M&A is positive but not significant. The

univariate analysis shows that M&A restatements have the highest percent of negative

CARS (76%) and have second lowest mean return (Table 3). The fact that the reaction is

so pronounced might suggest that such restatements signal to the market that

management wasn’t efficient in handling mergers and acquisitions and possibly overpaid

for the acquisition.

The coefficients on IPR&D are indistinguishable from zero. Coefficients on

related party transaction, reclassification and multiple reason restatements are

insignificant, despite the fact that it encompasses many reasons for restatements that by

themselves have strong impact on returns. A possible explanation for this result is the

14 In the future drafts we plan to exclude this restatements from our sample.15 Only 2 restatements in securities related group are associated with litigation, however.

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difficulty faced by investors in interpreting signals sent by restatements with multiple

reasons. Some offsetting influences can also be the causes for the observed result.

Coefficient on NASDAQ dummy is negative but insignificant. Neither size no

leverage significantly contributes to the explanation of cumulative abnormal returns.

Coefficient on Auditor and Company is negative and significant while the coefficient on

SEC is not different from zero. This result is surprising. One would expect negative

reaction to any external party initiated restatement (in this case negative coefficients on

SEC and Auditor) because such restatements will signal poor internal control.

Insignificant coefficient on SEC dummy can result from better anticipation of the market

of such restatements due to better coverage prior to restatements. A penalty for

restatement initiated by company is consistent with Palmrose at el (2004), however is not

well explained in the literature.

Our approach and results extend previous literature on the wealth effect of

restatements. We have used a finer partition of reasons than Palmrose at el. (2004).

Palmrose at. el. (2004) group restatements only into core and non-core reasons, where

core includes revenue, cost/expense and other operating income adjustments and non-

core restatements include the rest. They find that market reaction to core restatements is

not significantly different to the reaction of non-core accounts. Anderson and Yohn

(2002) find that markets react more negatively to revenue recognition restatements.

However, their study is different from ours. They use Fraud as a proxy for

mismanagement, while we use Litigation. We believe that litigation includes a much

greater range of management inefficiencies that are costly to shareholders. Anderson and

Yohn (2002) did not differentiate between restatements that are associated with

mismanagement and those that are not, which, as our study shows, is important in

analyzing the market reaction to restatements. In addition, Anderson and Yohn (2002)

used a much smaller sample that contained only 4 frauds and did not control for company

specific characteristics in conducting their analysis.

5. Information effect

In this section we examine the information effect of the restatements. Ross (1989)

shows that increase in the rate of flow of idiosyncratic information manifests itself not in

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the wealth effect, but in the increase in idiosyncratic stock price volatility. Hence, a

regular even study methodology might misclassify increases in the rate of idiosyncratic

information flow as the wealth effect. We used generalized sign test to draw the inference

from the event study. Giaccotto and Sfiridis (1996) show that this test is robust to

changes in information flow during a financial event.

In addition to controlling for the immediate change in the flow of information, we

examine a short run impact of restatements on the information flow. We estimate

residuals from the market model for 3 months periods before and after the restatement.

We use the following two windows: (-94, -4) and (4, +94), where days are numbered with

regard to the day of the restatement announcement. The ratio of the estimated variances,

22 / ab SS (where 2bS is the sample variance prior to the restatement and 2

aS is the sample

variance after the restatement) is distributed as F91,91. Several companies didn’t have

returns for full period ((-94,-4) or (4,+94)). If the company had returns for windows (-25,-

4) and (4,+25) or better, we retained it in the sample and used appropriate degrees of

freedom. Otherwise the company has been excluded from analysis in this section. Figure

2 details results. Out of 511 firms in our sample, we found 189 (37%) firms to have

higher variance after restatements at 10% significance level as compared to 158 (31%)

with lower variance. Figure 3 presents the change in variance by reason. Restatements of

restructuring and securities items decreased the variance of returns as hypothesized.

Revenue recognition, M&A, reclassification, IPR&D and multiple restatements increased

the variance, suggesting a temporary increase in the flow of idiosyncratic information and

riskiness of the firm. Companies, restatements of which have a positive information

effect (decrease the variance of the residual), are much larger and are more levered

(Table 7).

