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geogle terjemahan indonesia-englishspecial dividends and the evolution of dividend signaling 1. introduction dividend signaling plays a prominent role in corporate finance theory, with numerous studies outlining scenarios in which managers use cash dividends to convey information about firm profitability (see, e.g., bhattacharya (1979), miller and rock (1985), john and williams (1985), and more recent papers cited in allen and michaely’s (1995) survey of the dividend literature). however, few empirical studies indicate that signaling is pervasively important, although some research suggests it might be important in limited circumstances (see, e.g., deangelo, deangelo, and skinner (1996), benartzi, michaely, and thaler (1997), and many earlier studies cataloged by allen and michaely). in their comprehensive survey, allen and michaely (1995, p. 825) state that “…the empirical evidence (on dividend signaling) is far from conclusive …. more research on this topic is needed.” the juxtaposition of continued strong theoretical interest in signaling models on the one hand, with limited empirical support on the other, has made the relevance of dividend signaling an important unresolved issue in corporate finance. there are firms in which dividend signaling is inarguably at work, and they are the ones studied by brickley (1982, 1983), whose managers pay both regular dividends and occasional special dividends (extras, specials, year-ends, etc., hereafter “specials”). as brickley indicates, the differential labeling of special and regular dividends inherently conveys a warning to stockholders that the “special” payout is not as likely to be repeated as the “regular” payout. brickley’s evidence indicates that investors treat special dividends as hedged managerial signals about future profitability, in that unanticipated specials are associated with weaker stock market reactions than are regular dividend increases of comparable size. one contribution of the current paper is to provide evidence that the historically prevalent practice of paying special dividends has largely failed the survival test, casting further doubt on the overall importance of signaling motivations in explaining dividend policy in general. we document that special dividends were once commonly paid by nyse firms but have gradually disappeared over the last 40 to 45 years and are now a rare phenomenon. during the 1940s, 61.7% of dividend-paying nyse firms paid at least one special, while only 4.9% did so during the first 2 half of the 1990s. in the single year 1950, 45.8% of dividend-paying nyse firms paid specials, while just 1.4% of such firms paid specials in 1995. in years past, special dividends constituted a substantial fraction of total cash dividends. among nyse firms that paid specials, these bonus disbursements average 24.3% (median, 16.8%) of the dollar value of total dividends paid over all years between the firm’s first and last special. firms that at one point frequently paid specials include such high visibility “blue chip” corporations as general motors, eastman k odak, exxon, mobil, texaco, gillette, johnson & johnson, merck, pfizer, sears roebuck, j.c. penney, union pacific, corning, international harvester, mcgraw hill, and boeing. today, only a handful of nyse firms continues to pay frequent special dividends, and these firms are generally not well known companies. why have firms largely abandoned the once pervasive practice of paying special dividends? our evidence suggests that the evolution of special dividends reflects the principle that dividends are a useful signaling mechanism only when they send clear messages to stockholders. surprisingly, most firms paid specials almost as predictably as they paid regulars, thereby treating the two dividend components as close substitutes and impeding their ability to convey different messages. over 1926-1995, more than 10,000 specials were paid by nyse firms and virtually all of these were declared by firms that announced specials in multiple years. remarkably, a full 27.9% of the latter firms skipped paying specials in less than one year out of ten on average (i.e., they paid specials in over 90% of the years between their first and last special dividend). well over half (56.8%) the firms that paid specials in multiple years did so more frequently than every other year on average. we find that the only specials that have survived to an appreciable degree -- and that, in fact, have grown in importance -- are large specials whose sheer size automatically differentiates them from regular dividends.1 when investors view specials and regulars as close substitutes, there is little advantage to differential labeling and so firms should eventually drop the practice of paying two types of dividends and simply embed specials into the regular dividend. evidence supporting this prediction comes from our 1 large specials, like large repurchases, are likely to get stockholders’ attention. these large payouts may or may not serve as signals in the conventional sense, however, depending on whether stockholders interpret them as information about the firm’s future profitability as opposed, e.g., to information about the success of its current restructuring efforts. 3 lintner (1956) model analysis of the dividend decisions of firms that eliminated specials after paying them frequently for many years. this analysis shows that, controlling for earnings, the pattern of regular dividends after the cessation of specials does not differ systematically from the earlier pattern of total (special plus regular) dividends. other data indicate that these sample firms preserved the relation between earnings and total dividends by substituting into greater reliance on regular dividend increases. we also find that firms generally tended to increase regulars when they reduced specials to a still-positive level (and this tendency becomes more pronounced in recent years), further supporting the view that firms treat specials and regulars as reasonably close substitutes. finally, our data show that the disappearance of specials is part of a general trend toward simple, homogenous dividend policies in which firms converged on the now standard practice of paying exactly four regular dividends per year. our event study analysis reveals that the stock market typically reacts favorably to the fact that a special dividend is declared (given a constant regular dividend), but the market response is not systematically related to the sign or magnitude of the change from one positive special dividend payment to another. we observe a significantly positive average stock market reaction of about 1%, both when firms increase specials and when they reduce them to a still-positive level (and leave the regular dividend unchanged). the stock market’s favorable reaction to special declarations is significantly greater than the essentially zero reaction when firms omit specials. these empirical tendencies provide some incentive for