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Capital Structure and Interaction among Firms in Output Markets: Theory and Evidence Author(s): Evgeny Lyandres Source: The Journal of Business, Vol. 79, No. 5 (September 2006), pp. 2381-2421 Published by: The University of Chicago Press Stable URL: http://www.jstor.org/stable/10.1086/505239 Accessed: 23-05-2016 16:03 UTC

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(Journal of Business, 2006, vol. 79, no. 5) � 2006 by The University of Chicago. All rights reserved. 0021-9398/2006/7905-0005$10.00

Evgeny Lyandres Rice University

Capital Structure and Interaction among Firms in Output Markets: Theory and Evidence*

I. Introduction

The majority of optimal capital structure models, start- ing with Modigliani and Miller (1958), are developed in a single-firm framework and do not consider the interaction among firms in output markets. The im- plicit assumption that firms’ financial, operating, and investment decisions do not affect and are not affected by those of their rivals precludes strategic capital structure choices.

A growing literature, starting from the work of Tit- man (1984), Brander and Lewis (1986), and Poitevin (1989a), is examining the effects of the interaction among firms in output markets on their financial and operating choices. Because of the limited liability, in- creasing leverage raises firms’ incentives to pursue riskier output strategies, which increase returns in sol- vent states and reduce returns in bankrupt states. The reason is that after the debt is issued, firms’ share- holders do not take the reduction in firms’ returns in bankrupt states into account when choosing their prod-

* I am grateful to Mike Barclay, Erwan Morellec, and Cliff Smith for valuable discussions. I would also like to thank Rui Albuquer- que, Gennaro Bernile, Jim Brickley, Jiri Chod, Gustavo Grullon, Leslie Marx, Sanjog Misra, Ralitsa Petkova, Gordon Phillips, Bill Schwert, Josep Tribo, Ross Watts, Ivo Welch, James Weston, sem- inar participants at the University of Rochester, the European Fi- nance Association (2002), and the Multinational Finance Society (2002), and an anonymous referee for very helpful comments and suggestions. All remaining errors are mine only. Contact the author at [email protected].

I develop a simple model that examines the rela- tions between the extent of competitive interaction among firms in output markets, their capital structures, and the ag- gressiveness of their op- erating strategies. A firm’s optimal leverage is related to the degree to which its operating strat- egy affects its rivals’ value functions and re- sulting optimal output market choices. This rela- tion is positive, regard- less of whether the com- petition in output markets is in strategic substitutes or in strategic comple- ments. I test the model’s prediction using two proxies for the extent of competitive interaction among firms. The empiri- cal evidence provides support for the model.

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2382 Journal of Business

uct market strategies, since the debt holders own all the claims to firms’ assets in those states. Thus, in addition to distorting a firm’s value maximization problem, debt allows the firm to precommit to a certain behavior in output markets, affecting optimal operating strategies of the firm’s rivals. Therefore, debt financing can have a strategic advantage if the distortion of the firm’s product market strategy that it causes influences product market choices of the firm’s rivals in a way that benefits the firm.1

Models that are based on the idea that the choice of debt in the first stage of the game serves as a commitment to subsequent output strategies in the second stage, in which product market competition takes place, have tradi- tionally been developed in a Cournot-type quantity competition setting. These models include the seminal work of Brander and Lewis (1986), as well as studies by Maksimovic (1988) and Glazer (1994). In the framework of Cournot competition, debt commits firms’ shareholders to a more aggressive product market behavior (higher quantity choices), and equilibrium debt levels are positive, even in the presence of agency costs of debt and in the absence of tax-related or other benefits of debt.

Alternative frameworks of oligopolistic competition are Bertrand-type price competition (see, e.g., Showalter 1995; Dasgupta and Titman 1998) and capacity-price competition (see Schuhmacher 2001). Showalter shows that in the case of price competition, firms choose debt in equilibrium if the uncertainty is demand related. In contrast, when costs are uncertain, debt carries a strategic disadvantage and is not chosen in equilibrium. Schu- hmacher demonstrates the opposite result for the case of capacity-price competition. When demand conditions are uncertain, firms do not use debt, while in the case of uncertain costs, firms choose positive debt levels.

The aforementioned limited liability models show the conceptual difference between the optimal choice of debt in a perfectly competitive environment and in an environment where strategic interaction among rivals is present. However, none of the previous studies analyzes the relation between the extent of competitive interaction among output market rivals and their optimal capital structure choices.

This study examines the links between the extent of competitive interaction among firms, their optimal leverage, and the aggressiveness of their operating strategies. The model developed here is not limited to a specific form of product market competition. It shows that, regardless of whether firms’ product market choices are strategic substitutes or complements, as defined in Bulow, Geanakoplos, and Klemperer (1985), the stronger the influence of firms’ strat-

1. In addition to the limited liability effect, firms’ strategies in product markets can be driven by strategic bankruptcy considerations. Firms can make product market choices that raise the chances of driving their competitors into insolvency, and the probability of a firm getting into financial distress depends on its capital structure. Strategic bankruptcy considerations are not analyzed here. Models based on the strategic bankruptcy effect of debt include Brander and Lewis (1988), Poitevin (1989b), Bolton and Scharfstein (1990), and Rotemberg and Scharfstein (1990).

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Firms in Output Markets 2383

egies on their rivals’ value functions and resulting operating strategies, the larger the strategic benefit of debt.2 This corresponds to an intuitive notion that the strategic benefit of debt and optimal leverage should be monotonically decreasing as one moves from a duopoly to perfect competition.3 While this conclusion would not hold under some of the parametrizations of price and capacity-price oligopolistic competition, such as those in Showalter (1995) and Schuhmacher (2001), in which optimal debt levels are zero, the intuition is that whenever an increase in a firm’s debt causes an increase in the optimal aggressiveness of its operating strategy, debt is strategically advantageous, and the extent of strategic interaction among firms is positively related to their equilibrium debt levels and leverage ratios.

The availability of data needed to examine the relations between firms’ financial and operating decisions is limited. As a consequence, there are few empirical studies examining the relation between firms’ capital structures and their product market strategies. Chevalier (1995a, 1995b), Phillips (1995), and Kovenock and Phillips (1997) are notable exceptions. These articles inves- tigate the relation between the intra-industry price variation and firms’ lev- erage. They focus on a small number of industries in which some firms have experienced sharp changes in their capital structures.4 In contrast, I perform a broad cross-sectional analysis of the relation between the extent of com- petitive interaction among firms and their leverage ratios. The empirical anal- ysis of this article is, thus, related to the recent empirical studies of the determinants of firms’ leverage choices by Frank and Goyal (2004), MacKay and Phillips (2005), Barclay, Morellec, and Smith (2006) and to earlier studies by Bradley, Jarrell, and Kim (1984), Titman and Wessels (1988), Smith and Watts (1992), Gaver and Gaver (1993), Barclay, Smith, and Watts (1995), and Rajan and Zingales (1995).

I use two proxies for the extent of competitive interaction among firms. The first proxy is based on the number of rivals competing with a firm in its output market. The second one is based on an estimate of the effect of firms’ actions on their rivals’ marginal profits. The empirical tests support the pre- dictions of the model. There is a strong evidence of a positive relation between the extent of competitive interaction among industry rivals and their leverage ratios.

The remainder of the article is organized as follows. In Section II, the model of strategic financial and operating choices is developed. The empirical proxies for the extent of competitive interaction among firms are discussed in Section III. Section IV discusses the data, variable definitions, and empirical methods.

2. Strategic substitutes and complements are defined by whether a more “aggressive” strategy by a firm lowers or raises its rivals’ marginal profits.

3. There is no strategic benefit to holding debt if a firm is a monopolist in its output market and there are no rivals that can affect the firm’s value.

4. Chevalier (1995a, 1995b) studies the effects of recapitalizations on product market strategies in the supermarket industry. Phillips (1995) and Kovenock and Phillips (1997) investigate four and 10 relatively concentrated industries, respectively, with at least one of the top four firms recapitalizing using a leveraged buyout.

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2384 Journal of Business

Fig. 1.—The sequence of the game

The results of the empirical tests are presented in Section V. Section VI summarizes the theoretical and empirical results of the article. Proofs are provided in the appendix.

II. The Model of Strategic Debt Choices

Similar to most precommitment models (see Shapiro [1989] and Bagwell and Wolinsky [2002] for discussions of such models), the static model developed here has two stages. In the first stage, firms enter the market and simultaneously choose their financial structures. The latter are summarized by the face values of debt maturing at the end of the game. Each firm’s shareholders (or, equiv- alently, managers acting in shareholders’ interests) choose their firm’s debt level with the objective of maximizing the total value of the firm while taking the firm’s own and its rivals’ subsequent output market strategies into account. In the second stage, the shareholders of each firm choose its output market strategy before observing the realization of the shock to the firm’s cash flow. The realization of the shock, together with the output market strategies chosen by the firm and by its rivals, determines whether the firm is solvent or defaults. If the realization of the shock is above the threshold value, the firm is solvent; it repays its debt and distributes the residual cash flow to its shareholders. If the realization of the shock is below the threshold value, the firm’s cash flow equals zero, which leads to default.5 The sequence of the game is presented in figure 1.

5. In a more general setting, where the cash flow in the bad state is positive, a firm may be able to issue risk-free debt with a face value lower than the cash flow in the bad state. However, riskless debt does not affect the firm’s operating strategy and its value. Thus, it cannot serve as a commitment device. As shown below, debt carries a strategic benefit. Therefore, the equilibrium

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Firms in Output Markets 2385

To simplify the exposition, the analysis of strategic debt choices is devel- oped in a duopolistic setting. However, varying the “interaction parameter,” r, which describes the extent to which firms’ choices affect their competitor’s value, enables examining the relation between the extent of competitive in- teraction among firms in output markets and their optimal operating strategies and capital structure choices.6 Examining the interaction between two firms does not lead to a sacrifice of generality. The model can be easily extended to accommodate n firms, in which case the interaction parameter would de- scribe the extent to which each firm’s strategy affects each of its rivals. All the conclusions of the model with respect to relations between the interaction parameter and firms’ optimal financial and operating choices remain intact in an n-firm setting.7 The model’s setup allows examining the effects of the extent of competitive interaction on firms’ financial and operating decisions, as opposed to concentrating on one of the possible determinants of the degree of interaction, specifically the number of firms operating in an industry.

The game will be solved by finding a subgame perfect equilibrium. In the first stage, firms choose the face values of their debt, denoted by for firmFi

i. There are two firms in the model, therefore . The strategic effecti p {1, 2} of debt follows from the fact that after the debt levels have been chosen, firms’ shareholders take only the cash flows in solvent states into account when they choose their operating strategies. Thus, debt serves as a commitment mechanism to choosing a more aggressive operating strategy in the second stage of the game.

In the second stage, firms make their product market choices, summarized by a variable for firm which determine the probability distributionc ≥ 0 i,i

of the firms’ cash flows. Higher increases firm i’s cash flow in the solventci

state and also increases the probability of its default. In the remainder of the article will be interpreted as the choice of the aggressiveness of the firm’sci

product market strategy. In addition to affecting the distribution of firm i’s cash flow, affects the default probability of firm i’s competitor, thus influ-ci

encing the competitor’s optimal operating strategy, which indirectly affects firm ’s value. As mentioned in the introduction, the model is not restrictedi to a specific type of oligopolistic competition. While I intentionally define the nature of the interaction among firms in terms of strategic substitutes and complements, it is useful to relate the model’s setup to the common Cournot

face value of the firm’s debt would be higher than the payoff in the bad state. Therefore, assuming that the payoff in the bad state is zero does not result in a loss of generality.

6. This is one of the possible ways of parameterizing oligopolistic competition (see, e.g., Boone 2000).

7. The proof of this statement is available upon request. It is also possible to examine the relation between the number of firms operating in an industry, n, and firms’ financial and operating strategies in a setting where the ability of each firm to affect each of its rivals’ value functions is negatively related to n. This setting results in relations between the number of firms and their financial and operating choices, which are the opposite of the relations between the extent of interaction in output markets and firms’ financial and operating decisions. This is expected since the extent of interaction is negatively related to the number of industry rivals. Thus, the model’s results and empirical predictions are not driven by the modeling choice.

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2386 Journal of Business

quantity competition setting. In the case of quantity competition, higher value of corresponds to a larger production quantity (the larger the quantity, theci

higher the profits when the equilibrium price is above the average cost and the larger the losses when the price is below the average cost).

I assume that a stochastic shock to firms’ cash flows, z, is distributed uniformly between zero and one.8 The choice of determines the thresholdci

of the realization of the shock, above which firm i is solvent and receives cash flow equaling . Firm 1’s default threshold depends on and on . Ic c ci 1 2

assume, for analytical tractability, that firm 1’s default threshold is

T p c � rc ,1 1 2

and similarly for firm 2. The interaction parameter, r, is allowed to vary in the interval . The restriction on the lower and the upper bounds of r(�1, 1) is placed in order to prevent the effect of a change in a firm’s rival’s ag- gressiveness choice on the firm’s probability of default from being stronger than the effect of a similar change in the firm’s own operating choice.9 If

, then firms compete in strategic substitutes. Increasing the aggressivenessr 1 0 of firm 1’s strategy, , reduces the marginal profit of firm 2 and decreasesc1

the optimal aggressiveness of its operating strategy, . In addition, a morec2

aggressive strategy of firm 1 increases the probability of default of firm 2 and reduces its value, and vice versa. For , firms compete in strategic com-r ! 0 plements. Increasing raises the marginal profit of firm 2 and increases thec1

optimal aggressiveness of its strategy. Increasing reduces the probabilityc1

of default of firm 2 and increases its value. Using the assumption of the uniform distribution of the shock, the prob-

ability of firm 1 being solvent is

prob (solvency) p prob(z ≥ T ) p 1 � c � rc , (1)1 1 1 2

and similarly for firm 2. Under the assumption of zero cash flow in the bankrupt state, the combined value of firm 1’s debt and equity, given its own and its rival’s operating choices, is

[ ]V p 1 � c � rc c .1 1 2 1

I assume that the risk-free rate is zero and that all agents are risk neutral. In a one-period setting, zero risk-free rate, risk neutrality, and the assumption of zero cash flow in the bankrupt state imply that the market value of firm

8. In general, the shocks to the cash flows of the two firms do not have to be the same. The only assumption required in order to keep the model symmetric is that the shocks are drawn from the same distribution. The correlation between the shocks to firms’ cash flows does not influence the results because of the single-period setting, which ignores strategic bankruptcy considerations.

9. In addition, it is easy to show that no symmetric equilibria exist for .r ≤ �1

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Firms in Output Markets 2387

1’s debt at the time of issuance (the ex ante value of debt), , equals its faceD1

value times the probability of firm 1 being solvent:

[ ]D p 1 � c � rc F , (2)1 1 2 1

while the ex ante value of firm 1’s equity, , equalsE1

[ ] [ ]E p 1 � c � rc c � F , (3)1 1 2 1 1

and similarly for and .10D E2 2

The distributions of firm 1’s total payoff and its shareholders’ payoff are depicted in figure 2 for two different choices of : and , wherec c c c !1 1 1 1l h l

, for a given level of .11 Choosing results in a lower probability ofc c c1 2 1h l

default and a lower payoff in the solvent state than those corresponding to .c1h

In the remainder of this section, I solve the game using backward induction. I start from determining firms’ optimal operating strategies conditional on debt levels. Then I derive firms’ equilibrium debt levels and leverage ratios.

A. Second Stage—Choices of Operating Strategies

In this stage firms maximize their equity values in equation (3), conditional on previously chosen own and rival’s debt levels. Maximizing equation (3) with respect to , and a similar function for firm 2 with respect to , andc c1 2

solving the resulting system of two equations lead to the following result: Proposition 1. There exists a unique stable equilibrium in firms’ op-

erating choices. The equilibrium aggressiveness of a firm’s operating strategy is increasing in the face value of its debt. If firms’ strategies are substitutes (complements), then the equilibrium aggressiveness of a firm’s operating strat- egy is decreasing (increasing) in the face value of its rival’s debt.

Proof. See the appendix. Because of the limited liability, a higher debt level causes a firm to choose

a more aggressive operating strategy. If firms’ strategies are substitutes, their reaction functions in operating choices are downward sloping. Thus, a higher rival’s debt level, causing the rival to choose a more aggressive strategy, reduces the firm’s own optimal aggressiveness choice. In the case of strategic complements, firms’ reaction functions in operating strategies are upward sloping. A higher level of a competitor’s debt that causes it to choose a more

10. It is never optimal for a firm to raise debt with a face value that is higher than its payoff in the solvent state; if it were to do so, the value of the firm’s equity before the realization of the shock (ex ante) and after the realization of the shock (ex post) would be zero. Thus, a firm’s equilibrium debt-level choice is such that the firm is always able to fulfill its debt obligations in full in the solvent state.

11. Since and are nonnegative by assumption, firm 1 would never choose that is higherc c c1 2 1

than , since such a choice would result in a negative firm value. Similar argument holds1 � rc2

for firm 2. In addition, in a symmetric equilibrium, and for1 � c � rc ! 1 1 � c � rc ! 11 2 2 1

. Thus, the functional form in eq. (1) satisfies the probability function assumptions,�1 ! r ! 1 in the sense that in equilibrium 0 ≤ prob(z ≥ T ) ≤ 1.1

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2388 Journal of Business

Fig. 2.—Distribution of firm 1’s and its shareholders’ payoffs for various operating choices. The top figure depicts firm 1’s total payoff for various realizations of the shock, z. The payoff for the case of operating strategy is represented by the solidc1h

line, while the payoff for the case of strategy is represented by the dotted line. Thec1l

bottom figure depicts firm 1’s shareholders’ payoff. The solid line corresponds to , while the dotted line corresponds to .c c1 1h l

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Firms in Output Markets 2389

aggressive output strategy causes the firm also to choose a more aggressive strategy.

B. First Stage—Debt Level Choices

In this stage, firms choose their debt levels with the objective of maximizing their ex ante values, and , given byV V1 2

∗ ∗ ∗[ ]V p 1 � c (F , F ) � rc (F , F ) c (F , F ), (4)1 1 1 2 2 1 2 1 1 2

for firm 1, and similarly for firm 2, where and are the∗ ∗c (F , F ) c (F , F )1 1 2 2 1 2

optimal second-stage operating choices of firms 1 and 2, given their own and their rival’s debt levels.

As shown in proposition 1, debt has a strategic effect of causing a firm’s rival to choose a less aggressive output strategy in the case of competition in strategic substitutes and of causing a firm’s competitor to adopt a more ag- gressive output stance in the case of competition in strategic complements. Thus, the strategic benefit of firm 1’s debt is in changing its rival’s operating strategy. This observation allows quantifying the value of the strategic benefit of a given debt level. The strategic advantage of firm 1’s debt, , isb (F , F )1 1 2

the difference between firm 1’s value given its own and its rival’s debt levels, , and its value corresponding to a competitor’s oper-∗ ∗V (c (F , F ), c (F , F ))1 1 1 2 2 1 2

ating strategy that would have been chosen had firm 1 been entirely equity financed, :∗ ∗V (c (F , F ), c (0, F ))1 1 1 2 2 2

∗ ∗ ∗ ∗b (F ,F ) p V (c (F , F ), c (F , F )) � V (c (F , F ), c (0, F ))1 1 2 1 1 1 2 2 1 2 1 1 1 2 2 2

∗ ∗ ∗p [1 � c (F , F ) � rc (F , F )]c (F , F ) (5)1 1 2 2 1 2 1 1 2

∗ ∗ ∗� [1 � c (F , F ) � rc (0, F )]c (F , F ).1 1 2 2 2 1 1 2

In addition to benefiting a firm by favorably affecting its rival’s operating strategy, debt has a cost. The agency cost of debt is that of distorting the firm’s value maximization problem. Instead of maximizing the total value of the firm, its shareholders are maximizing their expected residual claims. Debt holders anticipate this behavior at the time of debt issuance and, therefore, debt reduces the ex ante firm value. The agency cost of debt is the difference between the firm’s value when its value maximization problem is not distorted (all-equity firm) and the value of the firm when its shareholders maximize the value of their residual claims (partially debt-financed firm), for a given operating strategy of the firm’s rival. Thus, the agency cost of firm 1’s debt,

, is the difference between firm 1’s value had it chosen a zero debtg (F , F )1 1 2

level, , and the firm value corresponding to face value∗ ∗V (c (0, F ), c (0, F ))1 1 2 2 2

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2390 Journal of Business

of debt of and a competitor’s operating strategy had firm 1 chosen to beF1

all-equity financed, :∗ ∗V (c (F , F ), c (0, F ))1 1 1 2 2 2

∗ ∗ ∗ ∗g (F , F ) p V (c (0, F ), c (0, F )) � V (c (F , F ), c (0, F ))1 1 2 1 1 2 2 2 1 1 1 2 2 2

∗ ∗ ∗p [1 � c (0, F ) � rc (0, F )]c (0, F ) (6)1 2 2 2 1 2

∗ ∗ ∗� [1 � c (F , F ) � rc (0, F )]c (F , F ).1 1 2 2 2 1 1 2

The optimal debt level choice incorporates the trade-off between these two effects. Maximizing each firm’s strategic benefit of debt net of the agency cost of debt, for firm 1 with respect to its debt level,b (F , F ) � g (F , F )1 1 2 1 1 2

and similarly for firm 2, results in the following proposition:12

Proposition 2. (1) If firms compete in strategic substitutes (comple- ments), then their debt level reaction functions are downward (upward) slop- ing; (2) the optimal face value of a firm’s debt is positive for all values of its rival’s debt, except when the interaction parameter equals zero, in which case the optimal face value of the firm’s debt is zero.

Proof. See the appendix. For each debt level of a firm’s competitor, there is a unique nonnegative

(positive for all but one extreme case) debt level that maximizes the firm’s value. This result is consistent with the conclusion of Brander and Lewis (1986) for the case of quantity competition. It is also in line with the positive equilibrium debt levels in some of the parametrizations of price competition in Showalter (1995) and capacity-price competition in Schuhmacher (2001).13

The next proposition establishes the relation between firms’ equilibrium fi- nancing choices and the extent of competitive interaction in their industries, which is the main result of the model.

Proposition 3. There exists a unique stable equilibrium in firms’ debt levels. Firms’ equilibrium leverage ratios are increasing in the absolute value of the interaction parameter, 14 The equilibrium face values of firms’ debtFrF. and their leverage ratios approach zero as r approaches zero.

Proof. See the appendix. The intuition for this result is straightforward. The absolute value of the

interaction parameter determines the degree of influence of a firm’s operating strategy on its competitor’s value function and on its resulting operating

12. This is equivalent to maximizing the total firm value, given in eq. (4), with respect to the face value of debt.

13. It is, however, inconsistent with other parameterizations in Showalter (1995) and in Schuh- macher (2001), in which debt reduces the optimal aggressiveness of a firm’s operating strategy, exhibits a strategic disadvantage, and is not chosen in equilibrium. In the model presented here, I do not analyze the case in which an increase in a firm’s debt level reduces the optimal aggressiveness of its strategy. The setting of the model implicitly assumes that a firm’s own debt increases the firm’s aggressiveness both in the case of competition in strategic substitutes and in the case of competition in complements. (This result, established in proposition 1, follows from examining the first-order conditions of the equity holders’ operating strategy choice.)

14. I define a firm’s leverage as the ratio of the market value of its debt at the time of issuance to the firm’s total value.

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Firms in Output Markets 2391

choice. The higher the absolute value of the interaction parameter, the larger the strategic benefit of debt. Thus, increasing the interaction parameter when it is positive and decreasing it when it is negative results in higher equilibrium debt levels and leverage ratios.