We reexamine the cross-sectional analysis of cumulative abnormal returns

conditional on information effect in model 2, Table 6 by including two dummy variables:

increase in variance and decrease in variance. These variables are based on the F

statistic presented in Figures 2 and 3. Increase in variance equals 1 if the increase in

variance subsequent to restatement (measured over windows ((-94,-4) and (+4, 94)) was

significant at 10% level and zero otherwise. Decrease in variance equals 1 if the decrease

in variance subsequent to restatement (measured over windows ((-94,-4) and (+4, 94))

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was significant at 10% level and zero otherwise. Restatements that increase variance are

associated with more negative CARS. After controlling for the information effect, most

of the results are preserved and the explanatory power of the model is improved.

6. Conclusion

The study examined whether financial statement restatements produce different

wealth effect (measured by market model adjusted abnormal returns around

announcement dates of restatements) and information effect (measured by the change in

variance of returns) depending on the reason for restatement (revenue, cost, securities

related, M&A, reclassification, IPR&D, transaction, multiple, other) and the presence of

mismanagement as proxied by litigation. Our decomposition of signals sent by financial

restatements allowed us to provide new evidence pertaining to market reaction to

financial restatements. Our main result is that restatements do send a variety of signals.

Market reaction to different reasons for restatements differs both in timing and

magnitude. The mean of cumulative abnormal returns over two-day window ranges from

-10.85% to –2.78%. Although the most significant market reaction for most reasons for

restatement is observed on days zero and plus one, markets start reacting to securities

related and reclassification restatements only on the day after the announcement.

We observe significant difference in the information conveyed by different types

of restatements. Mismanagement as proxied by litigation has a negative effect on the

market response to the reasons for restatement for all reasons. The effect is significantly

negative for revenue, cost, M&A, and restructuring. Restructuring and securities related

restatements that are not associated with mismanagement are positively related to market

reaction. This is consistent with our hypothesis that such restatements reduce the

noisiness of investors’ information set by revealing more accurate numbers in place of

estimates. However, we also find that revenue and cost restatements are positively related

to market reaction when they are not associated with mismanagement. This result is

counter to our prediction of negative reaction to revision of transaction based items.

We also find that securities and restructuring restatements decrease the

idiosyncratic flow of information subsequent to restatement, while revenue recognition

restatements increase idiosyncratic flow of information subsequent to the announcement.

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This result is consistent with out hypothesis that restatement of securities and

restructuring related items (estimation-based) that are inherently noisy improve the

precision of investors’ information set, while restatement of revenue items, which are

mainly transactions-based, increases the noisiness of investor’s information set. Merger

and acquisitions, reclassification and multiple reason restatements mostly increase the

idiosyncratic flow of information subsequent to the announcement. Companies,

restatements of which have a positive information effect (decrease the variance of

residual), are much larger and are more levered.

Our results suggest substantial heterogeneity in market reaction to the correction

of different items on financial statements. Results are mainly consistent with our

hypothesis that restatements of inherently noisy items improve the precision of investors’

information set, while restatement of precise figures increases the noisiness of investor’s

information set.

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References:

Anderson, K., and T. Yohn (2002), “The effect of 10-K restatements on firm value,

information asymmetries, and investors’ reliance on earnings,” Working paper.

Ayers, B., Lefanowicz C., and Robinson J., (1998) “Do firms purchase the pooling

method? Working paper, The University of Georgia, Michigan State University,

University of Taxes, Austin.

Bamber, L.; Y., Cheon, 1995 “Differential Price and Volume Reactions to Accounting

Earnings Announcements” The Accounting Review, Vol. 70, No. 3. (Jul., 1995), pp.

417-441.

Beaver, W., “The information content of annual earnings announcements,” Empirical

Studies in Accounting: Selected Studies, 1968. Supplement to Journal of Accounting

Research 10:1-38.

Chan, S., J. Martin, and J. Kensinger, 1990, “Corporate research and development

expenditures and share value”, Journal of Financial Economics 26, 255-76.

