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Strategic Management Journal

Strat. Mgmt. J., 26: 461–471 (2005)


Published online 11 March 2005 in Wiley InterScience (www.interscience.wiley.com). DOI: 10.1002/smj.457

THE INFLUENCE OF THE FINANCIAL PRESS


ON STOCKHOLDER WEALTH: THE CASE OF
CORPORATE GOVERNANCE
JONATHAN L. JOHNSON,1 * ALAN E. ELLSTRAND,1 DAN R. DALTON2
and CATHERINE M. DALTON2
1
Sam M. Walton College of Business, University of Arkansas, Fayetteville, Arkansas,
U.S.A.
2
Kelley School of Business, Indiana University, Bloomington, Indiana, U.S.A.

This study examines the impact that the publication of ratings of boards of directors by the
business press has on stockholder wealth. We report findings from an event study of price
reactions to the publication of Business Week’s 1996 and 1997 ratings of boards of directors of
U.S. corporations. As hypothesized, favorable ratings resulted in significant positive abnormal
returns after controlling for market effects and confounding events, with only novel information
explaining statistical variance. Contrary to expectations, unfavorable ratings also resulted in
positive abnormal returns. Copyright  2005 John Wiley & Sons, Ltd.

Very few investors have immediate access to the of this study: corporate governance. Although arti-
information they use to make investment decisions, cles on the boards and governance practices of spe-
with information flowing to them through a vari- cific corporations are not uncommon, two reports
ety of intermediaries, an important class of which published in recent years present a unique oppor-
is the financial press. The academic community has tunity to examine the consequences of financial
proposed a variety of roles for the financial press, reporting in the context of corporate governance.
which we classify into two general, not necessarily In 1996 and 1997, Business Week published cover
incompatible, categories (e.g., Deephouse, 2000). stories that are well suited to examination by both
The first category contains those perspectives that the information brokering and social constructivist
treat the press primarily as an information bro- approaches. The Business Week stories identify
ker, recording and disseminating information about the 25 ‘best’ and 25 ‘worst’ boards of directors
business activities. The second category consists of of publicly traded U.S. corporations, based on a
approaches that regard the press as an active par- combination of data gleaned from publicly avail-
ticipant in the development of society’s awareness, able sources and ratings collected through surveys
understanding, and evaluation of businesses and of professional investors and other corporate gov-
business practices (Pollock and Rindova, 2003; ernance experts. In this study, we examine the
Hayward, Rindova, and Pollock, 2004). consequences for shareholders of firms included
These perspectives are applicable to reporting on in those articles in the light of these theoretical
many different business issues, including the focus perspectives.

Keywords: corporate governance; boards of directors; THE PERSPECTIVES


financial press
*Correspondence to: Jonathan L. Johnson, Walton College of
Business, University of Arkansas, Fayetteville, AR 72701, In the extreme of the information brokering per-
U.S.A. E-mail: jonjohn@walton.uark.edu spective, the role played by the press is tacit or

Copyright  2005 John Wiley & Sons, Ltd. Received 28 October 2002
Final revision received 30 October 2004
462 J. L. Johnson et al.