Proposition 3 should be interpreted cautiously. As mentioned above, an implicit assumption of the model is that an increase in a firm’s debt level raises the aggressiveness of its operating strategy both when the firm competes in strategic substitutes and when it competes in complements. Thus, the con- clusions of the model would not hold in the case when an increase in debt reduces the firm’s optimal aggressiveness, as in some parameterizations in Showalter (1995) and Schuhmacher (2001). Therefore, the correct interpre- tation of the model is that whenever an increase in debt causes an increase in the optimal aggressiveness of a firm’s operating strategy, debt carries a strategic benefit, which is increasing in the extent of competitive interaction among product market rivals. If the strategic effect of debt is positive, firms’ optimal leverage ratios are increasing in the extent of interaction among them.15

III. Proxies for the Extent of Competitive Interaction and Empirical Predictions

The model developed in the previous section predicts a positive relation be- tween the extent of competitive interaction among firms in output markets and their leverage ratios. Empirical tests of this prediction require proxies for the degree of competitive interaction among product market rivals. Proxies usually employed in the industrial organization literature are industry con- centration indexes, such as the Herfindahl index, and measures related to cross- price elasticities. Because of the lack of pricing data in the Compustat database, however, the latter measures are difficult to construct.16

The Herfindahl index is arguably the most widely used measure of an industry’s structure. The Herfindahl index, however, can be misleading as a measure of the extent of competitive interaction. High Herfindahl index may be due to the low number of firms operating in the industry and, thus, be positively related to the extent of competitive interaction. However, it might also be due to the high variation in industry participants’ sizes. It follows from Maksimovic and Zechner’s (1991) model and from MacKay and Phil-

15. It may be argued that, while the optimal debt levels are positive in an equilibrium of a static game, in the case of competition in strategic substitutes leverage can generate costs from a collective standpoint and reduce the combined value of industry participants. Therefore, while coordinating on strategic choices may be difficult because of their unobservability/nonverifiability, tacit collusion on debt seems plausible. It is easy to show that in an infinitely repeated game setting, the extent of competitive interaction is positively related to firms’ willingness to deviate from a collusive (no-debt) equilibrium if the firms compete in strategic substitutes. This result reinforces the conclusion from the static model regarding the positive relation between firms’ optimal leverage ratios and the extent of competitive interaction in their industries. The dynamic model is available upon request.

16. As discussed below, the data used in the empirical tests come from the Compustat Annual Industrial files.

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2392 Journal of Business

lips’s (2005) empirical analysis that the larger the differences in firms’ char- acteristics (such as size) are, the smaller is the expected influence of firms’ actions on their rivals’ values. Therefore, the relation between the Herfindahl index and the extent of interaction among firms in product markets is ambiguous.17

Another potential proxy for the extent of competitive interaction is the degree of advertising competition in an industry. Advertising competition is the primary component of firms’ interaction in output markets that is not price or quantity based. Marketing literature shows that a firm’s own advertising, as well as that of its rivals, affects the firm’s sales.18 Advertising may be seen as a proxy for the willingness of firms to engage in costly actions that affect their output market rivals. Thus, advertising expenditures are expected to be positively related to the extent of competitive interaction and, therefore, are expected to positively affect industry participants’ leverage ratios. However, a severe problem with using advertising expenditures as a proxy for the extent of competitive interaction is the possibility of reverse causality. Advertising level may be a result of firms’ leverage choices, which may not be related to the extent of product market competition.19

In what follows, I describe two proxies for the extent of competitive in- teraction that do not seem to suffer from the deficiencies described above. As argued below, neither of the proposed proxies is close to being perfect. The results obtained using each of the two proxies separately should be viewed as complementary to each other.

A. Number of Firms in an Industry

The simplest possible proxy for the extent of competitive interaction in an industry is the number of firms operating in it. If we assume appropriate industry definitions, the number of industry participants can serve as an in- dicator of the degree of influence of firms on their competitors. As the number of firms in an industry increases, one moves from a duopoly, in which firms’ profits and product market strategies are expected to be strongly dependent on their rival’s strategies, to a perfect competition, in which firms are price

17. This relation remains unclear even when the number of industry rivals is controlled for. On one hand, the lower the Herfindahl index, the more similarly sized firms operate in the industry and the higher the extent of competitive interaction in the industry. On the other hand, in highly competitive industries, similarly sized firms cannot significantly affect their rivals’ actions. If, however, an industry consists of a few large firms and numerous fringe firms, then large firms’ choices may affect their large rivals’ values and actions. This may result in a positive relation between the Herfindahl index and the extent of competitive interaction. Thus, the overall relation between the industry’s Herfindahl index and the extent of competitive interaction in the industry is ambiguous.

18. See Grullon, Kanatas, and Kumar (2002) for citations of evidence regarding advertising expenditures being the major component of interfirm rivalry, and regarding the relation between firms’ sales and their own and their rivals’ advertising.

19. Indeed, Grullon et al.’s (2002) findings indicate that it is capital structure that influences firms’ choices of advertising, rather than firms choosing their capital structures that are consistent with the degree of advertising competition.

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Firms in Output Markets 2393

takers and are unable to influence their rivals’ decisions. This is true regardless of whether the competition is in strategic substitutes or complements (or, alternatively, whether firms’ reaction functions are downward or upward sloping).

While the number of firms is a simple and intuitive proxy for the extent of competitive interaction, it has two important deficiencies. First, Compustat covers only public firms, understating the number of firms belonging to each industry. The second difficulty is the classification of firms to industries. Similar to past industrial organization literature, I use four-digit Standard Industrial Classification (SIC) industries in the analysis. This industry clas- sification, however, is far from being perfect. Dunne, Roberts, and Samuelson (1988) discuss the inadequacies of (four-digit) SIC industries as measures of economic markets. For example, firms can produce the same good but compete in different geographic markets. In addition, the SIC industry classification is based on production methods, as opposed to economic markets. It is also known that many firms produce in more than one SIC industry.20

The number of firms operating in an industry is expected to be negatively related to the absolute value of the slope of firms’ reaction functions. There- fore, despite the limitations that follow from the problematic industry defi- nitions and from the heterogeneity of industry participants’ products, pro- duction methods, and sizes, the number of firms in an industry can serve as a proxy for the ability of firms to influence their competitors’ strategies.

This being said, the extent of competitive interaction in an industry is not likely to be linear in the number of firms. (The difference between the degree of competitive interaction in industries consisting of two and 10 firms is likely to be larger than the difference between the extent of interaction in industries consisting of 102 and 110 firms.) Thus, I use the logarithm of the number of firms operating in an industry as an (inverse) proxy for the extent of com- petitive interaction in that industry.

B. Competitive Strategy Measure

According to Bulow et al.’s (1985) definition, firms compete in strategic substitutes whenever a more aggressive play by a firm lowers its rivals’ mar- ginal profits. Likewise, firms are said to compete in strategic complements when a more aggressive strategy by a firm raises its competitor’s marginal profits. More formally, a positive (negative) cross-partial derivative of a firm’s value with respect to its own and its rivals’ operating strategies,

, where is firm 1’s value, and and denote the operating2� V /�c �c V c c1 1 2 1 1 2

choices of a firm and its competitor, corresponds to competition in strategic

20. In order to mitigate these problems, in addition to the four-digit SIC classification, I examine an alternative definition of industries proposed by Fama and French (1997). They map firms to 48 industries, based on their four-digit SIC codes. The results are generally in line with those reported.

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2394 Journal of Business

complements (substitutes). In the remainder of this section, I use the terms “value” and “profit” interchangeably.

There are three potential difficulties in constructing an empirical proxy for the effects of firms’ actions on their rivals. First, firms’ strategies can take different forms. The most common examples of operating strategies are quan- tities and prices. However, Compustat reports neither quantities nor prices. It does report firms’ sales, but sales are not a strategic variable. Thus, in order to base the proxy for the extent of competitive interaction on firms’ sales, one needs to show that regardless of whether the competition is in quantities or prices, the sign of the cross-partial derivative of a firm’s profit with respect to its own and its rival’s sales is the same as the sign of the cross-partial with respect to its own and its rival’s quantities (prices) in the case of quantity (price) competition.

Proposition 4. Regardless of whether firms compete in quantities or prices, the sign of the cross-partial derivative of a firm’s profit with respect to its own quantity (price) and its rival’s quantity (price), 2d p /1

, is the same as the sign of the cross-partial derivative2dq dq (d p /dp dp )1 2 1 1 2

of its profit with respect to its own and its rival’s sales, 2d p /dS dS.1 1 2

Proof. See the appendix. Proposition 4 establishes that the cross-partial derivative of a firm’s profit

with respect to its own and its rival’s sales is a valid measure of the nature of product market competition. If is negative, then firms compete2d p /dS dS1 1 2

in strategic substitutes. If is positive, then firms compete in stra-2d p /dS dS1 1 2

tegic complements. However, there is another difficulty in constructing the empirical proxy for the cross-partial derivative of firms’ values with respect to their own and their rivals’ actions. Compustat does not report firms’ mar- ginal profits and marginal changes in sales. The data contain, however, time- series observations of firms’ profits and sales and firms’ product market rivals’ sales, from which discrete changes in these variables over time can be cal- culated.

Sundaram, John, and John (1996) were the first to notice that one could use these time series to construct a measure of responsiveness of firms’ profits to changes in their competitors’ actions, which is directly related to the cross- partial derivatives of firms’ values with respect to their own and their rivals’ strategies. Sundaram et al.’s competitive strategy measure (CSM) is the cor- relation between the ratio of the change in a firm’s profit and the change in its sales, and the change in the firm’s rivals’ combined sales:

 Dp1 CSM p corr , DS , (7) 1 2

DS 1

where is the change in firm 1’s profit between two consecutive periods,Dp1

is the change in its sales, and is the change in its product marketDS DS1 2

rivals’ combined sales. More generally, the competitive strategy measure in equation (7) can be thought of as the correlation between the ratio of the

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Firms in Output Markets 2395

change in a firm’s value and the change in its operating strategy and the change in the firm’s rivals’ operating strategy, wherecorr [DV /Dc , Dc ] ,1 1 2

and denote a firm’s own and its rival’s operating strategies, respectively.c c1 2

The next proposition shows that within the framework of the model of Section II, as long as a firm’s value function does not change from one period to the next, the covariance between the ratio of the change in the firm’s value and the change in its operating strategy, and the change in its rival’s operating strategy, is directly proportional to the cross-partial derivative of the firm’s value with respect to its own and its rival’s operating choices.

Proposition 5. The covariance between the ratio of the change in a firm’s value and the change in the aggressiveness of its operating strategy, and the change in the aggressiveness of the firm’s rival’s operating strategy, is proportional to the cross-partial derivative of the firm’s value with respect to its own and its rival’s aggressiveness choices.

Proof. See the appendix. Proposition 5 justifies the use of CSM as a measure of competitive inter-

action among product market rivals in the case where the firm’s value function remains constant over time (while shocks to the firm’s rivals’ value functions, resulting in changes in their operating strategies, are allowed). Positive values of CSMcorrespond to competition in strategic complements, while negative values of CSMcorrespond to competition in substitutes.

However, it is not clear whether CSM is a valid measure of the nature of output market competition when the possibility of shocks to a firm’s own value function is taken into account. One example of potential problems caused by a possibility of a change in a firm’s value function is an industry-wide shock to firms competing in strategic substitutes.21 Figure 3 illustrates this point.

Figure 3 depicts firm 1’s value at time t as a function of its operating choice (thick solid line) for a given operating strategy of the firm 2, . Firm 1’sc2, t

value is a function of its own operating choice, , and the value of the shockc1, t

to its value function, . The firm operates at a point at which its marginalzt

profit equals zero (point A in fig. 3). Assume now that two changes occur between times t and . First, the shock to the firm’s value function changest � 1 from to . Also, the strategy of firm 2 changes from to . (Assume,z z c ct t�1 2, t 2, t�1

without loss of generality, that and that firms compete in strategicc 1 c2, t�1 2, t

substitutes.) The thick dotted line depicts firm 1’s profit as a function of its own strategy for the values of the shock and firm 2’s strategy at time ,t � 1

and . Firm 1 adjusts its optimal strategy following the changes in zc z2, t�1 t�1

and , and operates at point B at time , where its marginal profit is zero.c t � 12

Thus, the ingredients of Sundaram et al.’s (1996) CSM, , and areDV /Dc Dc1 1 2

equal to and respectively. However, the ratio(V � V )/(c � c ) c � c1 1 1 1 2, t�1 2, tB A B A

reflects changes in firm 1’s strategy and value that are(V � V )/(c � c )1 1 1 1B A B A

caused both by the change in and the change in z.c2

21. I thank the referee for pointing out this possibility.

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2396 Journal of Business

Fig. 3.—Change in firm’s 1 equilibrium value and operating strategy following a change in firm 2’s operating strategy. The thick solid line represents firm 1’s value as a function of its operating strategy at time t. The thick dotted line represents its value function at time . The solid line represents its implied value function fort � 1 the case when the only change between t and is in the shock to firm 1’s valuet � 1 function, while firm 2’s operating strategy is assumed unchanged.

In order to determine the stand-alone effect of the change in on firm 1’sc2

value and operating strategy, one needs to estimate an “implied value function” of firm 1 that would have been observed under and firm 2’s time t strategy,zt�1

. The solid line depicts firm 1’s implied value as a function of its operatingc2, t

strategy. The firm would have chosen to produce at point D, its optimal strategy being , and its value being . In order to measure that is causedc V DV /Dc1 1 1 1D D

by the change in alone, one needs to obtain the following ratio:c (V �2 1B

. However, in the data, one cannot separate the effects of theV )/(c � c )1 1 1D B D

change in z and the change in on the value and the operating strategy ofc2

firm 1. Empirically, one observes , and this ratio is one(V � V )/(c � c )1 1 1 1AB A B

of the components of Sundaram et al.’s (1996) CSM. In order to mitigate the potential problem described above, I estimate an

implied profit and implied sales for each firm that would have been observed if the only change over time was in the firm’s value function, while the firm’s rivals’ sales were held constant. I assume that the shock to each firm’s prof- itability can be approximated by the average shock to the industry’s profit- ability. I measure the change in the industry’s profitability as a change in the

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Firms in Output Markets 2397

average profit margin of all firms operating in the industry. I then add this change to the firm’s previous year’s profit margin in order to calculate the firm’s implied profit margin, which is used in estimating the firm’s implied sales and implied profit.

In order to estimate the firm’s implied sales, I perform a time-series re- gression for each firm, where the dependent variable is the percentage change in sales over 2 consecutive years, and the independent variable is the change in profit margin over the 2 years:22

 S � S p pi, t�1 i, t i, t�1 i, t p a � b � �e , (8) i i i , tS S S i, t i, t�1 i, t

where and are firm i’s sales in two consecutive years, and andS S pi, t�1 i, t i, t�1

are its profits in these years. I then apply the coefficients of the regressionpi, t

in equation (8) to calculate the firm’s implied sales in each year, :S̃i, t

  ¯ ¯p pt�1 tˆ˜ ˆS p S 1 � a � b � , (9)  i, t i, t i i S S  t�1 t

where and are industry average profit margins in two con-¯ ¯p /S p /St�1 t�1 t t

secutive years, and and are the estimates of the intercept and the slopeˆâ bi i

in equation (8). I then multiply the implied sales in equation (9) by the implied profit margin to get the implied profit, :p̃i t

  ¯ ¯p p pi, t t�1 t˜p̃ p S � � . (10)  i,t i,t S S S  i, t t�1 t

The implied profit and implied sales in equation (10) and equation (9) re- spectively represent an estimate of point D in figure 3. To summarize, the empirical measure of the change in a firm’s sales caused by the change in its rivals’ combined sales is

  ¯ ¯p pt�1 tˆ˜ ˜ ˆDS p S � S p S � S 1 � a � b � , (11)  i i , t�1 i,t i, t�1 i, t i i S S  t�1 t

and the measure of the change in a firm’s profit caused by the change in the firm’s rivals’ sales is

˜ ˜Dp p p � p p p (12)i i , t�1 i,t i, t�1

     ¯ ¯ ¯ ¯p p p p pt�1 t i, t t�1 tˆˆ� S 1 � a � b � � � .     i, t i i S S S S S     t�1 t i, t t�1 t

The adjusted CSMmeasure that I use to estimate the cross-partial derivative

22. This regression is estimated for firms that have at least 10 consecutive observations of profit margin and sales.

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2398 Journal of Business

of firm 1’s value with respect to its strategy and its rivals’ strategy, , is, thus:2� V /�c �c1 1 2

 ˜Dp1 C̃SMp corr , DS , (13) 2˜DS 1

where is the implied change in the firm’s profit between two consecutive˜Dp1

years, is the implied change in its sales between two consecutive years,˜DS1

and is the change in the firm’s product market rivals’ combined salesDS2

between the two years. Following Sundaram et al. (1996), I define a firm’s profit as its operating profit. I define rivals’ sales as the combined annual sales of all other firms in the firm’s four-digit SIC industry.23 I calculate the cor- relation in equation (13) for each firm using all available time-series obser- vations,24 and then obtain mean for each four-digit SIC industry for eachC̃SM year, which is assigned to all firms operating in that industry during that year. This procedure reduces the noise involved in estimating each firm’s andC̃SM also enables time-varying for each firm.25C̃SM

When is positive, it corresponds to firms’ strategies being comple-C̃SM ments, while a negative describes the case of competition in strategicC̃SM substitutes. The prediction of the model is that, regardless of the type of strategic interaction, firms’ leverage is expected to be positively related to the extent of competitive interaction within their industries. Thus, I expect lev- erage to be positively associated with the absolute value of the adjusted com- petitive strategy measure both within a subsample of firms competing in strategic substitutes and within a subsample of those competing in complements.

IV. Data, Variables, and Empirical Methods

The tests in this section build on the results of the empirical work on the cross-sectional determinants of capital structure, most notably by Frank and Goyal (2004), Rajan and Zingales (1995), and Smith and Watts (1992). There are three theories that attempt to explain the cross-sectional variation in firms’ capital structures. The oldest, and the most successful one, is the static trade- off theory, in which the tax advantages of debt are traded off against its agency costs and the deadweight bankruptcy costs. Other theories include the

23. Calculating firms’ using quarterly data provides results similar to those reported.C̃SMs Using quarterly observations reduces the sample size significantly (both because Compustat begins its quarterly coverage in 1962, as opposed to the annual coverage that begins in 1950, and because there are more missing values in the quarterly data than in the annual data).

24. The correlations in eq. (13) are calculated only for firms with at least 10 observations of the changes in implied profit and imlied sales.

25. This procedure is different from that of Sundaram et al. (1996), who calculate only the CSM for one firm in an industry (in their case, the firm announcing a change in research and development expenditures) and assign this CSM to all firms in the industry. Using firm-specific

, following Sundaram et al., instead of industry-wide , provides results that are qual-˜ ˜CSM CSM itatively similar to those reported.

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Firms in Output Markets 2399

pecking order theory, which predicts the order in which firms choose the potential ways of financing their investments, and the market timing theory, which argues that firms’ capital structure choices are explained by managers trying to issue relatively overvalued securities.

While examining the relation between firms’ leverage choices and the extent of competitive interaction in their industries, I control for other factors that were found in past studies to affect firms’ capital structure choices. I follow Frank and Goyal and use factors that they found to exhibit the largest ex- planatory power in leverage regressions. However, I also perform robustness checks of the leverage model by including additional factors that were found important in the past literature, and also by using different definitions of variables that proxy for the factors that are hypothesized to affect firms’ capital structures.

A. Measures of Leverage, Factors Affecting Optimal Leverage, and Their Empirical Proxies

Leverage.—I use both market and book leverage ratios in the empirical tests. Following past empirical literature, I define a firm’s market leverage as the ratio of the book value of its debt to the sum of the market value of its equity and the book value of its debt: (compustat item 9 � item 34)/(item 54 #

. Book leverage is defined as the ratio of theitem 199 � item 9 � item 34) book value of debt to the book value of assets: .26(item 9 � item 34)/item 6

Frank and Goyal (2004) determine seven factors that seem to be the most important in explaining firms’ leverage choices. I use the following five of these factors.

Mix of growth options and assets in place.—Smith and Watts (1992) hy- pothesize that the ratio of the value of a firm’s investment opportunities to the value of its assets in place is expected to be negatively related to leverage, because of the contracting arguments of Myers (1977) and Jensen (1986).27

I measure a firm’s mix of investment opportunities and assets in place as the ratio of the sum of the market value of its equity and the book value of its debt to the book value of its assets: (item 54 # item 199 � item 9 � item

.2834)/item 6

26. Alternative definitions of the book value of debt are long-term debt plus debt in current liabilities plus preferred stock; long-term debt plus debt in current liabilities minus capitalized leases; and, finally, long-term debt plus debt in current liabilities plus preferred stock minus capitalized leases. The correlations between the measures of leverage based on these definitions are on the order of 95%. All the results are robust to the choice of the definition of the book value of debt.

27. Myers (1977) suggests that, due to the underinvestment problem, firms with numerous investment opportunities should be financed with less debt than firms with few investment opportunities. Jensen (1986) argues that debt has a benefit of mitigating the free-cash-flow problem and, therefore, firms with more assets in place (generating steady cash flows) should be financed with more debt.

28. An alternative proxy for the mix of investment opportunities and assets in place, discussed in Barclay et al. (2006), is the ratio of research and development expenditures to sales, item

. Using it instead of the market-to-book ratio does not change any of the results.46/item 12

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2400 Journal of Business

Collateral.—Collateral reduces the agency costs of debt and is, thus, ex- pected to be positively related to leverage. Collateral is measured as the ratio of the sum of net fixed assets and inventories to assets: (item 8 � item

293)/item 6. Profitability.—Myers’s (1984) pecking order theory predicts that firms are

likely to raise capital first from retained earnings, second by issuing debt, and then by issuing equity. Thus, more profitable firms with more internal re- sources are less likely to resort to debt financing, and a firm’s profitability should be negatively related to its leverage. Similar to Frank and Goyal (2004) and Barclay et al. (2006), I measure profitability as the ratio of operating income to assets, item 13/item 6.

Dividends and repurchases.—Within the pecking order theory, dividends require funds. Firms with larger internal funds would have lower leverage. Thus, firms that pay out dividends are predicted to have lower leverage. Stock repurchases have become an increasingly important way of distrib- uting cash (see, e.g., Boudoukh et al., forthcoming). Thus, the prediction is that a dividends-and-repurchases dummy, which equals one if the firm has paid dividends or repurchased shares in a given year (item or item21 1 0

) and zero otherwise, is expected to be negatively related to115 1 0 leverage.30

Size.—Larger firms are less prone to bankruptcy. In addition, the evidence in Warner (1977) suggests that direct bankruptcy costs constitute a smaller proportion of a firm’s value as the value increases. Thus, a firm’s size is hypothesized to be positively related to leverage. I define a firm’s size as the logarithm of its assets (item 6). In order to measure assets in constant dollars, I adjust nominal assets by the Consumer Price Index at the end of the respective year.31

The other two factors that were found by Frank and Goyal (2004) to be influential in explaining the cross-sectional variation in firms’ capital structure choices are the median industry leverage and expected inflation. However, since the purpose of the tests of this section is to examine the relation between an industry’s competitive structure and its participants’ leverage ratios, in- cluding an industry dummy variable would defeat the purpose of the tests. Moreover, as Frank and Goyal note, the relation between industry median leverage and firm leverage does not have an agreed-upon interpretation. One of the interpretations is that industry leverage proxies for omitted factors. The competitive structure of the industry might be one of these factors. I do not include expected inflation in the tests, since the predictions of the model are

29. Frank and Goyal (2004) notice that the measure of collateral is highly correlated with tangibility, which is defined as the ratio of fixed assets to total assets, , as in Titmanitem 8/item 6 and Wessels (1988). Replacing collateral with tangibility does not alter any of the results.

30. Dividend payouts and stock repurchases are, of course, endogenous. Thus, using the dividends-and-repurchases dummy in leverage regressions may result in biased coefficients on other explanatory variables. Removing the dividends-and-repurchases dummy from the right-hand side of the regressions does not materially alter the results.

31. Defining size as the logarithm of annual sales (item 12) does not affect any of the results.

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Firms in Output Markets 2401

regarding the cross-sectional variation in firms’ capital structures. In addition, Frank and Goyal report that expected inflation is the least important of the factors affecting leverage. Also, as discussed below, I use year dummy var- iables to control for the changes of macroeconomic factors over time.

