Either Board Interlock hiring or Private Equity funding: how Brazilian pre-IPO firms signal management quality

Abstract

Pre-IPO firms strive to perform the required changes before opening its capital to the stock market. Among these changes, firms perform operational and strategic shifts, as well as incorporate corporate governance practices. In order to cope with these changes, pre-IPO firms usually attempt to attract professionals and firms that will both help them throughout this trajectory. Because internal changes will not have an immediate impact, market actors must rely on the firm’s signals in order to infer quality, given the inherit asymmetry of information. Throughout this paper, we espouse the ‘signaling theory’ in order to propose that pre-IPO firms will try to choose the most efficient signals in order to increase the odds of post-IPO abnormal results. Specifically, we test two signals: association to private equity firms and attraction of central board members from the board interlock community. We tested these hypotheses for Brazilian IPOs from 2004 to 2013. While the association to private equity firms increased the odds of post-IPO performance for all sample, betweenness (information flow) and participation in other boards (degree) hypotheses were supported only for those firms without private equity funding. These results suggest that, for the Brazilian context, attracting board members from the interlock community is a second-best strategy, when compared to being associated to a private equity firm.