Core, J.E. (1997). “On the Corporate Demand for Directors’ and Officers’ Insurance.”

Journal of Risk and Insurance, 64: 63-87.

Cowan, Arnold, 2002, Eventus 7 User’s Guide, revised edition, Cowan Research LC,

Ames, Iowa.

Davis, M. (1990). “Differential market reaction to pooling and purchase methods.” The

Accounting Review 65, no. 3 (July): 696-709.

Diamond, D. and R. Verrecchia, "Information Aggregation in a Noisy Rational

Expectations Economy," Journal of Financial Economics, (1981), 221-35.

Diamond, D., 1985 “Optimal Release of Information By Firms” The Journal of Finance,

Vol. XL, No 4

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22

El-Gazzar, S.M. “Predisclosure information and institutional ownership: a cross-sectional

examination of market revaluations during earnings announcement periods.” The

Accounting Review (January 1998): 119-129.

Elliott, J. and J., Hanna. “Repeated accounting write-offs and the informational content of

earnings.” Journal of Accounting Research (Supplement, 1996): 135-156.

General Accounting Office (GAO), 2002, Financial statement restatements: trends,

market impacts, regulatory responses, and remaining challenges, GAO-03-138.

Giaccotto, C. and Sfiridis, J. (1996), “Hypothesis testing in event studies: the case of

variance changes.” Journal of Economics and Business, 48-349-370.

Grinblatt, M. and S. Ross, "Market Power in a Securities Market with Endogenous

Information," Quarterly Journal of Economics, (1985), 1143-67.

Grossman, S. and J. Stiglitz, "On the Impossibility of Informationally Efficient Markets,"

American Economic Review (1980), 393-408.

Henri Theil, Economics and Information Theory (Chicago and Amsterdam: Rand

McNally and North Holland Publishing Company, 1967), Ch.1.

Hong, H., R. S. Kaplan, and G. Mandelker. 1978. “Pooling vs. purchase: The effects of

accounting for mergers on stock prices.” The Accounting Review 53, no. 1 (January):

31-47.

Kasznik, R. and M. Williams (2000) “Purchase versus pooling in stock-for-stock

acquisitions: Why do firms care?” Journal of Accounting and Economics 29: 261-286.

Kinney, W. Jr., and L., McDaniel. “Characteristics of firms correcting previously

reported quarterly earnings.” Journal of Accounting and Economics (February 1989):

71:93.

Martinez-Jerez, F. A. 2000. “Impact of Accounting Method on Market Assessment of

Business Combinations.” Working paper, Harvard Business School.

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23

Nathan, K. 1988. “Do firms pay to pool? Some empirical evidence.” Journal of

Accounting and Public Policy 7: 185-200.

Owers, J., C. Lin, and R. Rogers, 2002 “The informational content and valuation

ramifications of earnings restatements,” International Business and Economics Journal,

2002, V.1, No. 5, pp 71-84

Palmrose Z.V., and S., Scholz “Restated financial statements and auditor litigation.”

Working paper, University of Southern California (2000).

Palmrose Z.V., Richardson V.J., Scholz S., “Determinants of Market Reaction to

Restatement Announcement.” Journal of Accounting and Economics, 37. (2004)

Robinson, J. and P. Shane. 1990. “Acquisition accounting method and bid premia for

target firms.” The Accounting Review 55, no. 1, (January): 25-48.

Woolridge, R. and C. Snow 1990, “Stock market reaction to strategic investment

decisions”, Strategic Management Journal 11, 353-63.

Wu, M. 2002 “Earnings restatements: A capital market examination.” New York

University working paper.

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Appendix A: Categories of Restatements and Category Description

Categories of Restatements Category Description

Acquisitions and mergers Restatements of acquisitions or mergers that were improperly accounted for or not accounted for at all. These include instances in which the wrong accounting method was used or losses or gains related to the acquisition were understated or overstated. This category does not include in-process research and development or restatements for mergers, acquisitions, and discontinued operations when appropriate accounting methods were employed.