Past studies have employed alternative explanatory variables in the leverage regressions. These variables are as follows:

Regulation.—The conflicts between stockholders and debt holders are less severe in regulated industries than in unregulated ones. The reason is that in regulated industries, managers, who are usually thought of as maximizing shareholder value, have less discretion over firms’ actions. Therefore, firms in regulated industries are expected to have higher leverage ratios. I follow Barclay et al. (2006) and define telecommunications (SIC codes 4812 and 4813) before 1983, railroads (SIC code 4011) before 1981, trucking (SIC codes 4210 and 4213) before 1981, airlines (SIC code 4512) before 1979, and gas and electric utilities (SIC codes 4900–4939) as regulated.

Uniqueness.—Bradley et al. (1984) predict a negative relation between the uniqueness of a firm’s products, which is positively related to the expected bankruptcy costs, and leverage. I follow Titman and Wessels (1988) and use a uniqueness dummy variable that takes the value of one if a firm produces machines and equipment (firms with SIC codes 3400–3999) and of zero oth- erwise as an indicator of uniqueness.

Tax advantages of debt.—The tax advantages of debt may vary with a firm’s profitability, the volatility of its earnings, its tax-loss carry forwards and its nondebt tax shields. I use the ratio of investment tax credits to assets as a proxy for nondebt tax shields, , which is expected to beitem 208/item 6 negatively related to the tax advantages of debt.32

Volatility.—Bradley et al. (1984) show that a firm’s optimal leverage is negatively related to the variability of its value. Following Bradley et al. and Titman and Wessels (1988), I use the standard deviation of the percentage change in a firm’s annual operating income (item 13) as a proxy for its volatility.

Past returns.—Welch (2004) finds that firms do not issue or repurchase debt in order to return to their target leverage ratios and, therefore, capital structure is largely determined by past stock returns. I measure past returns for a period of 5 years ending in December of the year preceding the year of the observation.

32. As Graham (1996) notes, indirect proxies for a firm’s tax status can be misleading because of their high correlations with other explanatory variables. Therefore, I also perform regressions using the database of marginal tax rates (MTRs) for Compustat firms, provided by John Graham. Simulated MTRs do not suffer from the deficiencies of other tax proxies. However, Graham’s database includes only a subset of all Compustat firms used in the analysis, thus reducing the size of the sample substantially. Using MTRs does not significantly change the coefficients on the competitive-interaction-related variables.

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2402 Journal of Business

B. Data and Methods

The source of the data used in the empirical tests is the Compustat Annual Industrial Files.33 The sample consists of all Compustat firms belonging to nonmonopolistic four-digit SIC industries, with SIC codes ranging between 1000 and 5999, and having a complete record on the main variables used in the analysis. The reason for excluding financial companies (SIC codes 6000–6799) is Rajan and Zingales’s (1995) observation that banks’ and in- surance companies’ debt liabilities are not directly comparable to debt of nonfinancial firms. The sample period is 1950–2003. In addition, I perform robustness tests using other time periods. I eliminate extreme outliers, which are defined as firms belonging to the top and bottom half percentiles of market- to-book ratios, collateral, and profitability ratios in each year of the sample. Alternative truncation rules do not influence the results materially. The number of firm-years that satisfy the aforementioned criteria is 148,946 for the full sample.

Table 1 presents descriptive statistics of the measures of competitive in- teraction and the control variables used in the empirical tests. Section 1 of table 1 contains summary statistics of the proxies for the degree of interaction among firms, while section 2 contains descriptive statistics of other factors that are expected to affect firms’ leverage choices and summary statistics of the book and market leverage ratios.

The first two rows in section 1 contain the statistics of the number of firms operating in four-digit SIC industries. In the first row, the statistics are cal- culated on an industry level (each industry gets equal weight regardless of the number of firms operating in it), while in the second row the statistics are calculated on a firm level (industries with more firms get higher weights). The number of firms in a four-digit SIC industry ranges between 2 and 351, with a mean of 11.6 and a median of 7 (36.5 and 18 on a firm level). Since the natural logarithm of the number of firms is used as a measure of competitive interaction in the empirical tests, rows 3 and 4 present the statistics for the logarithm of the number of industry participants. Rows 5–6 present the sum- mary statistics for the adjusted competitive strategy measure, . The meanC̃SM and median are positive, but not very high in absolute value when theC̃SM statistics are calculated both on a firm level and on an industry level, indicating that the number of firms competing in strategic complements is somewhat larger than the number of firms competing in strategic substitutes. This finding is generally consistent with Sundaram et al. (1996), who estimate that firms in about half of the industries in their sample compete in strategic substitutes, while the rest compete in complements. There is a large variation in the values of across industries. Broad industry groups (according to the Fama-C̃SM French [1997] classification) with the highest average over the yearsC̃SM include entertainment (0.042) and alcoholic beverages (0.036). The lowest

33. Stock returns used in robustness checks are from the Center for Research in Security Prices.

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F irm

s in

O utput

M arkets

2403

TABLE 1 Summary Statistics of Measures of Competitive Interaction and Firm Characteristics

Mean SD Lower Quartile Median Upper Quartile Minimum Maximum N

A. Proxies for the Degree of Intersection

Number of firms 11.58 17.12 4 7 13 2 351 13,244 36.47 51.27 9 18 39 2 351 148,946

Log (number of firms) 1.99 .89 1.39 1.95 2.56 .69 5.86 13,244 2.97 1.09 2.2 2.89 3.66 .69 5.86 148,946

Adjusted CSM .987% 12.673% �5.511% 1.586% 7.755% �71.978% 58.182% 13,005 1.184% 9.227% �3.539% 2.053% 6.156% �71.978% 58.182% 148,322

Absolute adjusted CSM 9.281% 8.686% 3.168% 6.867% 12.570% .000% 71.978% 13,005 6.828% 6.318% 2.503% 5.025% 9.281% .000% 71.978% 148,322

B. Other Factors Related to Leverage

Market leverage .285 .249 .062 .232 .459 .000 1.000 148,946 Book leverage .251 .194 .088 .234 .375 .000 1.000 148,946 Market-to-book 1.461 1.190 .687 .957 1.541 .048 65.352 148,946 Log (assets) 3.694 2.171 2.197 3.581 5.116 �6.535 11.579 148,946 Profit margin .077 .259 .057 .123 .181 �7.598 .601 148,946 Collateral .547 .217 .409 .574 .705 .000 .970 148,946 Dividends-and-repurchases

dummy .473 .499 .000 .000 1.000 .000 1.000 148,946

Note.—The sample period is 1950–2003. Each firm-year included in the sample satisfies the following criteria: (1) a firm’s SIC code is between 1000 and 5999, and (2) a firm’s market- to-book ratio, collateral ratio, and operating profit margin do not belong to the top and the bottom half percentiles annually. In rows 1, 3, 5, and 7 the statistics are calculated on an industry level. In the rest of the table, the statistics are calculated on a firm level. The construction of the adjusted competitive strategy measure ( ) is described in Sec. III. The absolute adjustedC̃SM CSM is the absolute value of . Market leverage is the ratio of book value of debt to the sum of book value of debt and market value of equity. Book leverage is the ratio of book valueC̃SM of debt to the book value of assets. Market-to-book is the ratio of the sum of book value of debt and market value of equity to book value of assets. Log (assets) is the natural logarithm of assets, deflated by the Consumer Price Index. Collateral is the ratio of the sum of net fixed assets and inventories to assets. Profit margin is the ratio of operating profit to assets. Dividends- and-repurchases dummy equals one if a firm paid dividends or repurchased shares in a given year.

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2404 Journal of Business

values of belong to the defense industry (�0.071), coal (-0.070), andC̃SM mining (�0.045). The prediction of the model is regarding the relation between capital structure and the absolute value of , the statistics for which areC̃SM reported in rows 7–8. Mean absolute value of the is generally on theC̃SM same order of magnitude as the comparable measures reported in Sundaram et al.

Descriptive statistics of firms’ leverage ratios and factors affecting firms’ leverage choices, reported in section 2 of table 1, are similar to the statistics reported in recent studies by Frank and Goyal (2004) and Barclay et al. (2006). Mean book and market leverage ratios range between 25% and 30%, mean market-to-book ratio is about 1.5, while the median is substantially lower, at about one. Median firm in the sample is profitable, although operating profit margin has a high variation. Slightly more than half of the median firm’s assets are collateralizable, and slightly less than half of the firms in the sample pay dividends or repurchase shares.

Pearson correlation coefficients among the proxies for the extent of com- petitive interaction and the factors that are expected to affect leverage are presented in table 2. In addition to the correlations for the full sample, I report the correlations between the two measures of the extent of competitive in- teraction and all other variables for the subsample of firms competing in strategic substitutes (rows 2 and 5) and the subsample of firms competing in strategic complements (rows 3 and 6), as indicated by the sign of their in- dustries’ .C̃SM

The most important finding in table 2 is that the correlations between the logarithm of the number of industry participants and the absolute value of

are negative and relatively high in absolute value (�0.24 for the caseC̃SM of strategic substitutes and �0.37 for the case of strategic complements).34

This is expected, since the first measure is expected to be negatively associated with the extent of competitive interaction, while the second measure is ex- pected to be positively related to the degree of interaction. In general, the competitive interaction measures are not strongly correlated with other factors. (Most correlation coefficients reported in table 2 are, however, statistically significant at common levels.)

To test the relation between the extent of competitive interaction and lev- erage, I estimate regressions of the following type:

¯L p b � b I � b C � e , (14)i ,t 0 1 i, t j i , t i, t

where i and t are firm and time subscripts, respectively, is a measure ofLi, t

leverage, is a proxy for the extent of competitive interaction, and isI Ci, t i, t

the vector of control variables, discussed in the previous subsection. Most of the existing empirical tests of optimal capital structure (see, e.g.,

Smith and Watts 1992; Rajan and Zingales 1995; Frank and Goyal 2004;

34. These correlations are statistically signifiant at a 1% level.

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TABLE 2 Correlations among Measures of Competitive Interaction and Firm Characteristics

Log (No. Firms) Absolute CSM Market

Leverage Book Leverage Market-to-Book Log (Assets) Profit Margin Collateral Dividend Dummy

Log (number of firms): All firms 1.000 �.323 �.083 �.024 .147 �.083 �.177 �.055 �.210 Substitutes 1.000 �.240 .018 .030 .100 .007 �.155 .013 �.103 Complements 1.000 �.371 �.134 �.051 .167 �.132 �.187 �.084 �.265

Absolute adjusted CSM: All firms 1.000 .048 .028 �.043 .011 .023 .012 �.002 Substitutes 1.000 .044 .039 �.020 .010 �.002 .039 �.027 Complements 1.000 .047 .019 �.056 .010 .038 �.012 .010

Market leverage 1.000 .797 �.350 .195 .030 .309 �.011 Book leverage 1.000 �.146 .148 �.027 .263 �.071 Market-to-book 1.000 �.211 �.337 �.234 �.154 Log (assets) 1.000 .361 .236 .521 Profit margin 1.000 .237 .302 Collateral 1.000 .272 Dividends-and-repurchases

dummy 1.000

Note.—This table presents Pearson correlation coefficients among proxies for the extent of competitive interaction, leverage measures and firm characteristics, presented in table 1. The upper value in each cell in the first two rows is the correlation estimated using all firms satisfying the sample selection criteria. The middle and the lower value in each cell in the first two rows are the correlations estimated for firms competing in strategic substitutes and complements, respectively, as evidenced by the sign of their industries’ .C̃SM

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2406 Journal of Business

Barclay et al. 2006) pool cross-sectional and time-series observations and estimate the regressions using ordinary least squares (OLS). Given the large variation in firms’ capital structures over time, documented in Frank and Goyal, I add annual fixed effects by adding year dummy variables (the co- efficient estimates on which are not reported).35 The next section presents the results of the main tests.

V. Empirical Tests

As discussed above, I employ two proxies for the extent of competitive in- teraction among firms. Table 3 presents the results of the regressions of firms’ market and book leverage ratios on the number-of-firms-based proxy for the extent of competitive interaction and on the control variables discussed above, while table 4 presents the results using the proxy for the extent of interaction based on the absolute value of the adjusted competitive strategy measure,

. The first three columns of tables 3 and 4 present the results of regressionsC̃SM with market leverage as a dependent variable, while columns 4–6 present the results of regressions with book leverage. Columns 1 and 4 contain the results of regressions performed using the full sample, columns 2 and 5 present the results for the subsample of firms operating in industries characterized by competition in strategic substitutes, as indicated by negative industry ,C̃SM while columns 3 and 6 contain the results of regressions performed on the subsample of firms operating in industries with positive . The predictedC̃SM sign column shows the expected sign on each of the explanatory variables following from the discussion in the previous section.

Most of the coefficient estimates on noncompetitive-interaction-related fac- tors support the underlying theories. Consistent with the agency theories, the coefficients on the market-to-book ratio are significantly negative in all spec- ifications. Firm size, as proxied by the logarithm of assets, is found to be positively and significantly related to leverage. The coefficients on collateral are significantly positive. Consistent with the pecking order theory, the co- efficients on profitability are negative and significant. Similar to Frank and Goyal (2004), dividend-paying firms have significantly lower leverage than nonpayers.

The coefficients on the natural logarithm of the number of firms are negative and highly significant in both market leverage and book leverage regressions. This is true for the regressions estimated using the full sample, as well as for those estimated using the subsample of firms operating in industries charac- terized by competition in strategic substitutes and the subsample of firms competing in strategic complements. The economic effect of the number of industry rivals on firms’ capital structure choices is also significant. The ex- pected difference between the market leverage ratio of a firm operating in an

35. T-statistics are calculated using White heteroskedasticity-consistent variance-covariance matrices of the coefficient estimates.

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TABLE 3 Regressions of Leverage on the Logarithm of the Number of Industry Rivals

Predicted Sign

Market Leverage Book Leverage

All Firms Substitutes Complements All Firms Substitutes Complements

Intercept .160* .117* .191* .118* .098* .135* Market-to-book � �.038* �.044* �.035* �.010* �.012* �.009* Log (assets) � .030* .030* .029* .023* .023* .022* Collateral � .297* .307* .287* .248* .247* .248* Profit margin � �.171* �.205* �.151* �.114* �.136* �.102* Dividends and repurchases

dummy � �.118* �.113* �.122* �.098* �.089* �.104* Log (number of firms) � �.025* �.009* �.033* �.014* �.008* �.018* Number of observations 148,946 57,799 91,147 148,946 57,799 91,147

Adjusted 2R .225 .314 .233 .167 .132 .161

Note.—This table presents regressions of firms’ leverage ratios on their characteristics and on the natural logarithm of the number of firms operating in their industries, according to eq. (14). Industries are defined according to four-digit SIC classification. The variables are discussed in table 1. The predicted sign is a sign of the regression coefficient following from the discussion in Sec. IV. Pooled regressions are estimated using all time-series and cross-sectional observations using OLS with year dummy variables (the coefficients on which are not reported). Asterisk indicates statistical significance at 1% level.

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TABLE 4 Regressions of Leverage on the Absolute Value of the Adjusted Competitive Strategy Measure

Predicted Sign

Market Leverage Book Leverage

All Firms Substitutes Complements All Firms Substitutes Complements

Intercept .075* .087* .069* .070* .071* .070* Market-to-book � �.039* �.045* �.036* �.011* �.013* �.010* Log (assets) � .029* .030* .029* .023* .023* .022* Collateral � .287* .305* .276* .243* .244* .242* Profit margin � �.164* �.203* �.145* �.109* �.132* �.099* Dividends-and-repurchases

dummy � �.111* �.112* �.112* �.094* �.089* �.098* Absolute adjusted CSM � .174* .090* .225* .084* .052* .105* Number of observations 148,322 57,175 91,147 148,322 57,175 91,147

Adjusted 2R .233 .317 .273 .167 .133 .153

Note.—This table presents regressions of firms’ leverage ratios on their characteristics and on the absolute value of their industries’ , according to eq. (14). Industries are definedC̃SM according to four-digit SIC classification. The variables are discussed in table 1. The predicted sign is a sign of the regression coefficient following from the discussion in Sec. IV. Pooled regressions are estimated using all time-series and cross-sectional observations using OLS with year dummy variables (the coefficients on which are not reported). Asterisk indicates statistical significance at 1% level.

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Firms in Output Markets 2409

industry with 3 firms (log [number firms] ) and a firm competing in an≈ 1 industry with 20 firms (log [number firms] ranges between two percentage≈ 3) points for firms competing in substitutes and six and a half percentage points for the subsample of firms competing in complements.

Table 4 reports the regressions estimated according to equation (14), with the proxy for the extent of competitive interaction being the absolute value of the competitive strategy measure. The layout of table 4 is identical to that of table 3.

The coefficients on the control variables are, again, supportive of the un- derlying theories. Consistent with the prediction of the model, the coefficient estimates on the absolute value of are positive and highly significantC̃SM within the full sample and within the subsamples of firms competing in stra- tegic substitutes and complements. In order to access the economic significance of the relation between the absolute value of and leverage, note thatC̃SM moving from the 25th percentile of absolute (3.17%; see table 1) to theC̃SM 75th percentile (12.57%) causes an increase in market leverage that ranges between one and two percentage points, depending on the subsample.

Overall, the results in tables 3 and 4 strongly support the model’s predic- tions. The relation between the extent of competitive interaction and firms’ leverage ratios is positive for both proxies for the degree of interaction among product market rivals and for both subsamples of firms competing in strategic substitutes and those competing in complements. This relation is statistically significant in all the specifications and economically important in most of them. In what follows, I perform various robustness checks of the results in tables 3 and 4.

Table 5 presents the results of estimating equation (14) using a different estimation method, different control variables, and different sample periods. To save space, only the coefficients on the measures of competitive interaction are reported. The estimates of the coefficients on the control variables are generally consistent with the underlying theories. Otherwise, the layout of table 5 is similar to that of tables 3 and 4.

There is a problem with pooling time-series and cross-sectional observations and estimating regressions using OLS. When dealing with a panel data set, correlations among disturbances are a concern. Even abstracting from possible autocorrelations, estimating the cross-sectional correlations of disturbances is infeasible given the number of cross sections. A common way to deal with cross-sectional correlations is to add firm fixed effects (e.g., by subtracting a firm-specific time-series mean from each observation). However, while this procedure removes correlations among residuals caused by firm-specific ef- fects and preserves the information from the time-series variation in the sam- ple, it ignores most of the information contained in the variation across firms. Since the prediction of the model in Section II is regarding the relation between the cross-sectional variation in firms’ leverage and the competitive structure of industries firms operate in, information contained in the cross sections is crucial for the tests. Therefore, instead of adding firm fixed effects, I deal

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TABLE 5 Robustness Checks: Fama-MacBeth Estimation, Different Control Variables, Different Sample Periods

Market Leverage Book Leverage

Predicted Sign All Firms Substitutes Complements All Firms Substitutes Complements

Section 1: Fama-MacBeth regressions:

Log (number of firms) � �.016 �.020 �.010 �.011 �.019 �.005 (�8.82) (�4.85) (�2.74) (�8.03) (�5.04) (�2.09)

Proportion of negative coef- ficients on log (number of firms)

.889 (9.01)

.741 (4.00)

.574 (1.09)

.796 (5.35)

.796 (5.35)

.556 (.82)

Absolute adjusted CSM � .155 .112 .162 .099 .101 .085 (6.72) (3.84) (6.84) (4.36) (3.22) (4.03)

Proportion of positive coef- ficients on absolute ad- justed CSM

.778 (4.87)

.722 (3.61)

.796 (5.35)

.685 (2.90)

.611 (1.66)

.685 (2.90)

Section 2: Other control variables:

Log (number of firms) � �.032* �.026* �.036* �.019* �.019* �.020* Absolute adjusted CSM � .168* .076* .242* .078* .046* .111*

Section 3: Years 1965–2003:

Log (number of firms) � �.025* �.008* �.034* �.015* �.007* �.018* Absolute adjusted CSM � .172* .081* .229* .079* .041* .106*

Section 4: Years 1984–2003:

Log (number of firms) � �.031* �.016* �.039* �.020* �.014* �.023* Absolute adjusted CSM � .205* .110* .269* .122* .083* .153*

Note.—This table presents regressions of firms’ leverage ratios on their characteristics, the number of firms in their industries, and the absolute value of their industries’ , accordingC̃SM to eq. (14). The first section presents Fama-MacBeth cross-sectional regressions. T-statistics reported in parentheses are calculated using time-series standard errors of coefficient estimates. Rows 3–4 and 7–8 present the proportions of negative (positive) coefficients on the logarithm of the number of firms (absolute ), and the t-statistics for the differences between theseC̃SM proportions and .5. Sec. 2 presents the results of regressions with added control variables: regulation dummy, uniqueness dummy, tax status, and volatility of earnings. The construction of these variables is discussed in Sec. IV. The third and fourth sections of the table report the results of regressions in eq. (14) estimated for the time periods 1965–2003 and 1984–2003, respectively. Industries are defined according to four-digit SIC classification. The variables are discussed in table 1. Pooled regressions in secs. 2–4 are estimated using all time-series and cross-sectional observations using OLS with year dummy variables (the coefficients on which are not reported). Asterisk indicates statistical significance at 1% level.

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Firms in Output Markets 2411

with possible cross-sectional correlations by using the Fama-MacBeth (1973) method, which relies on a separate estimation of coefficients for each time period, and calculating time-series standard errors of estimates.36 Regardless of the true structure of the variance-covariance matrix of disturbances, period- by-period estimates are unbiased (although not efficient). Therefore, averaging annual coefficients provides unbiased and asymptotically efficient estimates of the true coefficients. The first section of table 5 presents the results of Fama-MacBeth cross-sectional regressions. The first and the second row con- tain the mean annual coefficients on the logarithm on the number of firms and the associated t-statistics. Similar to the results reported in table 3, the coefficients on the logarithm of the number of firms are negative and significant in all specifications.37 The third and the fourth row present the proportion of years in which the coefficient on the number of firms is negative and the t- statistic of the difference between this proportion and 0.5. In most cases, the proportion of negative coefficients on the logarithm of the number of firms is significantly higher than one-half. The next four rows present the results of Fama-MacBeth regressions using the absolute value of as a measureC̃SM of the extent of competitive interaction. Similar to table 4, the coefficients on

are positive and significant both for market and book leverage regres-C̃SM sions, and for all subsamples.

The second section of table 5 contains regressions estimated according to equation (14), where I add control variables discussed in Section IV but omitted from the base specification: regulation dummy, uniqueness dummy, a proxy for the tax advantages of debt, an estimate of the volatility of earnings, and past returns. Inclusion of these variables increases the explanatory power of the regressions but does not affect the sign and the significance of the coefficients on the competitive interaction proxies in any of the subsamples.

In order to make sure that the positive relation between the extent of com- petitive interaction and leverage holds during different time periods, I estimate the leverage regressions for periods 1965–2003 and 1984–2003. The reasons for choosing these periods are that Compustat significantly increased its cov- erage in 1965 and that the assignment of firms to four-digit SIC industries is more precise in the last 20 years of the sample. The results for the shorter subsamples are consistent with the results for the whole sample, and they seem to be slightly more economically and statistically significant than the full-sample results.

Frank and Goyal (2004) note that it is important to examine the robustness of the results for subsamples of firms with different characteristics. Therefore, each year I rank firms by their size, market-to-book ratio, collateral ratio, and profitability, and estimate the leverage regressions for subsamples of firms

36. Performing the tests using two-way fixed effects provides results that are weaker than those reported but still consistent with the model and significant in most cases.

37. Adjusting the time-series standard errors using Newey-West variance-covariance matrix does not materially affect the estimates of standard errors. The coefficient estimates on the competitive interaction measures remain significant in most cases.

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2412 Journal of Business

with the values of these variables above and below their cross-sectional me- dians. The results of the regressions for these subsamples are presented in table 6.