unacknowledged, as for example in studies that active role in both creating and applying the stan-
use the publication of stories simply as indica- dards that define legitimacy. In the context of cor-
tors of the event itself. In such case, the press is porate governance, there is uncertainty even in the
regarded as a passive, invisible conduit of infor- academic world about what constitutes appropriate
mation. Another approach, one that is amenable to roles, actions, and attributes of boards of direc-
disciplines grounded in rational models of human tors (e.g., Westphal, 1999; Johnson, Daily, and
behavior, has regarded members in the press as Ellstrand, 1996), uncertainty that extends into the
information mediaries who act as ‘expert monitors’ investor community. Investors’ understanding of
(Pollock and Rindova, 2003: 631), or information what constitutes acceptable corporate governance
middlemen (e.g., Bigalaiser, 1993), procuring and practices may be grounded in a variety of sources,
assembling information for sale to their audiences. including the financial press.
On this account, media organizations are essen- The degree and kind of media coverage given
tially brokers competing in a market for finan- to a firm sends signals to investors over and above
cial information, deploying specialized resources the information being reported. By selecting spe-
to collect, assemble, market, and sell information cific issues and firms to report on from an unlim-
on business-related issues. Success in the mar- ited array of choices, the press ‘sets the agenda’
ket for financial information is presumably based (McCombs, 1992) for the public, implicitly iden-
on the quality of the goods—i.e., information tifying which issues and firms are important. Sim-
that leads to investments that generate returns. To ply being included in media reports may confer
consistently publish unreliable information would a certain degree of legitimacy to firms (Zucker-
lead readers relying on that information to make man, 1999), but the tenor of the story may also
unprofitable investments, thus risking the publica- contribute or detract from legitimacy (Pollock and
Rindova, 2003). The process tends toward non-
tion’s own valuable reputation and sending read-
recursion as media coverage begets public inter-
ers to alternative information providers. Added to
est, which begets additional media coverage. The
this market discipline are journalists’ professional
media may further influence legitimacy by quot-
norms to ‘record thoroughly important events,
ing or citing experts or reporting on the actions
issues, and opinions about them for the public’
of respected managers or professionals, many of
(Deephouse, 2000: 1095).
whom had a vested interested in the governance
In the context of corporate governance, the
of the firms they rated, providing ‘social proof’ of
press brokers information on boards of direc- the legitimacy of a company or practice (e.g., Rao,
tors’ legal fiduciary responsibility to protect stock- Greve, and Davis, 2001; Pollock and Rindova,
holders from managerial abuses. Most theories 2003). Thus, the financial press’s effects are not
of corporate governance, even including compet- limited to just providing information relevant to
ing views such as managerialism and agency the- investment decisions, but also by influencing the
ory, accept that at least some agency costs are frameworks and criteria used to make those invest-
inevitable, and there will be variance in boards’ ment decisions.
effectiveness in managing those costs, to the extent The Business Week stories are agenda setting (or
that boards are not culpable themselves. A vigi- agenda reinforcing) in that they rely on specific
lant financial press may act as one check against indicators of board effectiveness, defined as ‘a
abuses by managers and/or directors, by investigat- set of guidelines,’ or ‘best practices,’ commonly
ing and reporting on governance matters, enabling articulated by governance experts’ (Byrne, Grover,
informed investment decisions. The information and Melcher, 1997: 98)—in spite of a lack of
brokering role is fulfilled by the Business Week compelling evidence for many of the included
stories in the sense that data from numerous and indicators in empirical research (e.g., Dalton et al.,
varied sources, including sources not previously 1998, 1999; Westphal, 1999). By evaluating boards
publicly available are gathered, analyzed, and pre- against these criteria and publishing the results,
sented to readers. the articles serve to reinforce the salience and
Legitimacy is a focus of the social construc- importance of those board attributes and practices.
tivist perspective (e.g., Pollock and Rindova, 2003; Furthermore, in a direct appeal to social proof, the
Deephouse, 2000; Zuckerman, 1999; Lamertz and articles defined governance experts—managers of
Baum, 1998), and the financial press can play an the largest money-management firms and pension
Copyright  2005 John Wiley & Sons, Ltd. Strat. Mgmt. J., 26: 461–471 (2005)
Financial Press and Stockholder Wealth 463