Cost or expense Restatements due to improper cost accounting. This category includes instances of improperly recognizing costs or expenses, improperly capitalizing expenditures, or any other number of mistakes or improprieties that led to misreported costs. It also includes restatements due to improper treatment of tax liabilities, income tax reserves, and other tax-related items.

In-process research and development

Restatements resulting from instances in which improper accounting methodologies were used to value in-process research and development at the time of an acquisition.

Other+ Loan-loss and tax Any restatement not covered by the listed categories. Cases included in this category include restatements due to inadequate loan-loss reserves, delinquent loans, loan write-offs, improper accounting for bad loans and restatements due to fraud, and accounting irregularities that were left unspecified.

Reclassification Restatements due to improperly classified accounting items. These include restatements due to improprieties such as debt payments being classified as investments.

Related-party transactions Restatements due to inadequate disclosure or improper accounting of revenues, expenses, debts, or assets involving transactions or relationships with related parties. This category includes those involving special-purpose entities.

Restructuring, assets, or inventory Restatements due to asset impairment, errors relating to accounting treatment of investments, timing of asset write-downs, goodwill, restructuring activity and inventory valuation, and inventory quantity issues.

Revenue recognition Restatements due to improper revenue accounting. This category includes instances in which revenue was improperly recognized, questionable revenues were recognized, or any other number of mistakes or improprieties were made that led to misreported revenue.

Securities related Restatements due to improper accounting for derivatives, warrants, stock options, and other convertible securities.

Source: GAO.Note: We excluded announcements involving stock splits and changes in accounting principles, as well as other financial statement restatements that were not made to correct mistakes in the application of accounting standard.

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Figure 1: Mean Abnormal Returns around Restatements

-5.00%

-4.00%

-3.00%

-2.00%

-1.00%

0.00%

1.00%

2.00%

-30 -25 -20 -15 -10 -5 0 5 10 15 20 25 30

Day

Ret

urn

The following market model is estimated: Rit = i + i Rmt + it, where Rit is the return on security i on day

t, Rmt is the return on the market index on day t, and it is a random error term. The model is estimated over

255 trading days, ending 46 days before the restatement announcement. The abnormal stock return for

security i on day t is defined as ARit = Rit – (i + i Rmt), where alpha hat and beta hat are the ordinary

least squares estimates of security i’s market model parameters.

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Figure 2: F statistic

96

37 3831

24

46

28 30

19 16 14 13 10

109

0

20

40

60

80

100

120

0.5

0.6

0.7

0.8

0.9 1

1.1

1.2

1.3

1.4

1.5

1.6

1.7

Mor

e

Nu

mb

er o

f F

irm

s

Histogram of 511 F statistics 22 / ab SS (where 2bS is the sample variance prior to the

restatement and 2aS is the sample variance after the restatement) testing the hypothesis

that the variance of stock returns changes after restatement. Lower and upper critical values of the F91,91. are the following: at 10% - (0.7635, 1.3097), at 5% - (0.7070, 1.4143), at 1% - (0.6117, 1.6348).

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Figure 3: Change in variance by reason

51

1915

117

15

9

22

65

22

12 106 5 5 6

18

67

20

12

6

13

510 10

28

0

10

20

30

40

50

60

70

80

Reven

ueCos

t

Restruc

turin

g

Secur

ities

MA

transa

ct

recla

ss RD

mult

iple

decrease no change increase

Change in variance is estimated as 22 / ab SS , where 2bS is the sample variance prior to the

restatement and 2aS is the sample variance after the restatement. Lower and upper critical

values of the F91,91. are the following at 10% - (0.7635, 1.3097) are used to determine statistically significant increase and decrease in variance.

