Debt pricing in the private placement market

Privately placed debt is an important source of external financing for US corporations of all size and all ages. This study empirically examines how various factors affect the price of privately placed debt.; We investigate whether information-related variables affect the credit spreads on private placements. We find evidence that information asymmetries are relevant in this market. Rated issues are associated with lower yield spreads, for example. For rated issues, borrowers that are exchanged-listed pay lower rates. Debt issued by a reputable underwriter also tends to have a lower yield spread. We also find that secured debt is associated with lower yield spreads in the private placement market. Using assets that are less likely to suffer from agency problems (such as a mortgage) as collateral to secure private placements reduces the cost of borrowing, but using liquid assets (such as investment-grade bonds) actually have a negative influence on the cost of borrowing.; The SEC adopted Rule 144A in 1990, allowing private placements to be traded more freely in the secondary market among qualified institutional buyers (QIBs). In adopting the rule, the SEC sought to increase liquidity in the private placement market. In addition, some Rule 144A securities are issued with "registration rights" that obligate borrowers to register the securities with the SEC. Registered debt can be traded freely among any investors in the secondary market. Therefore, we hypothesized that traditional private placements should have higher yield spreads than Rule 144A issues, and private issues with registration rights should have lower yield spreads than those without. However, our empirical results show that traditional private placements have lower yield spreads than Rule 144A issues, while issues with registration rights do not have significantly lower spreads.