funds, and other unspecified academics, attorneys, only information in the articles that was not previ-
and activists—and then surveyed the population ously available to the public was from the raters’
for their opinions on the best and worst boards subjective evaluations. Furthermore, expert opin-
of directors. Finally, in addition to listing the ions are more likely than publicly available board
results of the board analysis and expert surveys, data to provide the social proof required to change
the authors selectively include specific companies investors’ perception of board legitimacy.
and practices in the text of the article, interspersed
with quotes from a variety of governance experts, Hypothesis 2: The expert rating data presented
in building their case. in the Business Week articles will explain more
On both perspectives, we expected that the variance in abnormal returns than the board
firms’ whose boards were identified as best would attribute data.
enjoy abnormal positive stock returns, and vice
versa. In the information brokering role, the arti-
cles present a great deal of information which,
according to the predominant theories of corpo- METHODS
rate governance, should be of interest to rational
investors. The listed firms represent the zenith Sample and data collection
and nadir of boards’ shareholder accountability,
director quality, and independence of management The 1996 and 1997 Business Week cover stories
influence according to the criteria employed by (Byrne and Melcher, 1996; Byrne et al., 1997)
Business Week and its panel of experts, and to the contained results from surveys and analyses the
extent that those are important in ensuring returns magazine had commissioned from Lou Harris
to investors, they should be reflected in share- & Associates. These rankings were based on
holder wealth. As for the social constructivist view, two classes of measures, ratings from a ‘Board
the authors propagate the legitimacy (Pollock and Performance Poll’ that was sent to a wide range
Rindova, 2003) of both the criteria used to evaluate of governance experts as defined by Business
boards as well as the firms to which the crite- Week, and a ‘Governance Guideline Analysis’ that
ria are applied. The Business Week articles make used aggregated data from publicly available data
no bones about the conclusions drawn from their sources. The survey and governance guideline
analyses—‘best’ and ‘worst’ are extreme labels in scores were combined into an overall rating of the
terms of legitimacy. If the articles are successful board, from which were derived ordered rankings
in influencing investors of the legitimacy or ille- of 25 ‘best’ and 25 ‘worst’ boards of directors in
gitimacy of the listed boards, that should also be the United States for each year (Table 1). Sixteen
reflected in stock prices. Thus: of the boards listed as most effective in 1996 were
also listed in 1997, and 14 ineffective boards in
1996 were also in the 1997 ineffective list.
Hypothesis 1a: The publication of favorable Subjective expert ratings were derived from
board of director ratings in Business Week will data collected in board performance surveys
result in positive abnormal returns to stockhold- sent to managers of large money-management
ers of the associated corporations. firms and pension funds, along with legal
Hypothesis 1b: The publication of unfavorable and academic governance experts. Respondents
board of director ratings will result in negative consisted primarily of professional investors who
abnormal returns to stockholders of the associ- managed portfolios worth $1.6 trillion in 1996,
ated corporations. and $2 trillion in 1997. The raters were asked
to identify the public corporations whose boards
On both the information brokering and legitimacy they considered to be most and least effective, and
views, we would expect the more influential ele- were then asked to grade the boards on a scale
ments of the Business Week analysis to be the of 0 (poor) to 10 (excellent) for four categories:
results of the expert surveys. The efficient market accountability to shareholders, quality of directors,
hypothesis holds that information is incorporated independence, and corporate performance. The
in stock prices as soon as it is presented, with rel- scores were then aggregated into an overall Survey
atively brief moves to new equilibrium states. The Score.
Copyright  2005 John Wiley & Sons, Ltd. Strat. Mgmt. J., 26: 461–471 (2005)
464 J. L. Johnson et al.

Table 1. Boards of directors rated by Business Week in 1996 and 1997

‘Best’ boards of 1996 1996 1997 1997 ‘Worst’ boards of 1996 1996 1997 1997
directors ranka abnormal ranka abnormal directors ranka abnormal ranka abnormal
returnsb returnsb returnsb returnsb