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Table 1: Abnormal returns around restatement announcements using market model

Abnormal returns are calculated using market model, parameters, which are estimated for the period of 255 days ending 46 days prior to the announcement. CRSP weighted average index is used as a proxy for the return on the market. Abnormal returns are computed for the sample of 788 restatements announced in 1997-2002

Date Sample SizeMean

Abnormal ReturnMedian

Abnormal ReturnsPositive : Negative

Mean Abnormal Returns-2 784 -0.56% -0.24% 356:428-1 782 -0.32% -0.17% 360:4220 769 -3.53%*** -1.13%*** 307:462

+1 757 -4.47%*** -1.48%*** 275:482+2 757 -0.13% -0.26% 358:399

***Denotes statistical significance at the 0.1% level using 2-tail generalized sign test

Generalized sign test is used in estimating the significance of the abnormal returns. The test uses normal approximation to binomial. The null hypothesis of this test is that the fraction of positive returns is the same as in the estimated period.

Patell Z test of significance yields similar results: returns on days 0 and +1 are significant at 0.1%. In addition, returns on day -2 are significant at 0.1% and on day +2 at 10%. Patell Z test assumes cross-sectional independence and estimates separate standard error for each security-event.

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Table 2: Mean and Median Abnormal Returns by Reason

Abnormal returns are calculated using market model, parameters, which are estimated for the period of 255 days ending 46 days prior to the announcement. CRSP weighted average index is used as a proxy for the return on the market. Abnormal returns are computed for the sample of 788 restatements announced in 1997-2002.

Panel A: Mean Abnormal Returns by Reason and With/Without Litigation

Reason Mean Abnormal Return on Event Day:

-2 -1 0 +1 +2 +3Number

of observ.

Revenue recognition -0.59% -0.61%$ -4.00%*** -4.32%*** -0.07% 0.46% 267

Cost and Expense -1.39%** 0.08% -3.64%*** -3.49%*** -0.11% 0.91%$ 91

Restructuring -0.53%* 0.14% -2.32%*** -5.36%*** -0.75% 2.59%*** 71

Securities related 0.98% -0.79% -0.62% -2.22%** -2.27% -0.11% 38

Mergers and acquisitions -0.27% 0.38% -4.87%*** -5.70%*** 1.25% 0.44% 42

Reclassification -0.53% 0.02% -1.90%** -1.85%** -2.12%* -0.88% 28

IPR&D -0.91% 0.36% -1.45% -2.86%*** 0.37% -0.41% 33

Related party transactions -1.91% 0.50% -4.14%*** 1.32%** 4.05%** 1.95%$ 15

Multiple -0.75%** -0.78%$ -5.70%*** -5.50%*** 0.92%* 0.06% 118

Other 0.42 -0.20% -2.12%*** -5.87%*** -0.92%*** -0.45% 85

788

With litigation -1.28%*** -0.66%** -6.46%*** -7.67%*** -0.53% 0.93%** 335

No litigation -0.01% -0.12% -1.41%*** -2.27%*** 0.15% 0.11% 443

778

Panel B: Median Abnormal Returns by Reason and With/Without Litigation

Reason Median Abnormal Return on Event Day:

-2 -1 0 +1 +2 +3Number

of observ.

Revenue recognition -0.09% -0.32%$ -1.71%*** -1.36%*** -0.21% -0.10% 267

Cost and Expense -0.43%** -0.14% -1.15%*** -1.13%*** -0.58% 0.11%$ 91

Restructuring -0.24%* 0.07% -0.66%*** -1.37%*** -0.36% -0.10% 71

Securities related -0.05% -0.28% 0.18% -0.41%** -0.62% -0.25% 38

Mergers and acquisitions -0.34% 0.10% -0.50%*** -2.44%*** 0.73% -0.42% 42

Reclassification 0.20% -0.24% -0.79%** -0.61%** -1.28% -0.60% 28

IPR&D -1.04% 0.35% -1.24% -2.65%*** -0.11% -1.29% 33

Related party transaction -1.12% 0.60% -2.27%*** 0.83%** 1.68%** 1.32%$ 15

Multiple -0.61%** -0.43%$ -2.27%*** -2.08%*** -0.11%*** 0.51% 118

Other -0.29% -0.39% -0.16%*** -2.76%*** -0.46%*** -0.81% 85

788

With litigation -0.61%*** -0.60%** -2.16%*** -3.13%*** -0.46% -0.37%** 335

No litigation -0.11% 0.09% -0.66%*** -0.0103*** -0.11% -0.19% 443

778

$, *, **, *** indicates statistical significance at 10%, 5%, 1% and 0.1% respectively using Patell test.