managers to pay special dividends more frequently than they otherwise would, even if specials must sometimes be reduced. these findings may therefore help explain why managers typically paid specials frequently, effectively converting them into payout streams that more closely resemble regular dividends than one would think based on the nominal special labeling. we also find some empirical support for the notion that the long term decline in special dividends is related to the clientele effect shift from the mid-century era in which stock ownership was dominated by individual investors to the current era in which institutions dominate. one might reasonably expect this clientele shift to reduce the importance of special dividends, since institutions are presumably more sophisticated than retail investors and are therefore better able to see that most firms treated specials as close substitutes for regulars. at the aggregate level, the secular decline in specials and the increase in 4 institutional ownership occurred roughly in parallel, with both trends proceeding gradually over many years. at the firm level, our logit regressions show a significant negative relation between the level of institutional ownership and the probability that a firm continues to pay special dividends. finally, we find little support for the notion that special dividends were displaced by common stock repurchases. theoretically, one mi ght expect a close connection between the disappearance of specials and the adoption of stock repurchases. both payout methods allow managers to signal their beliefs about company prospects through temporary bonus distributions, with no necessary commitment to repeat today’s higher cash payout in future years. moreover, repurchases are now widely prevalent (much as specials used to be) although historically they were rare events (as specials are now). however, at the aggregate level, the secular decline in specials began many years before the upsurge in repurchase activity, so that any theory which attributes the disappearance of specials to the advent of repurchases faces the difficult task of explaining the long time gap between the two phenomena. moreover, at the firm level, the number of companies that repurchased stock after they stopped paying special dividends is significantly less than expected if firms simpl y substituted one for the other form of payout. finally, repurchase tender offers and large specials both increase in recent years with the upsurge in corporate restructurings and takeovers. perhaps the most important implication of the findings reported here is the challenge they pose for dividend signaling theories. specifically, the fact that special dividends once flourished, but have largely failed to survive, is inconsistent with the view that these signals serve an economically important function. we discuss this and other implications of our findings for corporate finance research in section 7. we begin in section 2 by documenting the long-term evolution of special dividend payments. section 3 analyzes the predictability of special dividends, the evolution of large specials, the behavior of total dividends around the time firms stopped paying specials, and firms’ general tendency to increase regulars when they reduce specials. section 4 presents our event study analysis of the information content of special dividends. section 5 examines the relation between institutional ownership and the payment of specials. section 6 investigates the connection between repurchases and the decline in specials.
special dividends and the evolution of dividend signaling 1. introduction dividend signaling plays a prominent role in corporate finance theory, with numerous studies outlining scenarios in which managers use cash dividends to convey information about firm profitability (see, e.g., bhattacharya (1979), miller and rock (1985), john and williams (1985), and more recent papers cited in allen and michaely’s (1995) survey of the dividend literature). however, few empirical studies indicate that signaling is pervasively important, although some research suggests it might be important in limited circumstances (see, e.g., deangelo, deangelo, and skinner (1996), benartzi, michaely, and thaler (1997), and many earlier studies cataloged by allen and michaely). in their comprehensive survey, allen and michaely (1995, p. 825) state that “…the empirical evidence (on dividend signaling) is far from conclusive …. more research on this topic is needed.” the juxtaposition of continued strong theoretical interest in signaling models on the one hand, with limited empirical support on the other, has made the relevance of dividend signaling an important unresolved issue in corporate finance. there are firms in which dividend signaling is inarguably at work, and they are the ones studied by brickley (1982, 1983), whose managers pay both regular dividends and occasional special dividends (extras, specials, year-ends, etc., hereafter “specials”). as brickley indicates, the differential labeling of special and regular dividends inherently conveys a warning to stockholders that the “special” payout is not as likely to be repeated as the “regular” payout. brickley’s evidence indicates that investors treat special dividends as hedged managerial signals about future profitability, in that unanticipated specials are associated with weaker stock market reactions than are regular dividend increases of comparable size. one contribution of the current paper is to provide evidence that the historically prevalent practice of paying special dividends has largely failed the survival test, casting further doubt on the overall importance of signaling motivations in explaining dividend policy in general. we document that special dividends were once commonly paid by nyse firms but have gradually disappeared over the last 40 to 45 years and are now a rare phenomenon. during the 1940s, 61.7% of dividend-paying nyse firms paid at least one special, while only 4.9% did so during the first 2 half of the 1990s. in the single year 1950, 45.8% of dividend-paying nyse firms paid specials, while just 1.4% of such firms paid specials in 1995. in years past, special dividends constituted a substantial fraction of total cash dividends. among nyse firms that paid specials, these bonus disbursements average 24.3% (median, 16.8%) of the dollar value of total dividends paid over all years between the firm’s first and last special. firms that at one point frequently paid specials include such high visibility “blue chip” corporations as general motors, eastman k odak, exxon, mobil, texaco, gillette, johnson & johnson, merck, pfizer, sears roebuck, j.c. penney, union pacific, corning, international harvester, mcgraw hill, and boeing. today, only a handful of nyse firms continues to pay frequent special dividends, and these firms are generally not well known companies. why have firms largely abandoned the once pervasive practice of paying special dividends? our evidence suggests that the evolution