AMR 21 0.067 AT & T −20 −0.009 −24 0.025


Abbott Labs 18 0.003 Advanced Micro Devices −8 0.029 −13 −0.003
BankAmerica 18 0.078 Apple Computer −2 −0.020 −3 −0.104
Campbell Soup 1 0.001 1 0.014 Archer Daniels Midland −25 0.033 −22 −0.014
Caterpillar 22 −0.011 Bausch & Lomb −3 0.011
Ceridian 11 −0.037 H & R Block −5 0.007
Chrysler 6 0.013 6 0.038 Browning Ferris Industries −14 0.038
Citicorp 14 0.028 Champion International −24 0.014 −4 −0.007
Coca Cola 20 −0.007 15 0.059 Columbia HCA −15 0.044
Colgate Palmolive 5 0.010 9 0.060 Digital Equipment −5 −0.066
Compaq Computer 4 0.046 3 0.054 Dillard’s −20 0.029
Dayton Hudson 17 0.090 Walt Disney −12 0.008 −25 0.008
Eastman Kodak 15 0.017 Dow Jones −21 0.018
Exxon 10 0.021 23 0.028 Ethyl −17 0.018
General Electric 2 −0.019 2 −0.006 Fleming Companies −16 −0.001 −9 0.008
General Mills 13 0.038 WR Grace −10
General Motors 13 −0.016 7 0.005 HJ Heinz −23 0.001 −23 0.102
Hercules 9 0.004 Humana −1 −0.036
Hewlett Packard 17 0.068 11 0.044 ITT −12 0.020
Home Depot 25 −0.018 K Mart −19 0.164 −8 −0.007
IBM 3 0.009 5 0.020 Maxxam −16 0.017
Intel 12 0.122 8 0.014 Morrison Knudsen −6 0.026
Johnson & Johnson 7 0.018 12 0.031 NationsBank −21 0.041
Mallinckrodt 21 0.027 Occidental Petroleum −18 0.008
Merck 8 0.005 20 0.046 Ogden −9 0.038 −17 0.022
Microsoft 16 0.042 4 0.023 Quaker Oats −7 0.008
Pfizer 19 0.072 RJR Nabisco −11 0.003 −2 0.041
Philip Morris 19 −0.009 Rollins −22 −0.002 −19 0.000
Procter & Gamble 24 0.050 Shoneys −1 −0.043
Sears Roebuck 23 0.001 25 0.053 Texaco −6 −0.005
Sun Microsystems 14 0.113 Time Warner −4 0.034 −11 0.022
Sunbeam 22 0.012 Topps Company −14 0.006
Texas Instruments 10 −0.050 Unisys −18 0.005
Travelers 24 0.012 16 0.114 Warnaco −15 0.036
Waste Management −10 0.019
Westinghouse Electric −13 −0.029 −7 0.011

a
Rankings are in descending order from best to worst. −25 is the worst possible ranking.
b
Abnormal returns are cumulative for the 3-day event window.

The objective ratings were created from indi- and Accountability to Shareholders (director stock
cators of ‘best practices’ articulated by a group ownership; no director pension plan; unclassified
of governance experts. The investigators created board). Objective scores were combined into a
three objective measures designed to correspond summary Governance Guideline Score. Because
with three of the survey categories: Independence information necessary to decompose the Gover-
(two or more inside directors; insiders on audit, nance Guideline Scores into their constituent parts
nominating or compensation committees; outside was not made available in the articles, we col-
directors with consulting or legal contracts with the lected information regarding all directors’ insider
company; board interlocks); Board Quality (direc- status, tenure, and total number of boards to assess
tors’ total board memberships; at least one out- the explanatory power of the underlying publicly
sider with experience in the firm’s core business; available data. All information was gathered from
at least one CEO of a firm of similar stature); the listed firms’ proxy statements.
Copyright  2005 John Wiley & Sons, Ltd. Strat. Mgmt. J., 26: 461–471 (2005)
Financial Press and Stockholder Wealth 465