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Table 3: Univariate Statistics for Cumulative Abnormal Returns by Reason

Abnormal returns are calculated using market model, parameters of which are estimated for the period of 255 days ending 46 days prior to the announcement. CRSP weighted average index is used as a proxy for the return on the market. Abnormal returns are computed for the sample of 788 restatements announced in 1997-2002

CAR(0,+1)

Reason for restatement Mean median min max St. dev skewness

Number of restatements with positive CARs

as %

Number of restatements with negative CARs

as %

# of observa-tions in event window

Total number of restate-ments by reason

Revenue recognition -8.24%*** -4.43% -91.37% 41.63% 17.03% -1.3254 84 31% 180 67% 264 267

Cost or expense -7.05%*** -2.51% -77.22% 20.35% 13.28% -2.2427 25 27% 65 71% 90 91

Restructuring -7.50%*** -1.14% -92.50% 29.22% 19.65% -2.8927 25 35% 46 65% 71 71

Securities related -2.78%*** -0.95% -41.30% 18.19% 12.25% -1.5530 17 45% 21 55% 38 38Mergers and acquisitions -10.45%*** -4.32% -64.44% 13.83% 18.19% -1.4376 10 24% 32 76% 42 42

Reclassification -3.76%*** -1.77% -27.06% 12.51% 9.52% -0.3750 10 36% 18 64% 28 28

IPR&D -4.30%*** -2.69% -64.42% 20.20% 15.84% -1.6712 9 27% 24 73% 33 33Related-party transactions -2.81%*** -1.53% -25.84% 5.70% 7.92% -1.8954 5 33% 9 60% 14 15

Multiple -10.85%*** -4.50% -2.07% 21.56% 21.95% -1.7046 36 31% 76 64% 112 118

Other -7.89%*** -3.89% -68.49% 38.62% 15.54% -2.5620 27 32% 55 65% 82 85

Full Sample -7.88%*** -3.19%*** -91.37% 41.63% 17.20% -1.8343 248 31% 526 67% 774 788

$, *, **, *** indicates statistical significance at 10%, 5%, 1% and 0.1% respectively using Patell test.

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Table 4: Litigation and Prompter Summary Statistics

Panel A: Litigation

Reason With litigation % No litigation % Total

Revenue 80 42.3% 109 57.7% 189

Cost 18 27.7% 47 72.3% 65

Restructuring 13 30.2% 30 69.8% 43

Securities 2 6.9% 27 93.1% 29

M&A 12 42.9% 16 57.1% 28

Reclassification 8 40.0% 12 60.0% 20

IPR&D 12 46.2% 14 53.8% 26

Related party transaction 3 27.3% 8 72.7% 11

Multiple 43 59.7% 29 40.3% 72

Other 16 29.6% 38 70.4% 54

Total 207 38.5% 330 61.5% 537

Panel B: Party Initiated Restatement

Full Sample Subsample of 537Prompter Number % of known Number % of known

Company 312 61.7% 188 59.3%

Auditor 56 11.1% 35 11.0%

SEC 104 20.6% 78 24.6%

Multiple parties 34 6.7% 16 5.0%

Number of restatements with known prompter 506 64.2% 317 59.0%

Unknown 282 35.8% 220 39.6%

Total 788 537

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Table 5: Company Characteristics

This table is computed for the sample of 537 companies used in multivariate analysis

Abnormal returns are calculated using market model, parameters of which are estimated for the period of 255 days ending 46 days prior to the announcement. CRSP weighted average index is used as a proxy for the return on the market. Abnormal returns are computed for the sample of 788 restatements announced in 1997-2002. Size is estimated as natural logarithm of total assets in the quarter prior to restatement and leverage is calculated as the ratio of the long-term debt to total assets in the quarter prior to restatement.