Columns 1–2 present the results of market leverage regressions, while col- umns 3–4 present the results of book leverage regressions. The negative and statistically significant relations between the two measures of leverage and the logarithm of the number of firms persist in all eight samples, as do the positive and significant relations between the measures of leverage and ab- solute .C̃SM

One of the possible criticisms of the competitive interaction measure that is based on the number of firms is that the Compustat database contains only public firms, thus understating the number of firms in each industry. Thus, the logarithm of the number of firms is, at best, an imprecise measure of the extent of competitive interaction. To avoid the “spurious precision” problem, I assign firms to four groups based on the number of industry participants and estimate the regressions in equation (14) using dummy variables assigned to each group. The groups are defined as (1) less than 5 firms in an industry, (2) between 5 and 12 firms, (3) between 13 and 32 firms, and (4) more than 32 firms.38 This assignment of firms to the extent-of-competitive-interaction groups also allows us to examine the monotonicity of the relation between the degree of competitive interaction and leverage. Table 7 presents the results.

The coefficients on the control variables are consistent with the underlying theories. The coefficients on the interaction groups dummies are not important by themselves. What is important is the differences between the coefficients on the dummies of adjacent groups. The results of the Wald tests for these differences are presented in curly brackets. Moving from the group of firms belonging to industries with less than five product market rivals to the group of firms operating in industries with five to twelve rivals results in a decrease of about two percentage points in firms’ market leverage ratios, and of about one percentage point in firms’ book leverage ratios. The difference between the coefficients on the dummies for these two groups of firms is statistically significant in all cases in market leverage regressions and is marginally sig- nificant in most cases in book leverage regressions. Similarly, when one moves to the group of 13–32 industry participants, the average market leverage decreases by about two percentage points, while moving to the group of firms operating in industries with more than 32 rivals (and, presumably, a low degree of competitive interaction) reduces the average market leverage by between 2.5 and 6.5 percentage points depending on the subsample, and reduces the average book leverage by about two percentage points. These differences are, again, statistically significant in most cases. Overall, the results in table 7 indicate that the conclusions obtained using the number-of-firms-based mea- sure of competitive interaction are not likely to be affected by the “spurious

38. The assignments are based on the natural logarithm of the number of firms rounded to the closest integer.

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TABLE 6 Robustness Checks: Regressions for Subsamples of Firms Grouped by Characteristics

Market Leverage Book Leverage

Predicted Sign Above Median Below Median Above Median Below Median

Ranking by asset size: Log (number of firms) � �.011* �.034* �.003* �.021* Absolute adjusted CSM � .084* .223* .028* .113*

Ranking by market-to-book: Log (number of firms) � �.013* �.022* �.017* �.013* Absolute adjusted CSM � .117* .113* .116* .068*

Ranking by profitability: Log (number of firms) � �.010* �.039* �.007* �.020* Absolute adjusted CSM � .082* .246* .047* .104*

Ranking by collateral: Log (number of firms) � �.019* �.035* �.008* �.025* Absolute adjusted CSM � .164* .180* .074* .089*

Note.—This table presents regressions of firms’ leverage ratios on their characteristics and on the natural logarithm of the number of firms operating in their industries, according to eq. (14). Firms are divided into subsamples according to whether their asset size, book-to-market ratio, collateral ratio, and profitability are above or below their respective annual medians. Pooled regressions are estimated using all time-series and cross-sectional observations using OLS with year dummy variables (not reported). Asterisk indicates statistical significance at 1% level.

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TABLE 7 Robustness Checks: Regressions for Groups of Number of Rivals

Market Leverage Book Leverage

Predicted Sign All Firms Substitutes Complements All Firms Substitutes Complements

Market-to-book � �.038* �.044* �.035* �.01* �.012* �.009* Log (assets) � .029* .029* .029* .023* .022* .022* Collateral � .296* .298* .286* .248* .242* .247* Profit margin � �.170* �.200* �.150* �.113* �.133* �.102* Dividend-and-repur-

chases dummy � �.118* �.114* �.121* �.098* �.090* �.103*

Number of firms less than five .112 .109 .129 .085 .036 .036

Number of firms be- tween five and 12 .091 .082 .106 .080 .069 .092

{�3.78} {�3.05} {�2.52} {�1.90} {�2.33} {�.65} Number of firms be-

tween 13 and 32 .075 .062 .032 .063 .067 .057 {�2.82} {�2.06} {�3.34} {�3.54} {�.27} {�5.62}

Number of firms more than 32 .013 .035 .014 .040 .038 .045

{�10.40} {�2.56} {�9.09} {�4.62} {�3.79} {�1.88} Number of

observations 148,946 57,799 91,147 148,946 57,799 91,147

Adjusted 2R .696 .715 .637 .633 .707 .678

Note.—This table presents regressions of firms’ leverage ratios on their characteristics and on the dummy variables indicating whether the firm belongs to a certain group of number of industry rivals. The groups are defined as (1) less than 5 firms in an industry, (2) between 5 and 12 firms, (3) between 13 and 32 firms, and (4) more than 32 firms. The t-statistics of the Wald tests for the differences between the estimates on the dummies on two adjacent number-of-firms groups are reported in curly brackets. The predicted sign is a sign of the regression coefficient following from the discussion in Sec. IV. Pooled regressions are estimated using all time-series and cross-sectional observations using OLS with year dummy variables (the coefficients on which are not reported). Asterisk indicates statistical significance at 1% level.

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precision” problem. In addition, firms’ market and book leverage ratios seem to be monotonically decreasing in the extent of competitive interaction in their industries.

I perform additional robustness checks that are not reported. First, I repeat the analysis while replacing the four-digit SIC classification with Fama and French’s (1997) industry classification. The results are generally consistent with the model, although often weaker than those reported above. Second, Bradley et al. (1984) and Smith and Watts (1992) note that there are potential problems with the regulated subsample. I repeat the analysis while excluding firms in regulated industries and find no material changes in the results. Third, assigning firms to industries based on their SIC codes implicitly assumes that firms operate in only one SIC industry. However, there are many “conglom- erate” firms, operating divisions in multiple industries. The assignment of such firms to an SIC code of one of its divisions is sometimes arbitrary. Thus, I repeat the analysis while eliminating multidivision firms found in the Com- pustat Industry Segment (CIS) database.39 The results of these tests are, again, in line with those for the full sample.

VI. Conclusions

This article presents a stylistic model that demonstrates a positive relation between firms’ optimal leverage and the extent of competitive interaction in their industries. This result can be seen as a generalization of the Brander and Lewis (1986) type of limited liability models that show the conceptual dif- ference between optimal capital structure choices in a duopoly and in a per- fectly competitive industry. An important feature of the model is that, unlike Brander and Lewis and most subsequent studies of the interaction between firms’ financial and operating decisions, it is not limited to a specific type of product market competition (e.g., Cournot). The model demonstrates that, regardless of the type of competition in output markets, the extent of com- petitive interaction among firms positively affects their optimal leverage when- ever debt carries a strategic advantage.

The model’s predictions are tested using 54 years of Compustat data, while employing two proxies for the extent of interaction among firms in product markets. They are based on the number of firms operating in an industry and on an estimate of the effects of firms’ actions on their rivals’ value functions and resulting strategies. The empirical tests demonstrate that the extent of interaction among product market rivals is an important determinant of their market and book leverage ratios. Statistically and economically significant relations between the proxies for the degree of interaction and leverage are

39. CIS database, however, does not report segments’ SIC codes prior to year 1984. In addition, its coverage decreases dramatically in 1999. Thus, I am able to perform the tests on a subsample of single-division firms only for years 1984–98.

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2416 Journal of Business

robust to various time periods, different subsamples, and different regression specifications and estimation methods.

Appendix

Since firms 1 and 2 are symmetric, I present only the proofs for firm 1. Proof of proposition 1.—Differentiating firm 1’s equity value in equation (3) with

respect to and equating the resulting expression to zero givesc1

1 � F � rc1 2∗c (F , c ) p . (A1)1 1 2 2

The expression for is similar. Both firms’ reaction functions in output market∗c (F , c )2 2 1

choices are linear, and therefore, the equilibrium, if it exists, is unique. Since FrF !

, the reaction functions intersect, and the equilibrium exists. The stability condition1 (see Dixit 1984; Tirole 1988) is

2 2 2 2� V � V � V � V1 2 1 2 1 . (A2)2 2 2 2�c �c �c �c1 2 2 1

In this case,

2 2� V � V1 2 p p �2,2 2�c �c1 2

and

2 2� V � V1 2 p p �r.2 2�c �c2 1

Thus, the stability condition in (A2) is satisfied. Solving the system of two equations given in (A1) for and a similar expression for results in∗ ∗c (F , c ) c (F , c )1 1 2 2 2 1

2 � r � 2F � rF1 2∗c (F ,F ) p , (A3)1 1 2 24 � r

and similarly for ; in equation (A3) is clearly increasing in . It∗ ∗c (F , F ) c (F , F ) F2 1 2 1 1 2 1

is decreasing in for , and is increasing in for .F r 1 0 F r ! 02 2

Proof of proposition 2.—Plugging firms’ optimal operating choices given in equation (A3) for firm 1 and a similar expression for firm 2 into the expression for the total value of firm 1 in equation (4) gives

2[ ] [ [ ] ]2 � r � 2F � rF 2 � r � 2 � r F � rF1 2 1 2∗V (F , F ) p . (A4)1 1 2 2 2[ ]4 � r

Differentiating equation (A4) with respect to and equating the resulting expressionF1

to zero gives

2 [ ]r 2 � r � rF21∗F (F ) p . (A5)1 2 24 2 � r

The expression in equation (A5) is decreasing in for (strategic substitutes),F r 1 02

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Firms in Output Markets 2417

and increasing in for (strategic complements). Therefore, debt-level reactionF r ! 02

function of firm 1 is downward sloping for the case of strategic substitutes and is upward sloping for the case of strategic complements. Equation (A5) is positive for all admissible values of r ( ), since in equilibrium . The exception�1 ! r ! 1 0 ≤ F ≤ 12

is the case of , in which case .∗r p 0 F (F ) p 01 2

Proof of proposition 3.—Obtaining the reaction function of firm 2, , similarly∗F (F )2 1

to equation (A5), and solving the resulting system of two equations in and givesF F1 2

the equilibrium debt levels:

2r∗ ∗F p F p . (A6)1 2 24 � 2r � r

The proof of existence, uniqueness, and stability of equilibrium is similar to that in the proof of proposition 1. Plugging equation (A6) into the expression for firms’ equilibrium operating choices in equation (A3) gives the equilibrium operating choices of firms 1 and 2:

2∗ ∗c p c p . (A7)1 2 24 � 2r � r

Plugging equation (A7) into firm 1’s value function in equation (4) results in the equilibrium firm values:

2[ ]2 2 � r ∗ ∗V p V p . (A8)1 2 2 2[ ]4 � 2r � r

Dividing equation (A6) by equation (A8) gives firms’ quasi-market leverage ratios (defined as the face value of debt divided by the market value of the firm):

∗ ∗ 2 2F F 1 r [4 � 2r � r ]1 2 p p . (A9)∗ ∗ 2V V 2 2 � r1 2

Plugging firms’ equilibrium output market choices in equation (A7) into equation (1) results in the equilibrium probabilities of firms 1 and 2 being solvent:

22 � r∗ ∗prob (solvency) p prob (solvency) p . (A10)1 2 24 � 2r � r

Multiplying the expression in equation (A9) by the probability of the solvent state in equation (A10) gives firms’ leverage ratios:

∗ ∗ 2D D r1 2 p p . (A11)∗ ∗V V 21 2

Firms’ equilibrium leverage in (A11) is clearly increasing in and is, thus, increasing2r in . Both equations (A6) and (A11) as .FrF r 0 r r 0

Proof of proposition 4.—Firm 1’s profit can be expressed in a general form as

p p S (q , p ) � C (q ), (A12)1 1 1 1 1 1

where denotes the firm’s sales (revenues) and denotes its total costs, whileS C q1 1 1

and denote its production quantity and price, respectively. I make standard as-p1

sumptions that revenues are twice continuously differentiable with respect to the choice

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2418 Journal of Business

variable and that costs are continuously differentiable with respect to quantity and are increasing in quantity.

Assume first that firms compete à la Cournot and that their choice variable is quantity. Then, firm 1’s profit function in equation (A12) can be rewritten as

p p S (q ,p (q )) � C (q ), (A13)1 1 1 1 1 1 1

for a given . In equilibrium,q2

dp dS �C1 1 1 p � p 0, (A14)

dq dq �q1 1 1

or

dS �C1 1 p 1 0, (A15)

dq �q1 1

and similarly for firm 2. Thus, around equilibrium and, similarly,(dS /dq ) 1 01 1

, and , and . It follows, there-(dS /dq ) 1 0 sign(dS ) p sign(dq ) sign(dS ) p sign(dq )2 2 1 1 2 2

fore, that around equilibrium

2 2d p d p1 1sign p sign . (A16)( ) ( )dq dq dS dS1 2 1 2

Now assume that firms compete in prices. Then firm 1’s profit function in (A12) can be rewritten as

p p S (q (p ),p ) � C (q (p )), (A17)1 1 1 1 1 1 1 1

for a given , where . In equilibrium,q (�q /�p ) ! 02 1 1

dp dS �C �q1 1 1 1 p � p 0. (A18)

dp dp �q �p1 1 1 1

Since and in equilibrium(�C /�q ) 1 0 (�q /�p ) ! 0,1 1 1 1

dS �C �q1 1 1 p ! 0, (A19)

dp �q �p1 1 1

and similarly for firm 2. Thus, around equilibrium, and, similarly,(dS /dp ) ! 01 1

, and , and . Therefore,(dS /dp ) ! 0 sign(dS ) p �sign(dp ) sign(dS ) p �sign(dp )2 2 1 1 2 2

around equilibrium

2 2d p d p1 1sign p sign . (A20)( ) ( )dp dp dS dS1 2 1 2

Proof of proposition 5.—Differentiating firm 1’s value function in equation (4) with respect to firm 1’s strategy and equating the resulting expression to zero gives firm 1’s optimal strategy as a function of firm 2’s strategy:

1 � rc2∗c (c ) p , (A21)1 2 2

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Firms in Output Markets 2419

and the resulting value of firm 1:

2[ ]1 � rc2∗V (c ) p . (A22)1 2 4

Denote the change in firm 2’s operating strategy between times and t byt � 1 . From equation (A21), the resulting change in firm 1’s operatingDc p c � c2 2,t�1 2,t

strategy is

1 � rc � [1 � rc ] rDc2, t�1 2, t 2∗ ∗ ∗c � c p Dc p p � . (A23)1, t�1 1, t 1 2 2

From equation (A22), the resulting change in firm 1’s value is

2 2[ ] [ ]1 � rc � 1 � rc2,t�1 2,t∗ ∗ ∗V � V p DV p1,t�1 1,t 1 4

[1 � rc � 1 � rc ][1 � rc � 1 � rc ]2,t�1 2,t 2,t�1 2,t p (A24)

4

rDc [2 � 2rc � rDc ]2 2,t 2 p � .

4

Dividing equation (A24) by equation (A23) gives

∗DV 2 � 2rc � rDc1 2,t 2 p . (A25)∗Dc 21

Assume that the time-series changes in , , are drawn from an independent andc Dc2 2

identical distribution with mean m and standard deviation j. Then,

∗ 2DV j1Cov , Dc p �r . (A26)2( )∗Dc 21

Also, note that the cross-partial derivative of firm 1’s value function in equation (4) with respect to its own and its rival’s aggressiveness choices gives

2� V1 p �r. (A27)

�c �c1 2

Thus, the cross-partial derivative in equation (A27) is a positive multiple of the co- variance between the ratio of the change in firm 1’s profit to the change in its sales, and the change in firm 2’s sales in equation (A26).

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20160523161512505248.pdf

Exotics and Electrons: Electric Power Crises and Financial Risk Management Author(s): Suman Banerjee and Thomas H. Noe Source: The Journal of Business, Vol. 79, No. 5 (September 2006), pp. 2659-2696 Published by: The University of Chicago Press Stable URL: http://www.jstor.org/stable/10.1086/505248 Accessed: 23-05-2016 16:04 UTC

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2659

(Journal of Business, 2006, vol. 79, no. 5) � 2006 by The University of Chicago. All rights reserved. 0021-9398/2006/7905-0014$10.00

Suman Banerjee Thomas H. Noe Tulane University

Exotics and Electrons: Electric Power Crises and Financial Risk Management*

I. Introduction

The deregulation of the electric power industry has not featured an immediate move from rate-of-return regulation to laissez-faire. In many cases, deregulation has been partial, with retail power prices fixed and baseload capacity committed to meeting retail de- mand. In this environment, public utilities are forced into a pattern of “retail wheeling,” buying power at unregulated spot prices and selling at fixed retail prices, to meet consumer demand in excess of base- load supply.

Not infrequently, this semiregulated environment has been accompanied by financial and supply tur- bulence. For example, in the Midwest in 1998, prices in the wholesale spot power market spiked to $7,500 per megawatt hour. These spot price spikes, coupled with fixed prices at the consumer level, produced $73 million in losses for Cinergy during the summer heat wave and triggered a power default. In the California

* Contact the corresponding author, Thomas Noe, at tnoe@ tulane.edu. We would like to thank seminar participants at the 2002 Western Finance Association Meetings in Park City, UT, the 2002 European Finance Association Meetings in Berlin, the University of Florida, the University of New Orleans, the University of Hous- ton, and the University of Wisconsin–Madison for helpful com- ments. We would like to thank the Entergy-Tulane Energy Institute for generous support for this project. We would also like to thank an anonymous referee for many insightful comments. The usual disclaimer applies.

This article models the decisions of a regulated utility that has the option of meeting excess de- mand by buying power on the spot markets. The risk associated with the cost of meeting excess consumer demand can be hedged by trading in a fi- nancial derivatives mar- ket. We show that the op- timal financial hedge position for an individual utility is a nonlinear mix- ture of price-risk and quantity-risk hedging. The ability to form these hedges in financial mar- kets can increase spot price volatility. The availability of derivatives markets can also lower the value of long-term power contracts and base- load supply.

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2660 Journal of Business

power crisis of 2000, losses from retail wheeling to some utilities, such as Pacific Gas and Electric, were sufficient even to trigger financial default (see e.g., Oil and Gas Journal 2001; Kuttner 2002). In contrast, some utilities, such as Wisconsin Power in 1998, engaged in regular retail wheeling and highly disadvantageous terms without experiencing financial default or even credit downgrades.

Both the 1998 Midwest power crisis and the 2000 California power crisis stimulated a great deal of discussion on the overall structure of power markets and the ownership structure of power lines, transmission, and generation ca- pacity (see, e.g., Federal Energy Regulatory Commission 1998, 2000). How- ever, an individual utility has little control of these variables. Almost all advice to individual utilities has focused on either (a) capacity investment or (b) risk management. Some commentators have stressed increasing generation capac- ity. Others have argued that risk management with energy or weather deriv- atives is optimal for dealing with extreme but unlikely surges in demand. As industry commentators have noted, the hedging problem of the regulated utilities is particularly complex. Utilities act as intermediaries between mer- chant power producers and consumers. Unlike a typical unregulated inter- mediary exposed only to “basis” risk, the regulated utility is exposed to a complex mix of quantity and price risk caused by the fact that neither the quantity nor the price at which the utility sells to consumers is determined by market forces. Rather, at least in the short term, prices are fixed by reg- ulation and quantity by weather conditions. The hedging problem this situation engenders for the regulated utility has received a great deal of attention in the business press, with some commentators advocating hedging price risk with options and futures while others advocate volumetric hedging with weather derivatives (see, e.g., Williams 1999).

The aim of this article is to model the risk management and capacity choices of price-taking utilities and to analyze the aggregate effect of these choices on the behavior of the aggregate power market and the likelihood of power defaults. In our model, consumer power prices are fixed while consumer demand is stochastic. Baseload capacity is committed legally to retail con- sumers while the utility has the option, but not the obligation, also to buy spot power to meet their demand.1

However, utilities face a penalty for failing to meet consumer demand. The supply of excess power is provided by a price-taking merchant power industry. The price risks associated with buying power on the spot market can be hedged by trading on a financial power derivatives market. In this setting, we derive and characterize a rational expectations equilibrium in the financial derivatives and electric power markets.

We initiate our analysis by developing a general infinite-state model of the problem of a single utility attempting to hedge the risks associated with power

1. The commitment of native power load to ultimate consumers is embedded in state regulation. See, e.g., CA PUB UTIL §330.d, in West’s Annotated California Codes.

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Power Crises and Risk Management 2661

shortfalls. Initially, we assume that the cost of buying spot power is not sufficient to trigger financial bankruptcy. In this case, we show that the utility has an incentive to hedge, that is, to buy derivatives with the aim of minimizing power shortfalls. The risks faced by the utility are a mixture of the price risk engendered by the spot market prices exceeding the regulated price of power and the quantity risk engendered by demand in excess of baseload capacity. We derive the optimal hedging strategy for an individual utility and show that it is a fairly complex nonlinear mix between price and quantity hedging. Hedging reduces power shortfalls in very high-demand states. However, hedg- ing may transfer wealth from states of nature producing small shortfalls to states producing larger shortfalls. In addition, the optimal hedge position is not monotone in spot power price, with the largest hedge being placed for intermediate price states. Next, we introduce bankruptcy risk for utilities and show that when this risk is sufficiently great, a utility may counterhedge: construct a portfolio that drains cash flows from high-consumer-demand bank- ruptcy states to low-demand states.

With these individual utility decisions determined, we aggregate and derive the effects of hedging on spot market power prices. First, we show that hedging transforms the aggregate demand for spot power in a highly nonlinear fashion. Next, we consider demand in the absence of significant bankruptcy risk and show that, at high and moderately high prices, utility demand for power is determined not by consumer demand but by the utility’s willingness to buy spot power to cover shortfalls. At very high spot prices, utility demand is higher with a derivatives market, while at moderately high prices, utility demand may be smaller. At low-to-moderate prices, the utilities need not cover shortfalls, so that prices are unaffected by hedging and derivatives markets. While individual utilities, acting as price takers, can lower their risk of power default by hedging, the resulting aggregate derivatives positions increase spot market price volatility in default states, and, when hedging increases the expected spot price, hedging increases volatility overall. The welfare effects of hedging are ambiguous. For the arbitrary shortfall costs to the utility, the opportunity to hedge using financial derivatives could increase or decrease welfare. However, assuming that the regulatory authority has fixed an optimal shortfall penalty, the opportunity to hedge increases welfare.

When the bankruptcy option becomes sufficiently attractive, and counter- hedging becomes pervasive, these results essentially reverse; that is, with derivatives markets, consumer shortfalls are larger and spot prices are less variable than they would have been in the absence of a derivatives market. In addition, because physical baseload power is legally committed to the retail market while hedge portfolios can be tailored to provide funds to cover excess consumer demand in a limited number of states of nature, the opening of a derivatives market increases the attractiveness of covering consumer demand with spot purchases rather than by augmenting baseload supply. This can lower ex ante investments in capacity.

These results have a number of implications for the behavior of power

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2662 Journal of Business

markets and utilities. First, at a “micro level” they show that neither pure price hedging nor pure quantity hedging by utilities is an optimal hedging strategy for the regulated utility. Second, at the macro level, our analysis illuminates price determination under “floor reversion.” Floor reversion is the tendency of prices to exhibit large upward spikes, which are followed fairly closely by predictable reversals that return prices to much lower normal levels. In contrast to a mean-reverting price process, under which prices “hug” the long-run mean price, a floor-reverting process produces prices that only rarely approach the average price. Prices are either significantly below the mean price in the normal regime or significantly above the mean price during spike periods. Our analysis studies the determinants of prices in these spike periods. This analysis also provides some insights into the somewhat paradoxical effect of partial deregulation on the utility’s behavior. Partial deregulation commits physical baseload supply to the retail base and fixes consumer prices. At the same time, the financial assets of the utility are not committed, and the quantity of power demanded by consumers is not fixed. These regulatory asymmetries create unintended consequences: spot power prices become coupled with the aggregate financial position of the utilities, not marginal cost, and two ways of meeting the same surge in demand—financial hedging and capacity—end up having very different economic consequences to utilities.