Analysis acquisitions or significant alliances, CEO turnover,


We relied on the market model event study method significant product price increases, major product
(e.g., Brown and Warner, 1985; McWilliams and innovations, or recalls) were deleted from the data
Siegel, 1997; Peterson, 1989) to assess price reac- set for the day the article was published as well
tions to the information reported in the Busi- as the prior day and subsequent day. In all, 344 of
ness Week cover stories. McWilliams and Siegel the 1584 observations for the period 5 days before
(1997) caution that the associated event win- and 10 days following the triggering event were
dow—the period in which the event is hypothe- deleted from the sample. Sample sizes for each
sized to influence stock prices—not extend beyond day in each of the different analyses are reported
a few days to reduce the chance of capitalizing on in Table 2.
abnormal returns associated with unrelated events. We corroborated the findings with a nonpara-
Thus, we examined the statistical significance of metric test of abnormal returns by examining the
abnormal returns on a daily basis as well as cumu- statistical significance of the relative proportions of
lating them over a 3-day event period to allow positive to negative abnormal returns for each day
for the distribution of the magazines. The pre- (McWilliams and Siegel, 1997). In the presence
cise distribution date was determined by contact- of systematic abnormal returns, one would expect
ing Business Week, which as a matter of policy the overall proportions of firms with positive and
embargoes all magazines until 5 : 15 p.m. on the negative returns to be different.
Thursday 2 weeks prior to the printed issue date,
at which time they begin distribution. The issues in Regression
this study were put into the mail stream November
14, 1996 and November 28, 1997 (a Friday since To test Hypothesis 2, hierarchical linear regres-
Thursday, November 27, 1997 was a holiday), and sions were run to evaluate the variance explained
would begin appearing in most mailboxes and on in the standard cumulative abnormal returns from
newsstands November 15, 1996 and December 1, the 3-day event window. Standardized cumulative
1997. The triggering event is the first trading day abnormal returns were regressed on two blocks
following shipment of the magazines (November of independent variables. The first block con-
15, 1996 and December 1, 1997), and the event tained the independence, quality, and accountabil-
window extended through 3 trading days (Novem- ity scores reported in the articles, which were
ber 19, 1996 and December 3, 1997). For purposes derived from the publicly available data. The sec-
of comparison, we also report abnormal returns ond block contained the ratings from the expert
and tests of significant abnormal returns for several poll. In another hierarchical regression, we exam-
days on either side of the event window. ined if the Business Week objective scores of inde-
Complete data were available for 50 of the pendence, quality, and accountability explained
‘best’ and 49 of the ‘worst’ listings included in additional variance over that explained by their
the two Business Week reports. Rankings of the constituent variables (percentage insiders, average
firms included in each year’s report, along with director stock ownership, and average board mem-
abnormal returns for each firm, are included in bership) which are frequently used in governance
Table 1. Security prices were collected from the research. Conclusions were evaluated on the basis
CRSP tapes. The CRSP equally weighted market of the significance of change in explained variance,
index was used in regression equations to represent as well as the statistical significance of individual
the market return for each day in the estimation and path values.
event periods.
We removed potentially confounding cases
that could significantly affect stock prices by RESULTS
searching the Wall Street Journal (McWilliams
and Siegel, 1997). Specifically, stock returns Individual abnormal returns for the 3 days in
for firms on which stories were published the event window for the sample of all ‘best’
that would potentially affect the firms’ stock firms are shown in Table 2. For comparison
price (e.g., reports of unexpected earnings or purposes, abnormal returns for the days leading
revenues, dividend announcements, stock offerings up to and following the event window are
and buybacks, debt issuances, reorganizations, also included. Figure 1 also shows cumulative
Copyright  2005 John Wiley & Sons, Ltd. Strat. Mgmt. J., 26: 461–471 (2005)
466 J. L. Johnson et al.
Table 2. Abnormal returns for firms with ‘best’ and ‘worst’ boards of directors

Day ‘Best’ boardsa ‘Worst’ boardsb


Abnormal Standardized t-value N Abnormal Standardized t-value N
returns abnormal returns returns abnormal returns

−6 0.006 0.272 1.633 36 0.002 0.168 0.991 35


−5 0.000 0.042 0.266 40 −0.001 0.040 0.251 40
−4 0.003 0.178 1.113 39 0.002 0.090 0.585 42
−3 0.004 0.204 1.288 40 0.000 0.121 0.791 43
−2 −0.001 −0.100 −0.630 40 0.003 0.093 0.598 41
−1 0.000 0.020 0.127 41 0.002 0.045 0.294 43

0 0.015∗∗∗ 0.777 5.035 42 0.005∗ 0.336 2.230 44
Event perioda 1 0.003 0.247 1.579 41 0.002 0.217 1.387 41
2 0.010∗∗∗ 0.548 3.420 39 0.003 0.103 0.635 38
3 −0.003 −0.200 −1.181 35 −0.006 −0.298 −1.789 36
4 0.002 0.129 0.774 36 0.007 0.281 1.777 40
5 −0.004 −0.234 −1.365 34 0.000 −0.072 −0.429 36
6 0.002 0.282 1.716 37 −0.002 0.040 0.245 38
7 0.004 0.226 1.338 35 −0.001 0.013 0.078 35
8 0.000 0.052 0.314 37 0.001 0.076 0.464 37
9 −0.001 −0.079 −0.497 40 0.001 0.065 0.402 38