Characteristics With litigation No litigation Full sample

Mean CAR(0,+1) -13.29% -3.51% -7.17%

Mean CAR(-1,+3) -12.62% -3.44% -6.88%

Median CAR(0,+1) -9.31% -1.76% -3.07%

Median CAR(-1,+3) -7.26% -1.89% -3.55%

Leverage 19.00% 32.78% 27.62%

Total assets 4,166,466,328

2,607,599,149 2,607,599,149

Number of observations 201 336 537

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Table 6: Announcement return regressions

Dependent variable is cumulative abnormal return for a window (0,+1).

Model 1 Model 2

Dependent VariablesEstimated coefficients P-value

Estimated coefficients P-value

Revenue 0.0473* (0.062) 0.0422* (0.095)Revenue*Litigation -0.0950*** (0.000) -0.100*** (0.000)

Cost and Expense 0.0597* (0.052) 0.0561* (0.067)Cost*Litigation -0.1157*** (0.007) -0.078* (0.079)

Restructuring 0.0635* (0.068) 0.0553 (0.112)Restructuring*Litigation -0.0816* (0.097) -0.0872* (0.098)

Securities related 0.0846** (0.019) 0.0779** (0.032)Securities*Litigation -0.1003 (0.369) -0.0846 (0.437)

Mergers and acquisitions 0.0354 (0.416) 0.0393 (0.382)M&A*Litigation -0.2019*** (0.001) -0.2097*** (0.000)

Reclassification 0.0729 (0.133) 0.0748 (0.116)Reclassification*Litigation -0.1051 (0.129) -0.1092 (0.105)

In progress R&D 0.0295 (0.535) 0.0210 (0.659)IPR&D*Litigation -0.0129 (0.832) -0.0221 (0.711)

Transaction 0.0792 (0.171) 0.0782 (0.166)Transaction*Litigation -0.0800 (0.436) -0.0777 (0.437)

Multiple 0.0201 (0.542) 0.0166 (0.618)Multiple*Litigation -0.0399 (0.267) -0.0368 (0.310)

Company -0.0294* (0.053) -0.0354** (0.019)Auditor -0.0674** (0.019) -0.0849*** (0.005)SEC 0.0182 (0.417) -0.0114 (0.607)

Decrease in variance -0.0059 (0.721)Increase in variance -0.0273* (0.087)

Size 0.0052 (0.129) 0.0064* (0.077)Debt ratio 0.0019 (0.553) -0.0020 (0.269)NASDAQ -0.0226 (0.153) -0.0197 (0.213)Constant -0.1635** (0.035) -0.0875 (0.330)

Number of observations 537 510R squared 15% 17%Adjusted R squared 11% 12%

* Significant at 10% level, ** Significant at 5% level, *** Significant at 1% level

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Table 7: Change in variance for different types of restatements

Change in variance is assessed using an F test. F= {variance of market model residuals estimated prior to restatement (-94, -4)} / {variance of market model residuals estimated subsequent to restatement (+4, +94)}. If returns for full period ((-94,-4) or (4,+94)) were missing, we retained company with for windows (-25,-4) and (4,+25) or better and used appropriate degrees of freedom. Otherwise the company has been excluded from analysis in this section. Increase in variance equals 1 if the increase in variance subsequent to restatement (measured over windows ((-94,-4) and (+4, 94)) was significant at 10% level and zero otherwise. Decrease in variance equals 1 if the decrease in variance subsequent to restatement (measured over windows ((-94,-4) and (+4, 94)) was significant at 10% level and zero otherwise. All other restatements belong to group "no change in variance. Debt ratio is calculated as the ratio of long-term debt to total assets in the quarter prior to restatement.

Impact on the variance of market model residuals

Number of firms

% of total

sample Mean Car(0,+1)

Mean Size in Dollars

Mean Debt ratio Auditor Company SEC Litigation NASDAQ

Decrease in variance 158 31% -0.0680 $3,983,975,589 18.3% 12 55 22 64 86

No change in variance 164 32% -0.0511 $3,194,637,194 19.3% 7 55 26 55 97

Increase in variance 189 37% -0.0878 $2,791,598,598 5.9% 10 68 28 72 115

Total 511