Our work complements recent works on the economics of risk management, bankruptcy, and electric power generation. Like Routledge, Seppi, and Spatt (1998), our article analyzes equilibrium in a commodity spot market. Rout- ledge, Seppi, and Spatt focus on the supply-side relationship between the price of power and the price of fuels. We focus on the demand side and the relations among hedging strategy, spot market dynamics, and financial markets. Like Bessembinder and Lemmon (2002), we model the hedging strategies of util- ities and equilibrium market dynamics. However, in contrast to Bessembinder and Lemmon, our focus is not on equilibrium in the financial contract market, which we simply assume is a complete financial market with prices determined by an equilibrium pricing measure, but rather the effect of the financial market on spot market equilibrium. In addition, because we assume complete financial markets rather than restrict the utilities to hedging with simple forward con- tracts, we derive fairly complex nonlinear optimal hedging strategies that produce very different patterns of cash flows from the simple linear futures and forward contracts modeled in Bessembinder and Lemmon. Further, we focus on the hedging strategy motivated by regulatory constraints and penalties rather than by the risk preferences of agents.

Our analysis is also related to the large body of research on the regulated utility and its behavior. However, in contrast to much of this work, we are not concerned with the optimal design of a regulatory environment for a utility (see, e.g., Joskow and Tirole 1998; Lewis and Sappington 1998). Instead, we model a fixed regulatory environment—free prices at the wholesale level and fixed prices at the consumer level. We argue that studying this regime is important, not because this regime is optimal but because it is observed and

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Power Crises and Risk Management 2663

might be observed more frequently as more and more jurisdictions make the political compromises required to make the transition from return regulation to complete deregulation.

Our work also complements the literature on risk management and real in- vestment (see, e.g., Froot, Stein, and Sharfstein 1993; Tufano 1998). These papers consider the interaction between derivatives investment and real invest- ment by utilities. In these papers, utilities are subject to manager/shareholder agency conflicts and adverse selection costs. In our analysis, in contrast, agency costs and adverse selection effects are absent. From this perspective, our analysis is less sophisticated than theirs. However, while these papers treat factor and product market prices as exogenous, the effect of risk management on factor market prices is a central focus of our article.

This article is organized as follows. In Section II, we develop the general framework; in Section III, we model power demand in the absence of a derivatives market; in Section IV, we introduce the derivatives market and model the individual firm’s hedging problem; in Section V, we model the interaction between the spot and derivatives markets for power; in Section VI, we consider the welfare implications of our analysis; and in the last section, Section VII, we discuss general implications of our results in terms of both empirical predictions and public policy.

II. General Framework

In brief, we model a two-date economy populated by n regulated electric utilities (henceforth simply called “utilities”) and a merchant power sector. At date zero, ex ante, the regulated utilities may have the option of buying a derivatives portfolio in a competitive financial market. At date one, ex post, the utilities observe realized consumer demand and realized power prices. Based on these observations, they allocate their baseload power between customers and the spot market, and they buy spot market power. These ex post choices and the ex ante derivatives purchase decisions determine the payoffs to the agents.

In detail, the model posits the following environment. All regulated utilities and all merchant power producers act as price takers. All agents are risk neutral, and the risk-free rate is assumed to be zero. Thus, all agents maximize expected payoffs. Consumers of utility i buy power at a fixed price of ri.2 We assume that consumers’ demand for power in region i is given by the random variable Di. Let di represent a particular realized ex post level of this random variable. We assume that the utilities use native capacity to produce a fixed amount of baseload power in each period. The capacity of utility i is non- stochastic and represented by si. Consistent with law and regulatory policy, we assume that this baseload supply must first be applied to satisfy consumer

2. In practice, this price represents the outcome of negotiations among the utility firm, consumer groups, and political authorities. We assume that over the time frame covered by our analysis this price will not be changed.

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2664 Journal of Business

demand. Only after retail consumer demand is satisfied can excess power be sold to the merchant.

Utilities produce power at a constant unit cost of ci. We assume that baseload production costs are not higher than the regulated consumer price of power (i.e., , for all . Clearly, our assumptions regarding thei ic ≤ r i p 1, 2, … , n) generating conditions for utilities are highly stylized. However, the focus of our model is overload states of demand when the utilities in fact deploy all generation assets at their disposal to meet consumer demand. In these high- demand states, the choice of which generating assets to ramp-up is not par- ticularly salient.

The spot market for power functions as follows: all utilities and power merchants trade on the spot market. Consumers do not have access to the spot market. Power is sold at a price determined at date one, which is unknown at date zero. We represent this ex ante stochastic price by P and the realized ex post price by p.3 This price is determined by the Walrasian market-clearing condition. Henceforth, we refer to this spot market price simply as the price. Power is purchased ex post and can only be purchased by utilities with their ex post balance of liquid assets, which we term simply the “cash balance.” This assumption reflects in a stylized fashion that not all utility assets are liquid enough to exchange or mortgage for short-term spot power dispatch.

A utility’s ex post cash balance is affected by its liquid wealth endowment, wi; by payoffs from the derivatives market; and by current operating cash flows. The financial portfolio consists of securities whose value is dependent on the spot price of power and on the demand for power. Later we will discuss derivatives markets in more detail. However, here we need only state that the ex ante derivatives position a utility selects yields a net payoff of Dxi. This payoff represents the difference between the cash inflow on the position and the funds expended by the utility to buy the position. This ex post payoff plus the utility’s endowment of liquid wealth, wi, and cash flows from op- erations determine its ex post cash balance. Operating cash flows come from the sale of baseload power on the regulated and spot markets and from the purchase of power on spot markets. Given our assumptions, a utility’s allo- cation of its own baseload power is determined by regulatory constraints. All baseload power up to the level of consumer demand must be allocated to consumers. These sales generate a payoff to the utility of .min (d, s)(r � c) Excess power is sold on the spot market.

The utility’s ex post decision is how much spot power to buy or sell. Let mi represent utility i’s spot market demand, let represent power pur-im 1 0 chases, and let represent power sales. Power sales generate a unit profitim ! 0 of ; power purchased is sold to consumers at a price of ri and generatesip � c

3. To avoid any issues relating to measurability and integrability, we assume that the demand and price processes are bounded and measurable.

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Power Crises and Risk Management 2665

a unit profit of . Thus, the ex post cash balance of utility i, given endowedir � p wealth of wi and derivatives position Dxi, is given as follows:

i i i i i il(m , Dx , p, d ) p w � Dx � min (d, s )(r � c)

i i i i� min (m , 0)(p � c ) � max (m , 0)(p � r ). (1)

As well as the cash flows from current operations, represented by l, utilities have a going-concern value of . The going-concern value represents theiv̄ value to the owners of the utility of continuing operations in periods following the realization of current period cash flows. This going-concern value can only be realized if the utility does not abandon operations after observing the realized cash flow. We assume, simply for tractability, and in order to reach the issues that most concern us as quickly as possible, that this going-concern value is exogenous and independent of power purchase or derivatives deci- sions. Such benefits could include nonpecuniary control benefits to owners or the value of other illiquid projects controlled by the utility. This framework allows us to capture certain obvious facts about utilities, such as that they will accept some short-term losses and penalties to retain franchise value, in the simplest fashion possible. Using dynamic programming, a stationary in- finite date model of utility demand can be developed to generate an endog- enous going-concern value even assuming no other assets or nonpecuniary assets. Such a model is more complex yet would produce exactly the same predictions regarding utility demand. Thus, we will follow a more reduced- form approach in this analysis.

How will the utility make the spot power purchase decision m? If we assume that utilities simply maximize the expected value of cash flows and going- concern value, and we assume that there is no penalty incurred for power shortfalls (brownouts), we must conclude that utilities will have no incentive to buy spot power to prevent brownouts when spot prices exceed the regulated price faced by consumers. Such purchases simply represent a money-losing exchange. Thus, given the observed attempts of utilities to avoid power de- faults by money-losing power purchases, it is logical to suppose that there exists some kind of penalty associated with power defaults and that this penalty is not always large enough to destroy all going-concern value. In fact, the penalty frequently will not be large enough to trigger a significant probability of financial bankruptcy, as can be attested by the many financially healthy utilities that have brownouts during demand spikes.4 This penalty or cost of default may be explicit or implicit, and we will not argue forcefully for any particular functional form for the default penalty. However, the penalty could take the form of worse treatment by regulators in other regulatory decisions or in the loss of consumer or regulator goodwill, which might lead to the future imposition of regulation. To capture the effect of such penalties, we will simply assume that based on the size of the power shortfall, the utility

4. The AA-rated Wisconsin Power Company (ticker symbol: WIS_p) bought spot power throughout the Midwest crisis.

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2666 Journal of Business

faces some cost. This cost is not paid out of current cash flows but rather represents, in a reduced form, the loss of future revenue opportunities. This is consistent with the notion that utilities have other assets beyond current cash flows, notably the “charter value” of their market power in future reg- ulated transactions with consumers. For tractability we go one step further and assume that the incremental penalty for default is linear in size of the default; hence, the total penalty is quadratic. Thus, the payoff to a utility in a fixed state, for fixed spot prices and derivatives prices, is given as follows:

i i i i i 2P(m , d ) p b max (d � s � m , 0) . (2)

Combining these observations, we see that the total ex post payoff to a utility is given by

i i i i i i i i i¯u(m , Dx , p, d ) p l(m , Dx , p, d ) � v � P(m , d ). (3)

In addition to regulated utilities, our economy is also populated by merchant power producers. To simplify our discussions, we will treat the merchant sector as a single entity, which we will call the “merchant.” The merchant demands power when prices are sufficiently low and supplies power when prices are sufficiently high. When the utilities are facing excess demand and the spot price for power is high, the merchant finds it more profitable to divert its production to the spot market for sale. We assume the following simple price taking and linear marginal cost structure for the merchant:

d (p) p K(g � p), g, K 1 0. (4)m

The function can be interpreted as the demand function as well as the supply function of the merchant. If the spot price is less than g, the merchant buys power from the spot market. We assume that

ig ≥ max (r ). (5) i

This condition implies that the marginal cost of merchant power is sufficiently high to ensure that the utilities in the aggregate cannot profitably buy merchant power to sell to their regulated customers. The assumption is not strictly necessary for any of our results; however, it permits us to ignore intermediate power demand regions where merchant prices are low enough to permit prof- itable servicing of excess consumer demand by regulated utilities. From the perspective of our model, nothing interesting happens in this region. We also assume that

n1 i ig � s 1 max c . (6)�

K i i

This assumption ensures that the utility never loses money selling surplus power in spot markets regardless of the pattern of regulated consumer demand. In reality, because of the lack of free disposal, losses and even negative power

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Power Crises and Risk Management 2667

prices are sometimes feasible. However, because many of our subsequent results are based on comparing price volatility under different regimes based on the coefficient of variation of prices, we need this restriction to make comparisons meaningful.

III. Power Demand without Derivatives

We initiate our analysis of this framework by studying the demand for spot power in the absence of a derivatives market and in the absence of a viable bankruptcy option. In the absence of a derivatives market, the derivatives component of a utility’s ex post cash flow, Dx, equals zero. The absence of the bankruptcy option could be assured by assuming a very high going-concern value. Instead, we eliminate the bankruptcy option by the equivalent means of allowing the total payoff to the utility to be negative. Later we explore the effect of introducing the bankruptcy option. As discussed earlier, its cash balance constrains a utility’s derivatives purchase. Thus, the ex post opti- mization problem of the utility is given by5

max E [u(m, Dx p 0, p, d)], (7) m

m ≥ min (d � s, 0) and m ! max (d � s, 0) with probability 1, (8)

such that l(m, 0, p, d) ≥ 0. (9)

Note the constraint that reflects the fact that the utilitym ≥ min (d � s, 0) can only sell baseload power on the spot market (i.e., set ) in excess ofm ! 0 regulated consumer demand. The constraint reflects them ≥ min (d � s, 0) fact that the utility cannot buy more power than it can sell to its consumer base. For the purpose of comparison with future results, we record the fol- lowing result regarding the utility’s optimal spot market purchase policy, which is derived by solving a simple concave optimization problem presented in equations (7–9).

Proposition 1. The optimal policy for an individual utility, absent the availability of a derivatives market, is determined as follows. The demand for power is given by

m̄ (P, D), (10)N

where is defined by6m̄

min [m (p, d), m (p)] if p � r 1 0 and d � s 1 0u cm̄ (p, d) p (11)N {d � s otherwise,

5. Since the subsequent analysis deals with a single representative utility, we suppress the indexing superscript.

6. The function x [x] � is the plus function that returns the maximum of zero or x.r

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2668 Journal of Business

p � r m (p, d) p (d � s) � , (12)u [ ]b

and �

w � s(r � c)0 m (p) p . (13)c [ ]p � r

In equations (11–13), is the function determining the optimal ex postm̄ power purchase. This purchase equals the minimum of mu and mc. Expression mu presents the optimal power purchase, when the utility needs to purchase extra power at prices above the regulated price, in the absence of a financing constraint; mc represents the largest purchase consistent with the financing constraint, when the utility purchases power at prices above marginal cost. Note that financing is never a constraint when either the utility is selling power, , or when the spot price is less than the regulated price,d � s ! 0

. When the penalty for shortfalls is sufficiently small, and thusp � r ! 0 , the utility does not buy spot power because it is unwilling to do so.m p 0u

As the penalty, b, and the financial resources of the utility increase, spot power purchases increase. At a sufficiently large penalty , the optimal pur-m 1 mu c

chase exceeds the utility’s ex post cash balance. Here relaxing the liquidity constraint increases the welfare of a utility.

Next, consider the effect of a bankruptcy option. The introduction of bank- ruptcy option transforms the payoff function of the utility from u to

. This change has a transparent effect on the optimal ex post allo-max (u, 0) cation. If optimal policy in the absence of a bankruptcy option produces a higher payoff than zero, then clearly this policy produces a higher payoff than bankruptcy. By contrast, if the optimal nonbankruptcy policy produces a pay- off less than zero absent bankruptcy, then the optimal policy for the utility will be to choose bankruptcy, so that all ex ante spot purchase policies produce the same payoff to the utility. We can assume, in this case, that the utility will follow the optimal nonbankruptcy policy. This result is recorded below.

Lemma 1. In the absence of a derivatives market, the optimal spot market purchase policy in the absence of derivatives remains weakly optimal when the bankruptcy option is introduced.

A utility, in the absence of a derivatives market, is willing to undertake the same spot market purchase program because the utility’s liquid wealth in default states is trapped in the utility. This wealth can either be retained in the utility for the regulators to use for some future recapitalization of the utility or be used to meet consumer demand. In Section IV, we shall show that utilities can use the derivatives market to “free” this trapped wealth by buying contracts with negative payoffs in default states and ones with positive payoffs in nondefault states. Thus, our assumption that, absent derivatives markets, utilities will make the same spot market purchases in default max- imizes the differential effect of the bankruptcy option on utility behavior. Hence, the assumption maximizes the effect of financial bankruptcy in our

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Power Crises and Risk Management 2669

analysis. If we assumed instead that the utilities refrained from spot market purchases in the event of default, then the bankruptcy case would be identical to the nonbankruptcy analysis in the previous section.

IV. The Effect of Derivatives Markets

A. Without a Viable Bankruptcy Option

The introduction of derivatives contracts adds an ex ante decision, the deriv- atives portfolio, to the utilities’ menu of policy choices. To investigate the role of derivatives in spot market equilibrium, we suppose that, ex ante, at date zero, before the state of nature is observed, utilities can choose to invest some of their liquid endowments in electricity derivatives (henceforth simply called “derivatives”). The payoff on these derivatives depends on the state of nature. For simplicity, we follow the standard, complete markets approach to modeling the choice of derivatives positions (see, e.g., Duffie 1988). Instead of conceptualizing derivatives positions in terms of holdings of specific con- tracts, we consider the space of all patterns of cash flows that can be produced by derivatives contracts and call this space X. A linear pricing function, pD, maps each cash flow X into its price, pD(X). Derivatives are purchased at time zero, the cost of the derivatives position lowers the wealth of the utility by pD(X), and the benefit from the position is the state contingent payoff X received at time one. We allow the utility to take negative payoff positions in the market (e.g., to take short positions). However, to ensure that the utility does not promise cash that it does not have, we impose a nonnegative liquid wealth constraint: ex post, the utility’s liquid wealth in every state must be nonnegative. The net cash flow on the derivatives position is the difference between the cost of the position, pD(X), and the payoff on the position, X.7

We assume a competitive financial market, and, thus, given our assumptions of zero interest rates and risk neutrality, the price of a position is its expected value. This forming of a derivatives portfolio augments the utility’s cash balance by . As well as making a cash derivatives decision,DX p X � p (X)D

the utility makes a spot power decision. This decision is represented by a random variable M, which captures the utility’s power purchase decision in every state of nature. Thus, we can model a utility’s choice problem, given a derivatives market, as follows:

max E [u(M, DX, P, D)], (14) DX, M

M 1 min (D � s, 0) and M ! max (D � s, 0) with probability 1, (15)

such that l(M, DX, P, D) ≥ 0 with probability 1, (16)

E(DX) p 0. (17)

7. Portfolios are restricted to square integrable random variables to ensure integrability.

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2670 Journal of Business

The first two constraints on the utility’s decision, represented by expressions (15–16), are ex ante versions of the ex post constraints in the no-derivatives problem. The third constraint, equation (16), ensures that the utility has suf- ficient wealth to meet its contractual derivatives obligations. The fourth con- straint, equation (17), ensures that the price of the derivatives portfolio, pd

(X), equals its expected value.8 To see the difference, consider the case where the high-demand state is extremely unlikely and the demand in this state is extremely high, but fixed. With the derivatives market, as the likelihood of the high-demand state occurring converges to zero, because costs of the ex ante derivatives position converge to zero, the utility can always cover the shortfalls in the high-demand state. However, with ex post borrowing, there is no reason to believe that the ex post value of wealth will provide sufficient debt capacity to cover the shortfall. Thus, in our framework, allowing ex post borrowing is equivalent to relaxing the liquid wealth constraint in the no- derivatives case and is not equivalent to the presence of a derivatives market. The solution to this problem specified by these constraints is provided by the next proposition.

Proposition 2. Optimal policies for an individual utility, given the avail- ability of a derivatives market, are determined as follows. First, define the function mh:

 (p � r)(1 � k) max 0, (d � s) � if d � s 1 0 and p � r 1 0 

b m (k, p, d) {h {D � s otherwise.

(18)

Define byk̄H

k̄ p min {k ≥ 0 : E [m (k, P, D)(P � r)] ≤ w � s(r � c)}. (19)H h

Then, a utility’s spot market power purchase is given by

¯ ¯m p m (k , P, D). (20)H h H

Moreover, the optimal net derivatives position in the stress state, where , is at least equal toD � s 1 0 and P � r 1 0

 ¯(P � r)(1 � k )H¯DX { (P � r) max 0, (D � s) � �w � s(r � c). (21)  b 

If , the derivatives position is exactly given by .¯k̄ 1 0 DXH

Proof. See appendix A. Equations (18–20) provide a complete, although implicit, characterization

8. We see from eqq. (14–17) that the ex ante availability of the derivatives market provides the utilities with a very different menu of options for covering shortfalls than ex post borrowing. The derivatives market allows the utility to transfer wealth across the states of nature ex ante. Ex post borrowing increases the utility’s ability to monitize ex post value.

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Power Crises and Risk Management 2671

of the optimal derivatives policy for a single utility. Some interesting features of the optimal derivatives policy are apparent from these equations. First, note that the marginal return from the increase in spot power positions in shortfall states in which the utility is buying spot power is given by . When thek̄H

utility has sufficient funds to reduce to zero, we will say that the utility isk̄H

“not liquidity constrained on average.” In this case, the utility will fund the first-best policy for power purchases (the policy obtained by ignoring con- straint [16]). In other words, although, absent derivatives markets, in some states of the world, the utility may not have sufficient funds to make the optimal spot market power purchase, on average, the utility does have liquid wealth of sufficient market value that it can sell enough wealth from non- shortfall states using the derivatives market to fund the first-best purchase program. When the utility is not liquidity constrained on average, the optimal derivatives position is not unique, as ex post wealth balances in shortfall states in excess of funds required to purchase power are not suboptimal. When

, the utility is liquidity constrained, and thus excess cash balances ink̄ 1 0H

shortfall states are suboptimal. Thus, a utility’s hedging position is uniquely determined by .¯DX

The utility uses its hedging position to fix the marginal rate of return from additional power purchases. This policy generates a rather complex optimal derivatives strategy. The optimal hedge is a function of both price risk, cap- tured by , and quantity risk, captured by . In practice, the priceP � r D � s risk is typically hedged through price-contingent derivatives (e.g., caps and floors), while quantity risk is hedged through weather derivatives. The optimal hedge position derived in equation (21) depends on both price and quantity risk; the dependence is nonlinear and nonadditive. The optimal contract re- sembles a knockout option; that is, it is knocked out except in states where the utility has a shortfall that must be covered at prices above the regulated price. The option is a call on the power shortfall , with a strike priceD � s equal to . This call payoff is multiplied by a pure price¯[(P � r)(1 � k )]/bH

risk component, . Thus, the contract resembles a quanto option writtenP � r on excess demand and denominated in the power purchase loss, . In thisP � r sense, the optimal hedge strategy resembles the “fusion risk hedging strategy” discussed in the practitioner literature (see Gersten 1999).

The optimal derivatives position ensures that the larger the power shortfall, the larger the hedge. The relationship between the power prices and the size of the hedge position is more subtle. On the one hand, the larger the power purchase loss, the higher the spot price of power and thus the more funds required to reduce the shortfall. This first effect leads a utility to provide for more derivatives cash flows when spot prices are very high. On the other hand, there is a second effect: the higher the power purchase loss, the more expensive it is for the utility to cover a fixed power shortfall. This effect leads the utility to reduce the fraction of the shortfall hedged. This second effect leads to a reduction in hedging demand as the power purchase loss increases. The first effect dominates when the power purchase loss is small, and the

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2672 Journal of Business

Fig. 1.—The optimal cash flow from the utility’s hedge position. The horizontal axis represents the power purchase loss, , and the vertical axis represents theP � r power purchase shortfall, . The shading of points in the graph represents the sizeD � s of the cash inflow on the derivatives position. The darker the shading, the larger the cash inflow. No shading represents points in which the derivatives position has a zero payoff.

second effect dominates when the loss becomes very large. Thus, utilities may not hedge very large losses if these shortfalls are associated with very high spot prices, while also hedging smaller shortfalls that are cheaper to hedge because on an average they are accompanied by lower prices. The essence of this description is captured in figure 1. This figure illustrates the cash inflows on the optimal hedge as a function of the excess of the spot price above the regulated price and the excess of consumer demand over baseload supply. The shading in the figure represents the cash inflow on the derivatives position. The darker the shading, the larger the inflow. As can be seen from figure 1, for states of nature featuring higher spot prices, a utility restricts its hedging to the larger levels of excess demand.

B. The Effect of the Bankruptcy Option

As discussed earlier, the default option produces the following modified ex post payoff function for the utility:

Bu (m, Dx, p, d) p max [u(m, Dx, p, d), 0].

The utility’s optimization problem is thus to maximize E[uB] over M and DX subject to the wealth and zero net payoff conditions given by equations

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Power Crises and Risk Management 2673

(16–17).9 This problem is more difficult to compute because of the convexity introduced by the bankruptcy constraint. However, by using the necessary variational conditions for an optimum, we can express the optimum in a fashion similar to the solution developed in the previous section.