p < 0.05; ∗∗ p < 0.01; ∗∗∗ p < 0.001
a
Average standardized cumulative abnormal returns for the 3-day event period = 0.876∗∗∗ (t = 6.00). Days outside the event window
are presented only for comparison purposes. Analyses were conducted on a sample of only nonredundant firms, with no substantive
changes in findings. Full results are available from the authors upon request.
b
Average standardized cumulative abnormal returns for the 3-day event period = 0.382∗ (t = 2.59). Days outside the event window
are presented only for comparison purposes. Analyses were conducted on a sample of only nonredundant firms. While the cumulative
abnormal returns for the 3-day event window remained statistically significant, no single day’s returns were statistically significant.
Full results are available from the authors upon request.

abnormal returns for a 16-day period surrounding were positive for the event period (p < 0.05),
the triggering event. The average abnormal returns and the first day’s returns were significantly
and t-values listed in Table 2 columns provide different from zero. Thus, in contradiction to
information about returns for each of the event Hypothesis 2, it appears that the negative
days as well as the event window. Cumulative ratings in Business Week had a salutary effect
abnormal returns for this sample are significant on a firm’s stock price. Figure 1 shows that
(p < 0.001). Abnormal returns for the first and cumulative abnormal returns for the sample
third days following the release of the magazines of negatively rated firms increased during the
are significantly greater than zero at p ≤ 0.001. event window (1.1%), but considerably less
Average cumulative abnormal returns—which than the returns for the positively rated firms
assess the returns over the entire 3-day event (2.9%).
window—are also significantly greater than zero Results of the binomial z-tests are reported in
(p < 0.0001). None of the days leading up to or Table 3, which include z-tests for equal numbers of
following the event window showed significant positive and negative abnormal returns for each of
abnormal returns. Results for a nonredundant the days in the analysis. Examination of the table
sample did not significantly change the results. shows that the sample including all best boards is
Thus, Hypothesis 1, that investors will bid up the unproblematic. The 2 days in the event period for
stock of firms whose boards are highly rated, was which there were statistically significant abnormal
strongly supported. returns have a disproportionate number of firms
Our hypothesis that critical reports would result with positive abnormal returns (71% of the firms
in decreased stock prices was not supported, and on day one and 72% on day three had significant
in fact the result was opposite from predicted. abnormal positive returns). Thus, outliers do not
Cumulative abnormal returns for both samples account for the significant abnormal returns on the
Copyright  2005 John Wiley & Sons, Ltd. Strat. Mgmt. J., 26: 461–471 (2005)
Financial Press and Stockholder Wealth 467

Figure 1. Cumulative abnormal returns for firms with ‘best’ and ‘worst’ boards

Table 3. Binomial tests of proportion of negative abnormal returns for firms with ‘Best’ and ‘Worst’ boards

Day ‘Best’ boards ‘Worst’ boards


N Number Proportion Significance N Number Proportion Significance
negative negative negative negative

−6 36 13 0.36 0.134 35 17 0.49 1.000


−5 40 21 0.53 0.874 40 25 0.63 0.155
−4 39 17 0.44 0.522 42 16 0.38 0.165
−3 40 24 0.60 0.268 43 20 0.47 0.760
−2 40 17 0.43 0.429 41 18 0.44 0.532
−1 41 24 0.59 0.349 43 27 0.63 0.127

0 42 12 0.29∗∗ 0.009 44 12 0.27∗∗ 0.004
Event perioda 1 41 18 0.44 0.532 41 13 0.32∗ 0.029
2 39 11 0.28∗∗ 0.010 38 18 0.47 0.871
3 35 24 0.69∗ 0.043 36 21 0.58 0.405
4 36 16 0.44 0.617 40 18 0.45 0.635
5 34 22 0.65 0.123 36 20 0.56 0.617
6 37 22 0.59 0.324 38 19 0.50 1.000
7 35 15 0.43 0.499 35 21 0.60 0.310
8 37 19 0.51 1.000 37 17 0.46 0.742
9 40 22 0.55 0.635 38 24 0.63 0.144

a
Days outside the event window are presented only for comparison purposes. ∗ p < 0.05; ∗∗
p < 0.01; ∗∗∗
p < 0.001

first and third days. Negative-to-positive returns proportions. The first and second days were signif-
are more nearly equal for the ‘worst’ boards sam- icantly different from a 50 percent split of positive
ples, but still show two significant differences in to negative abnormal returns, indicating again that
Copyright  2005 John Wiley & Sons, Ltd. Strat. Mgmt. J., 26: 461–471 (2005)
468
J. L. Johnson et al.

