értekezés - Budapesti Corvinus Egyetem

3. függelék - A hitelkovenánsok ügynökelmélete (ATC)
It is the Agency Theory of Covenants (ATC), which provides a rationale for the presence
of covenants in debt contracts. The ATC suggests that one way to mitigate the above
agency conflicts and reduce the attendant agency costs is by restricting the behavior of
managers via covenants so as to better align their interests with that of bondholders.
The voluntary constraints on management’s activities imposed by covenants prevent
corporate managers from taking certain actions and require them to take others. At the
same time these covenants provide bondholders assurance that the firm’s management will
not expropriate their wealth once the debt is issued. Consequently, bondholders would be
willing to pay more for a debt contract that includes protective covenants. And, as long as
the costs of the constraints imposed by the covenants are less than the increase in the
proceeds of the issue, firms will include covenants in their debt contracts. Bradley and
Roberts [2004] empirically confirms this by showing that bond yields are lower, all else
equal, when firms include covenants in their loan agreements.
Since the agency costs of debt are inversely related to a firm’s financial condition, the ATC
predicts that the poorer the firm’s financial condition, the more likely is it that the firm
would include a covenant in its debt contracts. Thus, the theory predicts that small, highly
levered, volatile firms, with highly liquid assets and significant information asymmetries
would be more likely to include covenants in their debt agreements. The empirical
literature is consistent with the prediction of the ATC that high-growth, high-risk firms use
less debt with shorter maturities and include covenants in the debt they issue. Moreover,
since it is virtually impossible to renegotiate covenants with public bondholders, the theory
predicts that firms that include covenants in their debt contracts would issue primarily
private as opposed to public debt. 167
167 One reason for bank financing being a cheaper alternative to bond market financing for most European
corporations lies in the fact that banks put a wide range of covenants in their loan documentation, which bond
investors would not be able to do due to their lack of monitoring and enforcing capabilities.
168