Proposition 3. The optimal policies for an individual utility given the availability of a derivatives market are determined as follows. First, define the function mb:

0 if d � s 1 0 and p � r 1 0 and ¯m (k, p, d) { P[m (k, p, d), p, d] ! v (22)b h{m̄ (k, p, d) otherwise.h

Define byk̄B

k̄ p min {k ≥ 0 : E [m (k, P, D)(P � r)] ≤ w � s(r � c)}. (23)B b

Then, a utility’s spot market power purchase is given by

¯ ¯m p m (k , P, D). (24)B b B

Moreover, the optimal net derivatives position in nonbankruptcy stress states is at least equal to

 ¯(P � r)(1 � k )B¯DX { (P � r) max 0, (D � s) � �w � s(r � c). (25)  b 

Proof. See appendix A. The introduction of a bankruptcy option leads the utility owners to default

on their ownership rights in a state of nature where the anticipated penalty is very large. This has two effects on the hedging position. First, because it is never optimal for the utility to leave “wealth on the table,” in states of nature that are associated with default, the utility will actually sell cash flows. This effect lowers spot market power purchases. The excess funds generated by this “counterhedging” strategy, however, will relax liquidity constraints in other states of the world that feature lower default penalties, thus increasing spot market hedging in these states when the utility is capital constrained on average.

V. Interaction between Spot and Derivatives Markets

A. Power Market Equilibrium

In our analysis, buying capacity is the chain that binds the spot market for power to the financial market for securities. A utility’s financial portfolio affects its financial condition. Changes in financial condition affect buying

9. Consistent with USC.11.3.III.362, art. 17.a, we assume that positive and negative cash flows on the derivatives positions are netted and that the net position has super priority over other creditors (in our case, power consumers); i.e., derivatives claims are not subject to automatic stay.

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2674 Journal of Business

capacity, and capacity, in turn, affects spot power demand. For each ex post realized level of demand, each utility will make an optimal power purchase decision given prices and its wealth. Absent a securities market, the wealth of the net inflow on derivatives positions, Dx, is zero in every state of nature. Thus, the demand of utility i given a realized price of p and demand of d is

, where is the demand function of utility i obtained byi i¯ ¯m (Dx p 0, p, d) m inserting the utility-specific exogenous parameters into equation (11). Market clearing requires the random market price P associated with each state of nature to clear the spot power market. More formally, an equilibrium is a square-integrable (see, e.g., Oja 1981) random variable representing spotP̄ market power prices, such that the spot market for power clears almost surely, that is,

n

i¯ ¯ ¯¯T(P, D) p m (P, D) � d (P) p 0,� j m ip1

with probability 1, j p N, H, or B. (26)

Although the equilibrium condition is represented by a single equation (26), nevertheless, through the functions, the condition incorporates the endog-im̄j

enous power purchase decisions of the utilities. In the previous section we developed the comparative statics of spot and

derivatives markets, taking the equilibrium price in the spot market as a given. However, hedging affects the utility’s capacity for buying spot power and thus affects power demand, which, in turn, affects the price of spot power. In this article we are concerned about this interaction between derivatives and spot markets, especially when spot demand is subject to systemic shocks, such as region-wide air temperature fluctuations. Consideration of these issues re- quires aggregating the demand and supply for power based on the demand relationships implied by our analysis of the derivatives market equilibrium. For tractability, we need to impose further restrictions on our analysis to facilitate this aggregation. In this section, we assume that the shocks received by all utilities are perfectly correlated and that all utilities are identical.10 The assumption of purely systemic, perfectly correlated shocks is the limiting case of the phenomenon we wish to study: systemic shocks. We are confident that our conclusions hold for all shocks that are sufficiently close to being purely systemic. The assumption of homogeneity is a desideratum for simplifying the problem to produce analytical solutions.

Homogeneity of the utilities implies that the values of all utility-specific parameters are identical across utilities. We represent these common param- eters as follows: marginal cost, c; wealth, w; consumer rate, r; consumer

10. Thus, our analysis abstracts from the gains from trade between utilities that arise when shocks are less than perfectly correlated. See Bessembinder and Lemmon (2004) for a discussion about gains from trade between utilities under uncertainty.

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Power Crises and Risk Management 2675

demand, D; and native supply, s; the parameters represent the common value of these parameters for all the utilities. In equilibrium, all utilities are faced with the same equilibrium spot power price distribution. Because the utilities are faced by a concave programming problem, and all utilities are symmetric, we can find a symmetric solution to our problem.11

We now characterize the solution to this problem with and without access to a derivatives market. First note that, as long as baseload supply is less than demand, all utilities will sell excess power to the spot market. Thus, regardless of derivatives markets, as long as realized demand d is less than baseload supply, market clearing implies that

n(d � s) � K(g � p) p 0, d ≤ s. (27)

Thus,

n(s � d) p p g � , d ≤ s. (28)

K

When demand exceeds supply, utilities must decide whether to buy spot power. As long as the shortfall is small enough, the marginal gain from buying spot power is less than the marginal cost, so they will not buy spot power. Solving for the lowest demand level at which a utility will buy spot power yields

(g � r)(1 � k) d(k) p s � . (29)

b

When the utilities have access to derivatives markets, then for all utilities, , as defined by equation (23). When the utilities have no access to¯k p kH

derivatives markets, . Once demand exceeds , the utilities buy spotk p 0 d(k) market power. Solving for the equilibrium over this region yields

p p A(k) � B(k)d, (30)

nr � nsb � Kbg � nrk A(k) p , (31)

n � Kb � nk

nb B(k) p . (32)

( )Kb � n 1 � k

When the utility has access to derivatives markets, as defined by¯k p kH

equation (23). When the utility has no access to derivatives markets, .k p 0 Absent access to the derivatives market, the financial constraint on the de- rivatives is given by that price that exhausts the liquid wealth of the derivatives. Solving the market-clearing equation (26) for the price that exhausts liquid

11. Thus, we will suppress the superscript representing the identity of the utility in future analysis.

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2676 Journal of Business

wealth yields the upper bound price, , which holds in the absence of ap̄N

derivatives market:

2� �( ) ( ) ( )4n[s r � c �w] � K g � r � K r � g p̄ p . (33)N �2 K

Putting these observations together we derive the relationship between demand and spot prices with a derivatives market, which we represent by gH(7), and without a derivatives market, which we represent by gN(7). More specifically, define as follows:gk

�n(s � d) g � if d ! s

Kg (d) { g if d � [s, d(k)] (34)k { A(k) � B(k)d if d 1 d(k)

In other words, with a derivatives market, the equilibrium price of spot power is given by

P̄ { g (D) p g (D). (35)¯H H kH

Without a derivatives market, demand is given by

¯ ¯P { g (D) p min [g (D), p ]. (36)N N 0 N

Comparing the equilibrium spot power prices with and without the deriv- atives market, which we will henceforth call simply “hedged and unhedged prices,” two characterizations are immediate. First, note that, absent a deriv- atives market, a utility initiates power purchases to cover shortfalls at a (weakly) lower level demand. This effect is captured in our equations by the fact that , given by the equation (29), is nondecreasing, and is non-¯d(k) kH

negative. The lower threshold for buying spot power occurs because, in the absence of a derivatives market, cross-state transfers through financial markets are not available. The ability to transfer funds across states means that power purchases in one state have a shadow cost of reduced power purchases in other states; thus, in the presence of a derivatives market, funds available in small shortfall states will be sold to fund power purchases in large shortfall states. This first effect implies that the spot price of power is constant at the no-demand price g for a (weakly) larger range of realized demand levels. Second, for the largest demand shocks, power market purchases by the utility are larger with a derivatives market. This reflects the ability of the utility to use derivatives markets to transfer wealth into these states, where the marginal gains from minimizing shortfalls are the largest. This generates higher demand and thus higher prices at extreme demand states. Thus, for surplus supply states, demand is the same with and without a derivatives market. When excess demand is small, prices tend to be smaller with access to a derivatives market.

Nothing we have established thus far determines whether average prices

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Power Crises and Risk Management 2677

are higher or lower with a derivatives market. If the utility is not liquidity constrained on average, then the availability of a derivatives market will raise expected spot prices. In this case, introducing a derivatives market will lead the utility to transfer wealth to states where it is ex post liquidity constrained; in the absence of a derivatives market, without lowering its power demand in other states, higher demand for spot power translates linearly into higher spot prices. When the utility is liquidity constrained on average, such that

, the utility will use the opportunity to trade on derivatives markets tok̄ 1 0H

lower spot market purchases for some demand states in order to fund purchases in states where the marginal gain from relaxing the liquidity constraint is larger. However, even in this case, it is easy to show that spending on power purchases is always higher in the presence of a derivatives market. However, perhaps surprisingly, higher average spending is not sufficient to engender higher expected spot prices. Increased spending bids up the price of power and lowers the number of units that can be purchased for a given dollar expenditure. This feedback effect generates a concave relationship between utility spending and power prices. When demand is highly right skewed, spending on power purchases will be much more volatile in the presence of a derivatives market. Given the concavity of the spending-to-price relationship, this excess volatility may more than compensate for the excess expected level of spending and may lead to lower expected spot prices in the presence of derivatives markets.

Lemma 2. (a) If utilities are not liquidity constrained on average, expected spot prices are higher when the derivatives market is open. (b) Regardless of whether the utilities are liquidity constrained on average, expected utility spending on power purchases is always higher when the derivatives market is open. (c) In general, however, the expected spot price of power need not be higher.

Proof. For a given specification of the exogenous parameters, it must be the case that, in equilibrium, the utility is either not liquidity constrained on average, , or liquidity constrained on average, . If the utility is¯ ¯k p 0 k 1 0H H

not liquidity constrained on average, as shown by equations (35–36), the price with derivatives is higher (weakly) in every state of nature. Thus, the expected price is higher. This proves a. Because , equations (11)m (p, d) p m (0, p, d)u h

and (18) show that the number of units of power purchased is higher. Thus, because both price and quantity purchased are higher, the total expenditure is higher. Next, consider the case when the utility is liquidity constrained on average. In this case, the utility drives its cash balance in all states of the world to zero to fund derivatives purchases. Thus, expected spending must equal the total initial wealth endowment, . In the absence of aw � s(r � c) derivatives market, spending equals the total wealth endowment only in those states where the liquidity constraint is binding and is less in other states. Thus, the total expected spending must be less in the absence of a derivatives market. This proves b. Numerical example 1 in appendix B proves c.

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2678 Journal of Business

B. Derivatives Market and Spot Market Volatility

Although obtaining a characterization of the effect of derivatives markets on expected spot price is difficult, much more can be said about the effect of price variation. In this subsection, we will compare the distribution of prices in the presence of a derivatives market, which we call the hedged price distribution and represent by FH (7), with the price distribution in the absence of a derivatives market, which we call the unhedged price distribution and represent by FN (7). Let F represent the distribution function for consumer power demand, and note that the price distributions (hedged and unhedged) are related to the power demand distribution by the following relationship:

�1 �1F (p) p F[g (p)]; F (p) p F[g (p)], (37)H H N N

where, for any monotone function, is the right continuous inverse of�1g, g g, that is, .�1 ′ ′g (p) p Sup{p : g(p ) ! p}

Thus, the statistical properties of the spot price distributions are determined by the properties of maps gN, gH from consumer demand to spot power prices, engendered by the different market regimes. Three key facts about the maps gN, gH determine the distribution of prices with and without a derivatives market for hedging, FH (p) and FN (p). First, as long as consumer demand is less than baseboard supply demand, the maps gN, gH are identical. Second, the range of values over which gN is constant and equal to g is weakly larger when the derivatives market is open. This implies a larger jump at the price g for the inverse function than for the inverse function . Third, the�1 �1g gH N

slope of the gN is weakly steeper over the range of demand where power purchases are positive but wealth is not exhausted from power purchases. This implies a weakly flatter slope for the inverse function . Finally, once�1gN

the wealth constraint binds pN, gN stops increasing (implying a jump in its inverse function) while gH continues to increase. These observations are il- lustrated by figure 2.

Proposition 4. If the expected hedged spot price is higher than the expected spot price without hedging, then the hedged price distribution has a higher coefficient of variation than the unhedged price distribution.

Proof. See appendix A. Note that the price variance within the high end of the price distribution

is always higher when the derivatives market is open, reflecting the fact that the derivatives market ruptures the state-by-state liquidity constraint on power purchases and thus allows for more high-demand-state price variation. How- ever, when the expected hedged price is lower than the expected unhedged price, the difference between the expected shortfall price and expected no- shortfall price may fall when the derivatives market opens. This effect can dominate the increased variance produced by hedging at the high end of the distribution. Thus, the condition on the expected spot prices specified in prop- osition 4 is required (see, e.g., Shaked and Shanthikumar 1994). Again, for illustration, see example 1 in appendix B.

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Power Crises and Risk Management 2679

Fig. 2.—The relation between consumer demand shocks and spot market prices when utilities hedge using financial contracts (hedged) and when they do not hedge (unhedged). The horizontal axis represents consumer demand d; the vertical axis rep- resents spot prices p. At demand level dH, the hedged firm is no longer able to buy enough power to meet total consumer demand. Over the range of demand from dH to dH�, the hedged firm allows the shortfall to increase. At dH�, the cash flows from the hedge start to fund purchases of spot power. The unhedged firm defaults on power at demand level dH, where .Hd 1 dN

VI. The Welfare Implications of Financial Derivatives Markets

In this section we study the welfare effects of opening up a financial derivatives market serving the power sector. The basic trade-off determining the welfare effect of the derivatives market is fairly simple. Introducing a derivatives market relaxes financial constraints on meeting consumer demands. However, because consumer demands are conditioned on regulated prices that do not reflect the marginal costs of production, relaxing financial constraints may not be welfare maximizing. Thus, two cases are possible. When the marginal utility to consumers of an extra unit of power is very high, enough to support the marginal cost of power, the introduction of derivatives markets has a positive effect. When consumers’ marginal valuations are low relative to mar- ginal production costs, the welfare effect of derivative markets is negative. Finding a simple and appealing closed-form expression for the sign of the welfare effects is not possible. Instead, we will develop a numerical illustration of both positive and negative welfare effects from the introduction of a de- rivatives market.

In order to derive welfare effects we need to first endogenize consumer electricity demand. We assume atomistic consumers distributed on the unit interval [0, 1]. Thus, consumers take prices as given. We posit a very simple

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2680 Journal of Business

model of consumer power demand. Electricity is assumed to affect the dif- ference between ambient and in-home temperature. Consumers are assumed to have an ideal in-home temperature of zero. Deviations from this ideal temperature cause discomfort to consumers. More specifically, we posit that all of these consumers have the following consumer welfare function,

1 2˜( )U (d ) p w � rd � C � t � d , where i � [0, 1]. (38)i i c i2�

In expression (38), t is a measure of outside temperature. Because a unit of electricity lowers in-home temperature by one unit, in-home temperature is given by ( ). A consumer’s ideal temperature is zero, with deviationst � d from zero causing discomfort in proportion to the square of their magnitude; � is a parameter that determines the intensity of a consumer’s discomfort. Note also that this utility function is quasi-linear in a consumer’s wealth, wc, and discomfort from nonideal temperatures. Because consumers cannot short sell power, we assume that . We also assume the outside temperature,d ≥ 0 , is governed by the following simple two-point distribution:t̃

t with probability 1 � JHt̃ p . (39){0 with probability J

When , without any power purchase, in-home temperature equals idealt̃ p 0 temperature, and thus power demand equals zero. We assume that, at the high temperature, (a) the regulated price is too low, absent the penalty, to ensure that power will be provided to the consumer sector, and (b) it is nevertheless welfare optimal to allocate some power to consumers. To ensure that these conditions are satisfied, we impose the following conditions on the high-state temperature:

t � KgH r ! , (40)

� � K

and

t 1 �g. (41)H

Expression (40) ensures, as we will show in our subsequent analysis of the optimal penalty function, that the regulated price is less than the price that would prevail in an unregulated market, and expression (41) ensures that at the unregulated price, consumers have a positive demand for power. Together these assumptions imply that in the high temperature state at the regulated price, demand is positive. When , demand of each of the identicalt̃ p tH

consumers is determined by solving a quadratic optimization problem; ag- gregating over the set of consumers yields an aggregate consumer demand in the high temperature state of

( )d t, r, � p max (t � �r, 0). (42)H

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Power Crises and Risk Management 2681

For a given consumer demand distribution, the utility determines its power- purchase strategy. This strategy, defined by equations (18–21) in the case where derivatives markets are open, and by equations (11–13) in the case of no derivatives markets, yields a power purchase by utilities that determines the actual amount of power consumers are able to consume. For simplicity we assume (in this section) that baseload utility supply equals zero and that the bankruptcy option for the utility is not viable. Moreover, we restrict at- tention in our examples to cases where (a) in the absence of a derivatives market, utilities are financially constrained when providing power in the high temperature state, and (b) in the presence of a derivatives market, utilities are not constrained. In order for a to hold we must have that

¯[P (d ) � r] wn H 0 d � ≥ . (43)H{ } ¯b P (d ) � rn H

In order for b to hold we require that

¯[P (d ) � r] wh H 0 d � ≤ . (44)H{ } ¯( )b 1 � J [P (d ) � r]h H

Assumptions (43–44), which will be verified in the numerical example, isolate that region of the parameter space where the effect of derivatives markets on the utility’s behavior is greatest. As we see from Sections III and IV.B, if equations (11) and (18) are satisfied, utility electricity purchases with and without derivatives are given as follows:

¯[P (d ) � r]h H m̄ (d ) p d � ,h H H

b

w0 m̄ (d ) p . (45)n H P̄ (d ) � rn H

Merchant demand for power is given by equation (4). Because merchant’s plus utility’s demand for power sum to zero, we can use equations (4) and (45) to determine the clearing price for spot power.

With regard to welfare we note that, when , consumers are at their idealt̃ p 0 temperature without buying any power, and, thus, consumer demand equals zero. Hence, each consumer’s welfare level is . When , the utility˜(w � C) t p tc H

power purchase equation determines the payoff to the utility and the welfare of consumers. The total of payoffs to the utility and the consumer is thus given as follows:

2¯[t � m (d )]H i H¯( ) ( )w � C � w J� 1 � J C � m (d )r � w �0 c i H c{ }2�

¯¯( )� 1 � J (w � {m [P (d ) � r]}), (46)0 i i H

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2682 Journal of Business

where . Note that, in expression (46), we assume that the penalty paidi p n, h by the utility is efficient in that the cost of the penalty borne by the utility is paid to the consumers. This assumption is only required in the welfare analysis in this section.

Assuming a perfect regulatory system that extracts all monopoly rents from the utility and holding it to its reservation payoff, the total payoff reflects consumer welfare. For this reason, the total payoff expression will be the focus of our subsequent analysis of the welfare effects of regulation.

Market clearing implies that the spot price of electricity in the high tem- perature state with and without a derivatives market is given as follows:

( )tb � Kbg � r 1 � bv P̄ (d ) p (47)h H 1 � Kb

and

2 2� �Kr � Kg � K Kr � 4w � 2Krg � Kg0

P̄ (d ) p . (48)n H 2K

Using expressions (46–47), we note that the expected welfare of consumers when derivatives are not available is given by

2 w0t �[ ]P̄ (d )�rn Hrw0¯ ( )W p C � w � w J � 1 � J � . (49)n c 0 [ ]¯{ }P (d ) � r 2�n H

Using expressions (46) and (48), we see that the expected welfare of the consumers, when derivatives are available, is

P̄ (d ) � rh H¯ ( )W p C � w � r 1 � J t � � r� . (50)h c [ ]b

A. Derivatives Decrease Welfare

In this subsection, we do a numerical and graphical analysis of consumer welfare as we vary the regulated price, r. We choose the initial wealth of the utilities, ; the initial wealth of individual consumer, ; the wealthw p 10 w p 50 c

of individual utility, ; the brownout penalty parameter, ; thew p 10 b p 20

consumers’ utility parameter, ; and the merchant producers’ costs pa-� p 2 rameter, . The high temperature is given by , the number ofg p 15 t p 15H

merchant producers by , and the likelihood of high temperature byK p 2 . We depict this example in figure 3. As shown in figure 3, the dottedJ p 0.9

line that represents consumer welfare, when derivatives are available, lies below the solid line that represents consumer welfare when derivatives are not available.

In this example, derivatives increase the utilities power purchases in the high temperature state. Power purchases increase from with-¯(w )/[P (d ) � r]0 n H

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Power Crises and Risk Management 2683

Fig. 3.—Consumers’ welfare as a function of regulated price, r. We choose the initial wealth of both the utilities, ; the initial wealth of the individual con-w p 200

sumer, ; the brownout penalty parameter, ; the consumers’ utility param-w p 5 b p 2c

eter, ; the merchant producers’ costs parameter, ; high temperature,� p 2 K p 10 ; the likelihood of high temperature, ; and the number of merchantt p 30 Pr (H) p 0.9

producers, 2. The dotted line depicts the welfare of the consumers when financial derivatives are available to the utility. The solid line represents the welfare of the consumers when financial derivatives are not available. Consumers are better off when the utilities are unhedged relative to the situation where the utilities hedge using financial derivatives.

out a derivatives market to with a derivatives market.¯{d � [P (d ) � r]/b]}H h H

This lowers the penalty to the utility. However, the purchases are at spot prices of , which far exceeds the marginal welfare increase to consumers ofP̄ (d )h H

an extra unit of spot power.

B. Derivatives Increase Welfare

Again, in figure 4, we analyze consumer welfare as a function of regulated price, r, but we vary the value of one of the parameters, tH. We raise the ambient temperature to . In this case, again, the derivatives market increasest p 30H

power purchases by the utility, in this case from to¯w /[P (d ) � r] {d �0 n H H

. However, consumers’ marginal valuation of the power is¯[P (d ) � r]/(b)}h H

much higher because of the higher ambient temperature; thus, their welfare increases. In figure 4, the dotted line lies above the solid line for all chosen values of the regulated price, r.

C. The Design of the Penalty Function

The two examples given above show that, for our exogenously fixed penalty function, derivatives markets can have both positive and negative welfare effects. This conclusion raises two important questions. First, to what extent is our result conditional on the specific functional form of the penalty function, and, second, how close is our penalty design to the welfare-optimal design? We assume a quadratic form for the penalty function because, in order to clear the spot market for power, we need utility power demand to be a continuous function of consumer demand. The most transparent way to ensure continuous

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2684 Journal of Business

Fig. 4.—We again plot consumers’ welfare as a function of regulated price, r, but the figure portrays the case when consumers are better off when the utilities hedge using financial derivatives. The parameters we choose are initial wealth of the utilities,

; the initial wealth of the individual consumer, ; the brownout penaltyw p 20 w p 50 c

parameter, ; the consumers’ utility parameter, ; the merchant producers’b p 2 � p 2 costs parameter, ; high temperature, ; the likelihood of high temperature,K p 10 t p 30

; and the number of merchant producers, 2. The dotted line depicts thePr (H) p 0.9 welfare of the consumers when financial derivatives are available to the utility. The solid line represents the welfare of the consumers when financial derivatives are not available.

demand is to make the utility demand both continuously differentiable and concave in consumer demand. Because the penalty must be zero when there is no shortfall, continuous differentiability requires that the marginal valuation of the penalty in consideration evaluated at the zero shortfall point equals zero. A quadratic specification of the penalty is the most obvious way of satisfying this “smooth pasting condition.” We are confident that other penalty functions that satisfy this condition would produce qualitatively similar welfare effects. The welfare effects under penalty functions not satisfying the smooth pasting condition, for example, a fixed penalty for any level of shortfall, are more difficult to define because such penalties can induce a discontinuity in the spot market demand curves and thus may fail to yield well-defined equi- librium spot market prices. Abstracting from this difficulty, it is possible to note that, with a fixed penalty, the utility may not hedge very high-demand states where some level of brownout is inevitable and may concentrate on eliminating brownouts in more moderate-demand states. This pattern of hedg- ing, under the consumer preferences assumed in this section, is suboptimal because it provides for lower purchases in higher-consumer-demand states, which are exactly the states where the marginal utility from power is highest. In short, we are confident that the sort of two-pronged welfare results we obtain with our fixed functional form generalize to other functional forms of the penalty function, when such functional forms yield equilibrium solutions.

A more interesting question is how close our fixed functional form is to an “optimal” penalty design. This question is more straightforward than the question of how changes in our functional form affect our welfare results.