Copyright  2005 John Wiley & Sons, Ltd.


Table 4. Means, standard deviations, and interitem correlations

Mean S.D. 1 2 3 4 5 6 7 8 9 10 11

1. SCAR 0.631 0.966


2. Mean Survey Score 5.633 3.005 0.25∗
3. Survey Shareholder Accountability 5.629 3.208 0.29∗∗ 0.99∗∗
4. Survey Board Quality 5.795 2.928 0.25∗ 0.99∗∗ 0.98∗∗
5. Survey Independence 5.476 3.019 0.19 0.98∗∗ 0.94∗∗ 0.95∗∗
6. Mean Governance Analysis Score 6.027 1.819 0.07 0.46∗∗ 0.46∗∗ 0.43∗∗ 0.48∗∗
7. Analysis Shareholder Accountability 5.117 3.393 0.20 0.38∗∗ 0.40∗∗ 0.38∗∗ 0.35∗∗ 0.74∗∗
8. Analysis Board Quality 6.212 2.255 −0.03 0.07 0.08 0.03 0.08 0.45∗∗ −0.01
9. Analysis Independence 6.753 2.806 −0.07 0.38∗∗ 0.34∗∗ 0.35∗∗ 0.45∗∗ 0.69∗∗ 0.24∗ 0.08
10. Percentage Insiders 0.226 0.108 0.01 −0.31∗∗ −0.28∗∗ −0.30∗∗ −0.34∗∗ −0.19 −0.07 0.04 −0.32∗∗
11. Average Board Membership 3.908 1.121 0.05 0.10 0.10 0.09 0.12 −0.01 0.10 −0.36∗∗ 0.15 −0.26∗
12. Average Stock Ownership 0.007 0.021 −0.10 −0.27∗∗ −0.25∗ −0.26∗ −0.31∗∗ −0.16 0.02 −0.04 −0.33∗∗ 0.05 −0.05

∗ ∗∗
p < 0.05; p < 0.01

Strat. Mgmt. J., 26: 461–471 (2005)


Financial Press and Stockholder Wealth 469

outliers do not account for the significant abnormal explained, providing support for the efficacy of the
returns observed in the first day of the event period Business Week articles’ effect on the reputation of
on the full sample. boards of directors.
Intercorrelations, means, and standard deviations
for items used in the regression analysis are
presented in Table 4. In initial tests, the component DISCUSSION
indicators of the Business Week objective measures
failed to account for additional variance in The results support the overall conclusion that the
standard cumulative abnormal returns, nor did publication of Business Week ’s evaluative stories
they explain as much variance as the former on corporate boards affected investor behavior.
variables. For that reason, only the Business The statistical significance for both groups held
Week subjective variables were used in subsequent even when discarding already listed firms in
regressions. To correct for the multicollinearity the second year and in nonparametric tests of
present among the expert ratings variables (0.94 ≤ significant abnormal returns. Moreover, over the
r ≤ 0.98), we used the mean of the variables full period examined, the most dramatic changes
as an overall subjective rating of the board. in stock price occurred in the days immediately
We also reported results from a regression that following the release of the articles. In short,
included the shareholder accountability rating as investors of companies that were included in
the expert rating, as it had the strongest zero- Business Week articles enjoyed positive abnormal
order correlation of any of the expert ratings. returns following the publication of those stories,
As shown in Table 5, in the first block of especially for those firms in the ‘best’ list.
variables, the objective measure of shareholder Moreover, the variance in abnormal returns was
accountability (f [minimum of $100,000 stock explained by the information contained in the
ownership, no pension benefits for directors, board expert surveys.
not classified]) was significant at p < 0.05, but While this constitutes solid evidence for
the overall model failed to explain significant the efficacy of financial press publications’
variance. In both subsequent models, the objective influence on corporate governance, the findings
accountability path became insignificant with only partially support the hypotheses. The
the introduction of the mean survey score and anomalous finding—that being included in the
shareholder accountability, each of which was negative reports results in positive abnormal
statistically significant. Moreover, Models 2 and returns—constitutes a clear challenge for both
3 resulted in significant improvement in variance perspectives. Before addressing those implications,