of special dividends reflects the principle that dividends are a useful signaling mechanism only when they send clear messages to stockholders. surprisingly, most firms paid specials almost as predictably as they paid regulars, thereby treating the two dividend components as close substitutes and impeding their ability to convey different messages. over 1926-1995, more than 10,000 specials were paid by nyse firms and virtually all of these were declared by firms that announced specials in multiple years. remarkably, a full 27.9% of the latter firms skipped paying specials in less than one year out of ten on average (i.e., they paid specials in over 90% of the years between their first and last special dividend). well over half (56.8%) the firms that paid specials in multiple years did so more frequently than every other year on average. we find that the only specials that have survived to an appreciable degree -- and that, in fact, have grown in importance -- are large specials whose sheer size automatically differentiates them from regular dividends.1 when investors view specials and regulars as close substitutes, there is little advantage to differential labeling and so firms should eventually drop the practice of paying two types of dividends and simply embed specials into the regular dividend. evidence supporting this prediction comes from our 1 large specials, like large repurchases, are likely to get stockholders’ attention. these large payouts may or may not serve as signals in the conventional sense, however, depending on whether stockholders interpret them as information about the firm’s future profitability as opposed, e.g., to information about the success of its current restructuring efforts. 3 lintner (1956) model analysis of the dividend decisions of firms that eliminated specials after paying them frequently for many years. this analysis shows that, controlling for earnings, the pattern of regular dividends after the cessation of specials does not differ systematically from the earlier pattern of total (special plus regular) dividends. other data indicate that these sample firms preserved the relation between earnings and total dividends by substituting into greater reliance on regular dividend increases. we also find that firms generally tended to increase regulars when they reduced specials to a still-positive level (and this tendency becomes more pronounced in recent years), further supporting the view that firms treat specials and regulars as reasonably close substitutes. finally, our data show that the disappearance of specials is part of a general trend toward simple, homogenous dividend policies in which firms converged on the now standard practice of paying exactly four regular dividends per year. our event study analysis reveals that the stock market typically reacts favorably to the fact that a special dividend is declared (given a constant regular dividend), but the market response is not systematically related to the sign or magnitude of the change from one positive special dividend payment to another. we observe a significantly positive average stock market reaction of about 1%, both when firms increase specials and when they reduce them to a still-positive level (and leave the regular dividend unchanged). the stock market’s favorable reaction to special declarations is significantly greater than the essentially zero reaction when firms omit specials. these empirical tendencies provide some incentive for managers to pay special dividends more frequently than they otherwise would, even if specials must sometimes be reduced. these findings may therefore help explain why managers typically paid specials frequently, effectively converting them into payout streams that more closely resemble regular dividends than one would think based on the nominal special labeling. we also find some empirical support for the notion that the long term decline in special dividends is related to the clientele effect shift from the mid-century era in which stock ownership was dominated by individual investors to the current era in which institutions dominate. one might reasonably expect this clientele shift to reduce the importance of special dividends, since institutions are presumably more sophisticated than retail investors and are therefore better able to see that most firms treated specials as close substitutes for regulars. at the aggregate level, the secular decline in specials and the increase in 4 institutional ownership occurred roughly in parallel, with both trends proceeding gradually over many years. at the firm level, our logit regressions show a significant negative relation between the level of institutional ownership and the probability that a firm continues to pay special dividends. finally, we find little support for the notion that special dividends were displaced by common stock repurchases. theoretically, one mi ght expect a close connection between the disappearance of specials and the adoption of stock repurchases. both payout methods allow managers to signal their beliefs about company prospects through temporary bonus distributions, with no necessary commitment to repeat today’s higher cash payout in future years. moreover, repurchases are now widely prevalent (much as specials used to be) although historically they were rare events (as specials are now). however, at the aggregate level, the secular decline in specials began many years before the upsurge in repurchase activity, so that any theory which attributes the disappearance of specials to the advent of repurchases faces the difficult task of explaining the long time gap between the two phenomena. moreover, at the firm level, the number of companies that repurchased stock after they stopped paying special dividends is significantly less than expected if firms simpl y substituted one for the other form of payout. finally, repurchase tender offers and large specials both increase in recent years with the upsurge in corporate restructurings and takeovers. perhaps the most important implication of the findings reported here is the challenge they pose for dividend signaling theories. specifically, the fact that special dividends once flourished, but have largely failed to survive, is inconsistent with the view that these signals serve an economically important function. we discuss this and other implications of our findings for corporate finance research in section 7. we begin in section 2 by documenting the long-term evolution of special dividend payments. section 3 analyzes the predictability of special dividends, the evolution of large specials, the behavior of total dividends around the time firms stopped paying specials, and firms’ general tendency to increase regulars when they reduce specials. section 4 presents our event study analysis of the information content of special dividends. section 5 examines the relation between institutional ownership and the payment of specials. section 6 investigates the connection between repurchases and the decline in specials.