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Power Crises and Risk Management 2685

First, note that no penalty function design can possibly implement the Pareto- optimal power purchase when the utility’s wealth is insufficient to buy the requisite power on the spot market to meet the Pareto-optimal level of con- sumer power purchases. Thus, the best we can hope for in a penalty design is that the design ensures first-best power purchases when this level of demand falls within the utility’s budget constraint. We now show that there exists a level of the penalty function parameter, b, such that it induces the utility always to make the welfare-maximizing power purchase decision.

Given our very simple specification of consumers’ preferences, the welfare- maximizing level of demand is the same as the level consumers would choose in an unregulated market. In an unregulated market, consumers acting as price takers buy directly from the competitive merchant producers. Determining the unregulated equilibrium is straightforward. In the low temperature state con- sumer and merchant demand for power equals the welfare-maximizing level of demand zero, regardless of the penalty function. Next, we determine the Pareto-optimal level of demand in the high temperature state. Let Pu represent the unregulated price of power in the high temperature state. Using exactly the same arguments we used to derive consumer demand in equation (42), we see that consumer power demand in an unregulated market, du, in the high temperature state satisfies

d p t � �P . (51)u H u

Thus, clearing the merchant and consumer demand requires that the following condition holds:

( )d � d p (t � �P ) � K g � P p 0. (52)u m H u u

Solving equation (50) we can fix the equilibrium unregulated market price of electricity and consumer demand in the high temperature state as follows:

( )K t � g�Ht � gKH ¯P̄ p , where d p . (53)u u g � K K � �

The optimal shortfall for the utility, if the wealth constraint is not binding, given from equation (18), is

P̄ (d ) � rh H . (54)

b

From the equation for regulated consumer demand, we see that .t p d � �rH H

Thus, we can express the first-best level of consumer demand as a function of regulated demand, as follows:

( )K d � r� � g�H

. (55) K � �

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2686 Journal of Business

Thus, the welfare-maximizing shortfall is given by

( ) ( )K d � r� � g� [d � K g � r ]�H H

d � p . (56)H K � � K � �

Implementing the welfare-maximizing shortfall thus requires that the reg- ulated market clear and the resulting equilibriums shortfall equal the welfare- maximizing shortfall. These conditions are simultaneously satisfied if

P � rh¯ ( )d � m (d ) p d � � K g � P p 0 (57)m h H H h( )b

and

( )[d � K g � r ]�HP � rh p . (58)

b K � �

This system of equations is linear and nondegenerate and thus has a unique solution in (b, Ph). By inspection, one can see that the solution to equations (57–58) is and . Thus, we have shown that under the¯ ¯P (d ) p P b p 1/�h H u

condition that the utility is able to fund all the free market power demand, a penalty function that sets implements the welfare-maximizing level ofb p 1/� power purchases. Note that the optimal penalty is independent of the temper- ature. Thus, the optimal penalty could also implement the optimalb p 1/� power purchase, even if there were a positive probability of more than one “high temperature,” as long as all possible high temperatures would satisfy equations (40–41). The keys to implementing the optimal design are (a) the availability of the derivatives market, which allows transfers of utility wealth across states, sufficient wealth for utilities to fund power demand, and (b) fixing the penalty to match the discomfort of consumers. Of course, our very simple welfare optimal design depends on the simple specification of consumer pref- erences given in expression (38). Despite this limitation, our result is important in that it shows that our penalty design is not unreasonable in light of the social objectives of utility regulation.

VII. The Effect of the Bankruptcy Option on Aggregate Demand and Prices

In this section, we extend our analysis to model the effect of the default option on the distribution of spot power prices. From the results in Section IV.B, we see that the utility will exercise the bankruptcy option whenever the penalty for bankruptcy at the optimal nonbankruptcy purchase policy exceeds the utility’s going-concern value. When the penalty is exactly equal to going- concern value, the utility is indifferent between purchasing to cover the power shortfall and not purchasing spot power and exercising its default option. Because the payoff function of the utility is nonconcave in the presence of a

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Power Crises and Risk Management 2687

bankruptcy option, intermediate levels of power purchase are never optimal. When aggregating demand, this nonconvexity in the best responses of the utilities to spot power prices leads to the nonexistence of an equilibrium for high-demand levels. For example, suppose that prices are very high so that all utilities’ best reply is to default. However, if all utilities default, prices cannot be very high, and so on. The problem is that with only a finite number of utilities there are only a finite number of spot power demand levels that are supportable at the upper bound price. This effect produces “holes” in the utility demand correspondence. In order to avoid these problems we will simply assume in this section that there is a continuum of utilities with total measure n rather than n distinct utilities. This requires no modification of our previous results, which are independent of the cardinality of the producer set. By assuming a continuum of utilities we can contiguously vary the measure of the utilities that default versus those that purchase at the default-indifferent price. This ability to vary purchases continuously ensures that an equilibrium always exists.

Armed with this assumption, we now derive the relationship between spot power prices and aggregate demand with a default option and an open de- rivatives market. There are two cases to consider. In the first case, utilities will not purchase any spot power to cover shortfalls. If no spot power is purchased, then the equilibrium market price that triggers default, pdef, must equal g. Let ddef be the lowest demand level that triggers default. If the utility is not buying any spot power it cannot be capital constrained on average; thus, . Then ddef must satisfy the following conditions:k̄ p 0B

g � r (d � s) � ≤ 0, (59)def

b

2 ¯( )(1/2)b d � s p v. (60)def

Condition (59) ensures that it is not optimal for the utility to purchase any spot power when demand equals ddef. Condition (60) ensures that the penalty for default just equals going-concern value at the demand level that triggers default. Expressions (59–60) imply that the utility defaults before purchasing any spot power, if and only if the following condition is satisfied:

2( )g � r v̄ ! . (61)

2b

When the utility defaults at zero power purchase, the default level of demand that induces default must equal . In summary, when the utility defaults� ¯2v/b before the shortfall are large enough to induce power purchases, the price and demand levels just inducing default are given by

� ¯p p g, and d p 2vb. (62)def def

If condition (61) is not satisfied, then the utility will purchase some spot power

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2688 Journal of Business

before default. In this case, the default spot price will equal the price at which the equilibrium default penalty given the default price just equals going- concern value. This price is the solution to the equation

2[(p � r)(1 � k)]def ¯p v. (63) 2b

Solving for pdef yields

� ¯2bv p p r � . (64)def 1 � k

From equation (64), we see that demand at the default price must equal

� �� �¯ ¯( ) ( ) ( ) ( )n sb � 2 vb 1 � k �Kb[ 2 vb � r 1 � k �g 1 � k ] d p . (65)def ( )nb 1 � k

When demand exceeds ddef, in order for the price to stay fixed at pdef, the default indifference price, a fraction of the utilities, which we term B, exercise the bankruptcy option and thus buy no spot power; a fraction ( ) must1 � B submit the nondefault optimal demand of . Thus, B(d � s) � (p � r � k)/b is determined as the solution to the equation

p � r � kdef ( )(1 � B) d � s � � K g � p p 0. (66)def( )b

Thus, the spot price to demand relationship in the presence of a default option is fairly transparent. Up until the default price is reached, the functional form of the relationship between demand and prices will be the same as the functional form when the bankruptcy option is absent. At higher demand levels the price will be capped by pdef. This observation implies the following specification for the functional relationship between consumer demand and power prices, gB.

�n(s � d) g (d) { min max A(k ) � B(k )d, g � , p , (67)B B B def{ [ ] }K

where A and B are given by equations (31) and (32). Given the characterization provided by expression (67), characterizing the effect of the default option on the aggregate spot price of power is straightforward.

Proposition 5. Whenever (i) the default price pdef is greater than the liquidity constraint price pN, the characterizations of the effect of derivatives markets on spot price behavior developed in previous propositions continue to hold. Whenever (ii) the default price is less than the liquidity constraint price pN, the effects of the derivatives market essentially reverse; that is, the spot market price variance is lower and the expected spot prices are lower when a derivatives market is open.

Proof. See appendix A.

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Power Crises and Risk Management 2689

A. The Effect of Derivatives Markets on the Production of Baseload Capacity

Next we consider the effect of the incentives of utilities to acquire capacity. We allow for endogenous capacity by assuming that the utility ex ante decides on its level of baseload supply. In order to produce s units of baseload supply, the utility must spend c(s) dollars. The purchase of baseload supply lowers the utility’s cash endowment w. The sequence of events is as follows: the utilities conjecture a price distribution , independent of their own actions.P̄ Based on this distribution, the utilities make a capacity purchase decision. After this decision events proceed exactly as specified in the basic model formulation. If the derivatives market is open, the utilities make a derivatives purchase decision. Finally, the spot price and consumer demand are realized, and the utility makes a spot market purchase decision.

The spot power decision viewed from a market equilibrium perspective is somewhat intricate to analyze. The opening of derivatives markets has two effects on the baseload production decision. First, it has a direct effect because, at a fixed spot market price distribution, the derivatives market changes the marginal rate of substitution between baseload capacity, s, and liquid assets, w, which we term the “shadow price of capacity.” Second, the opening of a financial derivatives market changes equilibrium spot market prices. The change in the equilibrium spot price process then has a feedback effect on the shadow price of capacity and thus on the equilibrium demand for capacity. Changes in the shadow price of capacity also determine aggregate baseload capacity and thus affect the equilibrium price of power.

Given the complexity of the iterations involved, we are not able to develop analytical comparative statics. However, as the numerical simulations per- formed below indicate, we can show, even when the utility is not liquidity constrained on average and when the bankruptcy option is not viable, that the opening of a derivatives market can reduce investment in baseload capacity.

Proposition 6. There exist parameters of the model under which the opening of a derivatives market lowers the utilities’ optimal investment in spot power. Parameter values supporting the reduced investment in capacity, which ensure that the utilities are not liquidity constrained on average and that bankruptcy occurs with zero probability in equilibrium, can be identified.

Proof. See example 2 in appendix B. The intuition for this proposition is as follows. Because of the legal com-

mitment of baseload capacity to consumers, capacity built must be used to satisfy consumer demand. However, the purchase of spot power to meet con- sumer demand is voluntary. Thus, cash is a more “flexible” asset than capacity. Its flexibility is increased by the introduction of a derivatives market, for this essentially allows wealth to be transferred across states. This increased flex- ibility leads to a lower shadow price of power when derivatives markets are open and, thus, to lower investments in capacity. The key distinction between baseload capacity and financial contracts is that the proceeds from financial

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2690 Journal of Business

contracts are not legally committed to the consumers’ base. Other sources of power in distress states, such as derivatives contracts featuring the physical delivery of power, and long-term supply agreements with merchant producers, will, to the extent that they are legally committed to the customer base, behave like physical supply and, to the extent they are not committed, behave like financial contracts. Lower investment in capacity leads to high spot prices and thus larger shortfalls. However, utilities acting as price takers do not factor the shift in the equilibrium spot price distribution into their capacity decision.

VIII. Conclusions and Implications

We derived a model of a regulated utility selling power to consumers at fixed prices and buying power on an unregulated market. The article is a first attempt at modeling the interactions among regulatory constraints, real power markets, default constraints, and the demand for derivatives assets. Because it is a first attempt, we aimed our modeling effort toward producing logical and structural transparency rather than verisimilitude to the overall institutional structures of actual power markets. However, our key results are robust to our specific simplifying assumptions: regulatory restrictions that encourage retail wheeling at money-losing terms and that commit native load to satisfying retail con- sumer demand connect utilities’ actions in the real economy, buying and selling spot power, to their financial condition. The effect of this connection on demand for the distribution of spot power prices depends, in turn, on the structure of financial security markets.

The analysis in this article has a number of implications both for policy and empirical research into power markets. In our analysis, welfare is max- imized by either eliminating price regulation or setting the regulated price equal to what prices would have been under free competition. However, as should not be surprising given the theory of second best, it does not follow that in the presence of regulated power prices far from the market price of power, less regulation is better. In fact, opening up derivatives markets when consumer prices are regulated and brownout penalties are high may be welfare reducing as such markets provide utilities with the means to meet consumer power demands at costs that far exceed the power’s marginal benefit. In fact, our analysis more generally shows that the optimal design of financial deriv- atives markets for power depends on the size of penalties for brownout, the financial health of utilities, and the level of the regulated price. On the one hand, when the penalties and prices are low enough so that utilities are fi- nancially healthy and purchase less spot power in high-demand states at prices less than consumers’ marginal valuations, opening a derivatives market and contracts is welfare improving. On the other hand, when regulated prices and penalties are high enough to ensure overprovision of power in high-demand states or when utilities are close to bankruptcy, opening derivatives markets leads to adverse social consequences such as larger defaults in bankruptcy states and/or excess transfers of power to the consumer sector.

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Power Crises and Risk Management 2691

As well as positive welfare implications, our model has negative implications that should caution regulators and policy analysts, preventing them from drawing misleading welfare conclusions from the behavior of derivatives and spot mar- kets. Utilities, when using financial markets the way in which regulators and policy makers intend—to hedge price and quantity risk—generally increase spot market volatility. Utilities, using derivatives markets to counterhedge—placing bets that exploit their limited liability in the event of default—will lower vol- atility. Thus, increases in volatility accompanying the introduction of deriv- atives markets should not be viewed per se as a cause for concern. In fact, such increases in volatility should be viewed as a sign that the newly opened financial markets are being used for peak-demand risk hedging.

As well as having a number of policy implications for regulators and firms, our analysis also implies a number of testable hypotheses. Our model implies that, in addition to the underlying supply and demand for power in the con- sumer and industrial sectors, a correct specification of any panel-data or cross- sectional studies of power demand should include variables representing the financial liquidity and the financial solvency of the regulated utilities buying power in the market. The spot volatility of power prices should be positively related to the liquidity and solvency of utilities. Increased solvency and li- quidity should also lead to higher spot power prices. The model also predicts that studies of the effects of new financial contract markets on spot power markets will yield different results when utilities are solvent than when they are insolvent. That is, when utilities are on average solvent, spot price volatility will rise with the introduction of new financial hedging markets, and volatility will fall when utilities are, on average, insolvent. A third empirical implication of our analysis is that, because optimal power hedging positions cannot be attained by any combination of forwards and simple option contracts, deriv- atives power contracts will tend to be nonstandard, allowing the utility to choose the quantity of power purchased after observing the realization of uncertainty. Moreover, when bankruptcy risk is extreme for the utility, these optimal contracts will feature “knockout” provisions, at extreme power prices. These observations are consistent with the conventional industry wisdom that “just about everything in power is exotic” (http://db.riskwaters.com/data/eprm/ pdf/december/management.pdf). Moreover, by a detailed study of contract provisions for electricity derivatives, similar in spirit to the studies of venture capital contracts conducted in Gompers, Lerner, and Scharfstein (2005), one could test the predictions of this model for derivatives contracts.

Appendix A

Proofs

Proof of proposition 2. Note that if , then there exists aE[l(M, DX p 0, P, D)] ≥ 0 derivatives portfolio DX with such that , with probabilityE[DX] p 0 l(M, DX, P, D) ≥ 0

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2692 Journal of Business

1. To see this, simply let . Thus,DX p �l(M, DX p 0, P, D) � E[l(M, DX p 0, P, D)] we replace our original objective function with the following equivalent problem.

c max E[u(M, DX p 0, P, D)], (A1) M

M 1 min (D � s, 0) and M ! max (D � s, 0) with probability 1, (A2)

such that E[l(M, DX p 0, P, D)] ≥ 0. (A3)

Now, forming the Lagrangian expression associated with this optimization problem yields

Obj p E[l(M, 0, P, D)(1 � k)] � P(M, D) � (1 � k)E(DX).

The condition that for all admissible variations m thus implies thatdObj(m) ≥ 0

�(1 � k)[(P � r)I � (P � c)I ] � [b(D � s � M)I ] m ≥ 0,{ }1{D s} {D≤s} {D�s�M}

whenever .min (D � s, 0) ! M � m ! max (D � s, 0) Considering the states of nature separately where and showsD � s 1 0 D � s ≤ 0

that the functional relationship between prices and demand and the derivatives purchase policy must satisfy the condition given by equation (18). From the Kuhn-Tucker proposition, we know that if and if equation (17) is satisfied as an inequality,k ≥ 0 then . This implies that must satisfy equation (19).¯k p 0 kH

Proof of proposition 3. From the same argument as used in the proof of proposition 2, we know that, if the utility does not declare bankruptcy, the spot power purchase decision is governed by the function of the form given in equation (18). Next note that in bankruptcy states it is always optimal to minimize wealth balances, that is, set

. Thus the bankruptcy is optimal only if P multiplied by the value of the penaltyl p 0 option evaluated at the optimal repurchase policy exceeds going-concern value. This is exactly the condition provided by equation (22).

Proof of proposition 4. Note that from the properties of gN, gH, we can be assured that the two price distributions cross only once, with a sign change from plus to minus in occurring at . If we knew that the expected price was the same under¯F � F pH N n

both distributions, then standard stochastic dominance arguments would establish that the hedged price distribution was more volatile. However, expected prices need not be the same. However, if we divide the hedged price by the ratio of the expected spot prices , then the distribution of the new random variable PN /a has thea p E(P )/E(P )N H

same expectation as PH. Moreover, if the variance of PN /a is less than the variance of PH, then the coefficient of variation of the hedged price distribution PH will be larger than the coefficient of variation of the unhedged price distribution. Now, the distribution of PN /a is given by FN(a7). Thus, to establish our result we need only show that the single crossing property holds between FN(a7) and FH (7); that is, that

changes sign once going from positive to negative. First, note thatF (a7) � F (7)N H

because the two distributions have the same expected value, mustF (a7) � F (7)N H

change sign at least once or be identically zero. Thus, we need only show that has at most one sign change from positive to negative. BecauseF (a7) � F (7) a !N H

, . If we can show that, for all , , we will1 F (a7) ≤ F (a7) p ! p /a F (p) � F (p) ≥ 0N N N H N

have shown that for all , . Now, for all �1p ! p /a F (p) � F (ap) ≥ 0 p ! g g (p) pN H N N

, the jump at g for gH, is weakly smaller than the jump�1 �1 �1g (p) g (p) � g (p�)H N N

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Power Crises and Risk Management 2693

, from equations (35–36), and the slope of (right derivatives)�1 �1 �1g (p) � g (p�) g ()H H H

is larger from equations (35–36); thus, . Thus, we have shown�1 �1g (p) � g (p) ≥ 0H N

that for all , . At , FN(a7) jumps to 1. Thus, for allp ! p /a F (p) � F (ap) ≥ 0 p /aN H N N

, . Hence, the single crossing property is established.p ≥ p /a F (p) � F (ap) ≤ 0N H N

Proof of proposition 5. Note that if we replace the distribution of demand F with a truncated distribution defined by if , and zeroF F (d) p F(d)/F(d ) d ! dd d def defdef def

otherwise, then, provided that the proof of proposition 4 goes through un-d 1 ddef N

changed. Next consider case ii. When case ii holds, . Thus, we must have thatg ≤ gH N

. Next define the functionE(P ) ≥ E(P )N H

f(p) p min [p, max (g, p � {g [d(0)] � g})]N

and note that , because , for all p,′ ′g (D) p f[g (D)] Ff(p) � f(p )F ! Fp � p FB N

p�, f is a variance decreasing transformation. Hence, it follows that Var (P ) pB

.Var [g (D)] ≤ Var [g (D)] p Var (P )B N N

Appendix B

Numerical Examples

Example 1: Coefficient of Variation

We need to show that if the expected hedged spot price is higher than the expected spot price without hedging, then the hedged price distribution has a higher coefficient of variation than the unhedged price distribution. We assume two homogeneous util- ities, .12 Also, we set the initial wealth, . We assume the native capacityn p 2 w p 00

is for each utility. We also assume the following simple linear marginal costs p 0.2 structure for the merchant:

d (p) p 2(0.2 � p). (B1)m

Power purchased by the utilities is sold to consumers at a fixed price, . Ther p 0.2 penalty coefficient is . Hence, the payoff to an utility in a fixed state, for fixedb p 10 spot and derivatives prices, is given as

2P(m, d) p 10 max (d � 0.2 � m, 0) . (B2)

We also assume the marginal costs of production using native capacity, , forc p 0 each utility. We consider three states of nature, representing three levels of demand for electricity:

0.0 with probability 0.990 d { 0.4 with probability 0.009 . (B3){9.0 with probability 0.001

Given these assumptions about the parameter values and demand, we solve for the expected spot prices, variances of the price distributions, and coefficient of variation

12. Since the utilities are homogeneous, we ignore the subscript i.

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2694 Journal of Business

for the two cases: hedged utilities and unhedged utilities. The tabulation below depicts the results.

Hedged (H) Unhedged (N) Expected price 0.00276 0.00400

(B4) Variance 0.00110 0.00158

Coefficient of variation 11.99690 9.94987

The spot prices are {0.0000, 0.2143, 0.8310} for the case when the utilities use the derivatives market to hedge and {0.0000, 0.3998, 0.4001} when the utilities do not hedge. Expected price, variance, and coefficient of variation are all lower when the utilities hedge.

Example 2: Capacity Investment

We need to show that there exist parameters of the model under which the opening of a derivatives market lowers the utilities’ optimal investment in spot power. Parameter values supporting the reduced investment in capacity can be identified that ensure that the utilities are not liquidity constrained on average and that bankruptcy occurs with zero probability in equilibrium. We assume two homogeneous utilities, . Inn p 2 addition, we set the initial wealth, . We also assume that the following simplew p 0.20

linear marginal cost structure for the merchant:

d (p) p 2(0.2 � p). (B5)m

Power purchased by the utilities is sold to consumers at a fixed price, . Ther p 0.2 parameter associated with the profit function of the utilities is . Hence, theb p 10 payoff to a utility in a fixed state, for fixed spot prices and derivatives prices, is given as follows:

2P(m, d) p 10 max (d � 0.2 � m, 0) . (B6)

We consider three states of nature, representing three levels of demand for electricity:

0.1 with probability 1/3 d p 0.3 with probability 1/3 . (B7){1.0 with probability 1/3

In order to produce s units of baseload supply, the utility must spend c(s) dollars, where

1 c(s) p exp (a � b s), (B8)0 0b0

where , and . Suppose that the following spot prices hold:a p �2.2 b p 7.8140 0

P̄ p {0.1000, 0.2818, 0.9182},H

P̄ p {0.1000, 0.2818, 0.6217}. (B9)N

The payoff to the utility assuming a capacity level of s, wealth of w0, and prices of and is determined by the optimal hedging policy given by equations (21)¯ ¯P PH N

and (35–36). Let , where , rep-¯ ¯ ¯ ¯ ¯ ¯ ¯¯ ¯U (w, s) p E{U[w, s, m (P , D), x (P , D), D, P ]} i p H, Ni i i i i i

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Power Crises and Risk Management 2695

Fig. B1.—The payoff, U, of the representative utility as a function of its capacity choice, s. The solid curve corresponds with the case when the utility hedges using the derivatives market. The dashed curve depicts the case when the utility does not engage in financial hedging.

resent the ex ante payoff of the utility under the optimal hedging policy. Then a utility’s problem is

¯max U [w � c(s),s] subject to w � c(s) ≥ 0. (B10)i o 0 s

Figure B1 shows the graphs of U(7) as a function of s, for the cases when the representative utility hedges (H) and does not hedge (N). The optimal choice of capacity is listed in the tabulation below.

Hedged (H) Unhedged (N) (B11)

Choice of capacity (s) 0.18 0.20

We numerically verify that the spot price vector at the optimal capacity choice satisfies the market-clearing condition.

References

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———. 2004. Pricing and gains from trade in competitive electric power markets. Working paper, Arizona State University, Department of Finance. http://www.ssrn.com/abstractp151010.

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———. 2000. State of the markets 2000: Measuring performance in energy market regulation. Report, Federal Energy Regulatory Commission, Washington, DC.

Froot, K., J. Stein, and D. Sharfstein. 1993. Risk management: Coordinating corporate investment and financing policies. Journal of Finance 48:162–59.

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Gersten, A. 1999. When power prices might whipsaw, derivatives can help: Hedging your megawatts. Journal of Accountancy 188:97–98.