Table 5. Regressions of standardized cumulative abnormal returns on Business Week’s ‘governance guideline analysis’
scores and expert ratings scores

Independent variables Model 1 Model 2 Model 3

Intercept 0.641 0.477 0.477


(0.383)a (0.379) (0.373)
Governance Guideline Analysis Shareholder Accountability 0.065∗ 0.040 0.034
(0.030) (0.031) (0.031)
Board Quality −0.009 −0.011 −0.014
(0.046) (0.044) (0.044)
Board Independence −0.043 −0.071 −0.070
(0.037) (0.038) (0.036)
Expert ratings Mean of Survey Scores 0.088∗
(0.037)
Survey Shareholder Accountability 0.094∗∗
(0.034)
Model R 2 0.054 0.112∗b 0.131∗∗


p < 0.05; ∗∗ p < 0.01
a
Standard errors in parentheses.
b
Asterisks represent significance tests of change in R 2 .

Copyright  2005 John Wiley & Sons, Ltd. Strat. Mgmt. J., 26: 461–471 (2005)
470 J. L. Johnson et al.

it bears reviewing the implications from the Such a declaration—on the cover of a widely
corroborated hypotheses. read business newsweekly, and supported by a
First is the demonstration that reporting on large panel of corporate governance experts—may
corporate governance can affect shareholder constitute sufficient social proof to motivate
wealth. The articles from this study were complex, even an intransigent board to reform itself.
presenting objective and subjective information Indeed, that ‘worst’ boards were more likely
from eclectic sources on not only the boards of than ‘best’ boards to turn over two or more
specific firms, but also taking an active role in the directors (chi-square = 5.86, p = 0.014) and the
interpretation of that information, and it appears CEO (chi-square = 5.86, p = 0.014) lends some
that the information and interpretation resulted in credence to the ‘governance by embarrassment’
a re-evaluation of the firms. That the expert ratings (Byrne and Melcher, 1996: 82) explanation. Of
accounted for the observed variance in abnormal course, each of the alternative explanations may
returns is consistent with both the information have contributed to the observed unexpected
brokering and legitimacy accounts. According to findings.
the efficient market thesis, information is factored Apparent anomalies notwithstanding, this study
into market valuations almost instantaneously, contributes to the emerging corpus on the role of
and the expert ratings were the only information the financial press in affecting financial markets.
reported in the Business Week articles that was not The results suggest that the financial press may
previously publicly available. Moreover, experts influence investor behavior and that corporate
play an especially important role in the legitimacy governance may be one criterion by which
perspective, providing social proof for knowledge investors critically evaluate the firms in which
claims which may actually contain a great deal of they invest. We have argued that the business
uncertainty. press may affect shareholder behavior not only
Explanations for the unexpected findings are by providing information about specific firms’
necessarily ad hoc, but warrant examination. The boards of directors, but also by shaping investors’
first possibility is that the significance was only interpretations of what constitutes legitimate
a function of chance. As Figure 3 shows, the corporate governance. In keeping with this view,
abnormal returns for the negatively rated firms we found that the press is most influential when
were considerably lower than for the positive assuming an active role in the collection and
firms, and significance was only at α = 0.05. presentation of information. We believe that our
In addressing this possibility, we took care to study sheds important light on the association
control for confounding events and alternative between the financial press and the investment
explanations (e.g., outliers), and in each case community and we hope our study will encourage
statistical significance was preserved, which led us other researchers to proceed down this path.
to look at additional possibilities.
The modest stock price increases may reflect
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