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Routledge, B., D. Seppi, and C. Spatt. 1998. The “spark spread”: An equilibrium model of cross commodity relationships in electricity. Working paper, Department of Finance, Carnegie Mellon University.

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201605231615191112293.pdf

The Packing Industry and the Packers Act Source: Columbia Law Review, Vol. 22, No. 1 (Jan., 1922), pp. 68-72 Published by: Columbia Law Review Association, Inc. Stable URL: http://www.jstor.org/stable/1112293 Accessed: 23-05-2016 16:01 UTC

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CURRENT LEGISLATION

THE PACKING INDUSTRY AND THZ PACKERS ACT.-A distinct change in the treatment by the federal government of the problems raised by a "Big Business" is introduced by the Packers Bill which became law on August 15, 1921.' A proper appreciation of its industrial and administrative innovations can be had only by considering the economic situation to which it has reference. In many ways the most important single manufacturing (so-called) industry in the United States is slaughtering and the preparation of meat products. Measured by the total value of its output, it was ranked first in the 1910 census.2 Tested by the intrinsic importance of its commodities to the life of the nation it stands equally high. Looked at from the view of the number and significance of the people that it affects, it stands second to none. The packers stand between the thousands of cattle raisers and retail meat dealers, who together bulk large in the middle class of -the nation.

An era of intense business expansion paralleled by concentration of control,3 has brought it about that today five corporations-the "Big Five"-dominate slaughtering and meat packing in the United States.4 Their power is absolute in their sphere-"they control at will the market in which they buy their supplies, the market in which they sell their products,. and hold the fortunes of their com- petitors in their hands."5

The problem of the packers lies in their indispensability as middle men. Ranchman and city butcher must deal through the packer in a market no longer freely competitive. Today the cattleman must either "take it or leave it" at the prices fixed by the "Big Five." By trans-shipment he cannot escape the packers' nation-wide organization.6 Retaliatory combination is not practicable, for cattle raisers are small and of necessity widely scattered. The consumers' position is equally hopeless. They cannot well get together and refuse to purchase meat products. The retail meat dealer feels that his.business is stabilized by monopolistic control so that he would be content were it not for a disturbing element-which brings us to the final economic aspect of the problem.

The packers run "side-line" businesses.7 They maintain retail meat stores. Out of the by-products of their meat plants they make glue, soap, dyes and per- fumes. Embryonic packer rivals and the manufacturers of toilet products are therefore at a hopeless disadvantage. The packers also own or control stock- yards.' They own railroads leading to their markets, and control market news- papers. Octopus like they have stretched their power over "the principal sub- stitutes for meats, such as eggs, cheese, and vegetable-oil products, . . . fish and nearly every kind of food stuff!"

"An Act to regulate interstate and foreign commerce in live stock, live-stock products, dairy products, poultry, poultry-products, and eggs, and for other purposes."

*Abstract, 13th Census (1913) 442. This census is the latest for which there are complete returns available.

3The information on which the economic discussion in this note is based is largely derived from the Report of the Federal Trade Commission on the Meat Packing Industry (1919), and the Report of the Hearings before the House Committee on Agriculture (66th Congr. 2d Sess. 1920) Pts. 1-39.

Letter from the Federal Trade Commission to the President (1920) 24. 5Ibid. See discussion in Congr. Record (May 27, 1921) 1867. Summary of the Report of the Federal Trade Commission (1920) 31. 8Ibid. Ibid.

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CURRENT LEGISLATION 69

Each element of the population which was adversely affected by this economic situation 1 has sought to have its own particular grievances redressed." As a result, the Packers Act was passed, which followed three more general pieces of legislation designed to cope with the general "trust" problem. (In addition to the acts dealing with the Interstate Commerce Commission.)

The first was the Sherman Anti-Trust Law," which prohibited agreements in restraint of trade." The packers like others were not severely tried by this act, because it is very difficult to prove an actual contract in restraint of trade. More- over, the strength of the packers especially, did not lie in practices which could be denominated "agreements," but in others which were not touched by the law.' Beside these specific difficulties there were others latent in the judicial system itself. A judge is not usually an expert economist. He is rarely equipped for the scientific investigation of such intricate business and industrial problems. The ordinary jury is just as badly off. And even if a "trust" is finally dissolved, it is quite another matter to keep it so in practical effect. The dissolution of the Standard Oil Company was followed by a rise in the price of the shares and of oil.

Congress in September, 1914, sought to remedy the deficiencies in the Sherman Law by creating the Federal Trade Commission." They also tried to bolster the economic disability of the courts. The first trouble was provided for by section 5 which declared "unfair methods of competition" unlawful. It was a considerable extension from "agreements in restraint of trade," yet it did not go far enough. "Unfair methods of competition," referred only to transactions between firms in the same line of business.8' The packers did not compete unfairly among them- selves; in fact they did not compete at all, and it was this which placed the other factors in the industry at their mercy. The other remedial provision was more effective in its sphere. The Commission was made up of technically trained men whose business it was to hear and investigate complaints, issue orders based on them and enforce such orders through injunctions in the courts." They were authorized and required to co-operate with the Attorney General and the Presi- dent in the determination of all problems arising in connection with corporations.

Then came the Clayton Act.? It made "restraint of trade". more precise by specifically including price discrimination, tying leases, sales and contracts." But the same objections outlined in regard to the Sherman Law apply here.

On February 27, 1920, the Supreme Court of the District of Columbia issued the now well known "consent decree."20 The provisions of the decree are drastic enough. The packers are required to (1) refrain from monopoly, (2) dispose of their businesses in "side-line" products, (3) sell their railroads and retail stores, (4) give up their stockyards, (5) disclose facts as to how they are carrying out the decree. The court declares jurisdiction to be retained for the enforcement

? There were eight separate hearings before Senate and House committees from September, 1918, to May, 1921, on different packers bills.

"E. g., the order in the "consent decree," infra, footnote 20, to sell "side- line" businesses was intended to satisfy competing manufacturers, while Packers Act ? 306 (f) exempts cobperative stock yards from some provisions of the Act.

"(1890) 26 Stat. 209, U. S. Comp. Stat. (1916) ? 8820. "?? 1, 2, 3. f"These are illustrated by underselling and furnishing stock yards facilities

under prohibitive conditions. 5 (1914) 38 Stat. 717, U. S. Comp. Stat. (1916) ? 8836a. Ibid. Italics are the author's. "Ibid. ??5-8. 8 (1914) 38 Stat. 730, U. S. Comp. Stat. (1916) ?8835a. 'o Ibid. ?? 2, 3. 2o United States v. Swift & Co., et al. (Sup. Ct. D. C. 1920) No. 37623, Equity.

The consent decree will be treated from legal point of view in a subsequent num- ber of the COLUMBIA LAW RgVImV.

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COLUMBIA LAW REVIEW

of the decree. It will be noted that the decree virtually gives the Attorney GeneraI legislative powers. He and the packers, though subject to the review of the court, determine what is a monopoly, and whether certain conduct is in restraint of trade. The decree also leaves to a non-expert- the investigation of com- plex business relations. In his conferences with the packers to decide what prac- tices shall be enjoined and which permitted, the Attorney General in effect runs the packing business. The industry is made a branch of his office. The propriety of having a prosecuting official manage any business may be questioned. This decree still continues.

The Packers Act is the latest stage. The bill is described as "a most com- prehensive measure, [extending] farther than any previous law in the regulation of private business, in time of peace, except possibly in the Interstate Commerce Act.""2 Let us examine its provisions.

The administration of the Packers Act is placed in the hands of the Secretary of Agriculture.'2 The meat preparing industry is classified into constituent elements, packers and stockyards, with different provisions for each. A packer was defined as one who (a) buys stock for slaughter in interstate commerce, or (b) manufactures meat for interstate commerce.2 Activities other than (a) and (b) are not subject to the provisions of the Act unless they are in some way connected with (a) or (b).24 It is made unlawful for packers to engage in or use any unfair, unjustly discriminatory, or deceptive practice or device in com- merce; or do certain specified things if they have the "tendency" of restraining commerce; or buy or sell any article for the purpose or with the effect of manipulating or controlling prices in commerce.' The procedure for the enforce- ment of these provisions was drafted to make them effective. On his own motion, or by complaint of an outside party, the Secretary summons the offending packer to a hearing, at which he has the right to be represented by counsel and cross- examine witnesses. At the conclusion of the hearing, the Secretary issues an order. Unless the packer appeals from it within thirty days, he waives his right to do so. But within the thirty days he may appeal to the Circuit Court of Appeals, whose. determinations are final (subject to the provisions in Judicial Code ? 240). The court has a complete transcript of the record of the hearing before the Secretary. If it thinks there is insufficient evidence, it orders the case to be reopened before the Secretary. When the evidence is all in, the court may affirm, modify or set aside the order below. If affirmed, it operates as an in- junction per se, or if modified, pro tanto.' Any violation of this order after affirmation is punishable by fine, imprisonment or both."

A number of legal problems are stirred up by this part of the Act. In view of the CIzild Labor decision,28 it may be questioned whether a packer who manufactures for interstate commerce is subject to congressional legislation. The court will probably sustain the Act, however, as something necessary and proper to the regulation of such commerce.2 The Swift decision30 indicates that the court will exercise a broad economic judgment instead of a narrow legalistic scrutiny. The Act specifically invites this: "articles normally in such current of

2 Senate Agricultural Committee, Report No. 77 (67th Congr. 1st Sess. 1921) 2. "Packers Act 203 (a), ?302 (b). 23 Ibid. ?201. 24 Ibid. 25Ibid. ?203. 26The procedural practice is laid down in ?? 203, 204. 2Ibid. ?205. 28 Hamner v. Dagenhlart (1918) 247 U. S. 251, 38 Sup. Ct. 529. 29 Cf. Houston, etc. Ry. v. Utited States (1914) 234 U. S. 342, 34 Sup. Ct. 883,

and note in T1921) 21 COLUMBrA LAW Rev. 352. 3? Swift v. United States (1905) 196 U. S. 375, 23 Sup. Ct. 276.

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CURRENT LEGISLATION

commerce shall not be considered out of such current, through resort being had to any means or device intended to remove transactions in respect thereto from the provisions of the Act,"3' The procedure outlined is notable for the problems avoided. In the first place the packer is given a hearing before any order is issued. This gives him his "day in court." Secondly, the initiative of enforcing the order is not on the Secretary. The order is self-enforcing like an injunction, unless the packer appeals. Thirdly, the technical business hearing is always before qualified experts in the Secretary's office; the court has only to review the record. Section 204 (d), however, apparently requires it to weigh the evidence and set the order aside unless supported by a preponderance. Fourthly, when the order is affirmed, it is a specific order to the packer to do or refrain from doing a definite thing. In the event of a criminal prosecution for a violation of the order, its legitimacy is not thrashed out as an original question. The previous adjudication has made that res judicata. The only question is: did the defendant violate the specific order?

The provisions in regard to the stockyards are modelled after the Inter- state Commerce Act. The Secretary is given the power to determine rates and regulations in accordance with a prescribed procedure." Violations of the Secretary's order are grouped into wilful and innocent. The latter are punishable by fine alone, recoverable by the'government in a civil action, the former by fine, imprisonment or both."

The basic constitutional question as to whether stockyards are "interstate commerce" arises here as in the previous packers' section. Despite the Hopkins case,: the later cases, though not on all fours with the facts in that case, indicate departure from its doctrine.35 The legislation will be sustained.

The Packers Act is made supplementary to the Interstate Commerce Com- mission legislation and the various anti-trust laws, but excepts out of the Federal Trade Commission all matters over which the Secretary is given jurisdiction. As the consent decree is still operative, assuming that it will be sustained by the courts, the question arises of the result of possible conflicts' between an order issued by the'Secretary and one by the Attorney General. The Attorney General's order will take precedence. The Act expressly provides that nothing in it shall interfere with the enforcement of the anti-trust laws.3 The order issued as the result of

the decree is grounded on the Sherman Law; hence, the Secretary's order would be inoperative pro tanto.

The power given to the Secretary over the packers specifically, may be generally described as negative. He cannot compel them to act, but they having acted wrongfully, he can restrain any further violations. On the other hand, his power over the stockyards is positive. He can fix rates and order specific im- provements made. The distinction is based on the difference of subject matter.

The "rule of reason" announced in the Standard Oil case,' together with the relaxation of anti-trust prosecutions indicates a new era in American business. It can hardly be expected that big corporations though they may develop huge size

tPackers Act ?2 (b). 3Ibid. ? 306. 33Ibid. ?306 (g), (h). 3Hopkins v. United States (1898) 171 U. S. 578, 19 Sup. Ct. 40. 3Cf., e. g., Field v. Barber Asphalt Co. (1903). 194 U. S. 618, 24 Sup. Ct

784; Loewe v. Lawlor (1908) 208 U. S. 274, 28 Sup. Ct. 301; Bacon v. Illinois (1912) 227 U. S. 504, 33 Sup. Ct. 299.

'The conflict may not arise as the decree provides for the separation of the packing and "side-line" businesses, while the Packers Act deals with the packers and stock yards after their separation.

Packers Act ? 405 (a). SStandard Oil Co. v. United States (1910) 221 U. S. 1, 32 Sup. Ct. 502.

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72 COLUMBIA LAW REVIEW

untrammelled will be allowed so to conduct their business. They will be regulated in the same sort of- way that the meat business is under the Packers Act. The regulation will probably be to protect the "little man." It may well wind up as in Germany by all organizations in a certain industry pooling their resources into a vast combine, subject to government regulation.3 Such closeness to the govern- ment will virtually constitute the regulated business a department thereof. The Packers and Stockyards. Act suggests the beginning of the American cartel.

9 For a discussion of the cartel in Germany, see VanHise, Concentration and Control (1914) 206.

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  • Contents
    • image 1
    • image 2
    • image 3
    • image 4
    • image 5
  • Issue Table of Contents
    • Columbia Law Review, Vol. 22, No. 1, Jan., 1922
      • Volume Information [pp. i - xxvii]
      • Front Matter [p. 50]
      • The Law and the Facts [pp. 1 - 13]
      • Reorganization -- The Next Step [pp. 14 - 27]
      • Supreme Court Decisions on the Commerce Clause and State Police Power, 1910-1914. II. State Power after Congressional Action [pp. 28 - 49]
      • Notes
        • Action for the Purchase Price of Goods That Cannot Readily Be Resold [pp. 51 - 54]
        • Federal Control of Senatorial Primary Elections [pp. 54 - 57]
        • Insurer's Right to Recover Payment Made under Mistake of Fact in Adjusting Policy-Claim [pp. 57 - 61]
        • The Meaning of the Words "Cause of Action" as Used in the New York Codes [pp. 61 - 64]
        • The Effect of the Statute of Frauds on Oral Agreements Relating to Realty [pp. 64 - 67]
      • Current Legislation
        • The Packing Industry and the Packers Act [pp. 68 - 72]
      • Recent Decisions
        • Admiralty. Restraint of Princes. What Constitutes [p. 73]
        • Attorney. Disbarment. Solicitation of Business [pp. 73 - 74]
        • Bailments. Contract to Return in Good Condition. Impossibility of Performance [p. 74]
        • Bankruptcy. Set-off and Counterclaim. Stockholder's Liability for Stock Sold at Less than Par [pp. 74 - 75]
        • Contracts. Of Requirement. Uncertainty. Estimate [pp. 75 - 76]
        • Divorce. Subsequent Remarriage. Estoppel of Complainant in Previous Divorce Action [p. 76]
        • Evidence. Corroboration of Accomplices [pp. 76 - 77]
        • Evidence. Unlawful Seizure. Fourth Amendment [p. 77]
        • Federal Courts. Procedure. State Law as Rule of Decision [pp. 77 - 78]
        • Infants. Fraudulent Misrepresentations as to Age [p. 78]
        • Injunction. Inducing Employees to Join Union in Violation of Contract of Employment [pp. 78 - 79]
        • Landlord and Tenant. Assignment of Term. Liability of Assignee after Reassignment [pp. 79 - 80]
        • Landlord and Tenant. Co-Tenant. Liability of Surety on Lease Renewal [p. 80]
        • Master and Servant. False Imprisonment by Store Manager [pp. 80 - 81]
        • Mortgages. Equitable. Priority over Subsequent Equitable Lien [pp. 81 - 82]
        • Negotiable Instruments. Certification of a Check. Illegal Consideration as Defense to Non-Payment [p. 82]
        • Principal and Agent. Suit by Undisclosed Principal. Sealed Instrument [pp. 82 - 83]
        • Process. Foreign Corporation. Doing Business within State [p. 83]
        • Real Property. Curtesy. Gift in Fraud of Creditors. Attachment [p. 84]
        • Real Property. Tortious Feoffment by Life Tenant. Statute of Limitations [pp. 84 - 85]
        • Statute of Frauds. Agency to Sell Land. Liability of Principal [p. 85]
        • Statute of Frauds. Oral Promise to Execute Written Agreement for Sale of Land [pp. 85 - 86]
        • Torts. False Statement. Consequent Mental Shock and Illness [p. 86]
      • Book Reviews
        • untitled [pp. 87 - 88]
        • untitled [pp. 88 - 90]
        • untitled [pp. 90 - 91]
        • untitled [pp. 91 - 92]
        • untitled [p. 92]
        • untitled [p. 93]
        • untitled [pp. 93 - 94]
        • untitled [pp. 94 - 95]
        • untitled [pp. 95 - 96]
        • untitled [p. 96]
        • untitled [p. 96]

201605231615261171908.pdf

Essentials of a Sound Policy as to the Investor Author(s): William L. Ransom Source: Proceedings of the Academy of Political Science in the City of New York, Vol. 8, No. 4, Railroad Legislation (Jan., 1920), pp. 135-145 Published by: The Academy of Political Science Stable URL: http://www.jstor.org/stable/1171908 Accessed: 23-05-2016 16:05 UTC

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ESSENTIALS OF A SOUND POLICY AS TO THE INVESTOR

WILLIAM L. RANSOM, Former Counsel for the New York Public Service Commission for

the First District

THER speakers have presented a wealth of statistical in- formation concerning the railroad problem and the rela-

tion of the investor to it. On no other public occasion outside the hearings of the Congressional Committees have the facts of the matter been so comprehensively and clearly brought together. Perhaps the most helpful thing I can undertake at this juncture will be to try to formulate some of the fundamental principles which must be taken into account in all efforts to reach a solution of the present problem.

The future of railways, privately owned and operated under thorough public regulation, depends in large part on the ability of such a regime to command the confidence of the investing public. New capital must be had in larger quantities for new construc- tion and refinancing. The future of the railways is thus deeply involved in the broader and more basic problem of the status of regulated industry in the United States. The operating experience of the railroads during the years immediately preceding the war establishes that more than half a billion dollars of new capital will be needed annually by the American railroads. For a number of years immediately ahead, especially in view of the present price level, the necessary new capital is more likely to exceed than to fall below a billion dollars per year. The railways must keep pace with the life and needs of the public they serve; they must grow or stagnate; growth means new capital; and new capital depends on conditions of investment. You can compel a man to pay in taxes the deficits incurred in railway operation or even the principal and interest of loans from the public treasury for new capital for railway and public utility enterprises, but you can- not compel him to invest his money in an enterprise compelled to do business under conditions which arouse his distrust and

destroy his confidence. In the industrial world recent events have emphasized the fun-

damental American principle that in conflicts between employees [647]

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RAILROAD LEGISLATION

and employers in basic industries, the rights and interests of the public are paramount to those of contestants on either side. The right of the great public to be adequately and continuously served is put in the first place. In the field of railway and public-utility service, likewise, there has lately been at work a sharp crystalli- zation of opinion to similar effect-a recognition that above and beyond all efforts to capitalize the social unrest and force a change of ownership, the essential thing is that these vital facilities shall function to maximum efficiency and that injustice shall not be done to those whose abilities have perfected these enterprises and whose monies are serving the public through them.

We have had in the United States nearly ten years of deliber- ate, well-planned warfare to intimidate investors from furnishing the needed new capital for railway and other public-service projects. In some instances, this crusade has been the by-product of a narrow but zealous view of public rights as to franchise- holding companies; in other cases, it has been the work of men who believed that manifestations of extreme hostility to the own- ers of these enterprises would be so popular as to lead naturally to political preferment. In many instances, however, the cam- paign of terrorism and affrightment of investors has been inspired by those who realized that if private funds would not furnish the requisite capital for new construction and new financing, the treasury of the government will of necessity be resorted to, and that the most effective step towards governmental acquisition of all basic utilities would be to force existing properties into the bankruptcy court or upon the bargain counter.

In the debates which have taken place in the National Congress, and in much of the more recent discussion as to the plight of utilities in our states and cities, there has been discernible what may be termed a new realization of the relationship of the in- vestor to the whole problem of public service. If we are to avoid and withstand the wholesale socialization of the railway, light, heat, power and traction enterprises of the country, conditions must be restored which will attract private capital freely, normally and adequately, under proper safeguards and guarantees, again into this important field. Investors and the general public may well grasp the situation and join hands in dealing with it. The insidious campaign which has made private capital unwilling to risk further outlays in the railway and public utility field has had consciously for its objective the compelling of resort to govern-

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SOUND POLICY AS TO THE INVESTOR

mental funds instead, and the clubbing of the present owners into willingness to sell outright on a bargain basis. In what I am say- ing in this regard, I am in no way discussing the merits of the suggestions from time to time made in American cities that a particular utility or utilities, according to the conditions, might be advantageously acquired by the municipality on a basis award- ing just compensation to the investors. That is a business ques- tion, to be answered in each community according to its local conditions. Public ownership on such a basis may be wise or unwise, but in either event it has no such sinister aspect as the agitation to which I now refer.

In any program of effort to restore conditions under which pri- vate capital will again flow naturally and adequately into railway and public utility enterprises, there are, I think, certain funda- mentals of policy, which may be briefly stated and commented upon as follows:

(1) A recognition and enforcement by public authority of the corporate right to earn such a rate of return as will meet operat- ing expenses, enable the system as a whole to be kept in first- class condition, and attract new capital into the enterprise as needed.

In fixing the rates to be charged by a railway or other public service company, the effect upon the willingness of capital to finance needed new construction is too often lost sight of, in the effort to keep rates as low as possible. A rate which meets oper- ating expenses and yields a return barely beyond the borders of confiscation, may not be adequate for the life of the enterprise. If the conditions of investment in railways and other public utilities are kept too irksome and hazardous, the cost of new capital be- comes too high, and this in turn adds heavily to the costs of operation. The public inflicts harm and expense on itself by failing to deal justly with the investor.

At the present time, private capital may embark in unregulated industries with less risks and fewer embarrassments and earn a

larger rate of return than may ever be countenanced in public service enterprises. It is no accident that the security issues of concerns selling candy, automobile tires, and talking-machines, or running "chain stores," have become more popular on the Exchanges than the best of our railroad and public utility issues. New stock of a railroad corporation could hardly be sold at all. To attract private capital into the public service field at all, it

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is necessary, first of all, to eliminate or reduce some of the hazards, along lines I shall later mention; but it may also be neces- sary to revise some of the earlier concepts of what constitutes a fair and adequate rate of return for public service enterprises.

In computing a fair rate of return on investments in this field, an unfounded analogy is too commonly drawn with the statutes regulating the rates of legal interest in the several states, and the conclusion is reached that a rate of return on public utility invest- ment is, perforce, adequate if it approximates the figure at which interest on certain types of loans would become usurious. The need for making the rate of return such as to attract new capital readily, as needed, in the level of prices and economic conditions to which the war has given apparent permanency, is not heeded. Yesterday's 6 per cent return has no drawing power under today's conditions. If 6 per cent was not too high in 1900 or 1913, 10 or 12 per cent is required now. As the Supreme Court of the United States said a few weeks ago:

It is a matter of common knowledge that, owing principally to the world war, the costs of labor and supplies of every kind have greatly ad- vanced. * * * And it is equally well known that annual returns upon capital and enterprise the world over have materially increased, so that what would have been a proper rate of return for capital invested in gas plants and similar public utilities a few years ago, furnishes no safe criterion for the present or for the future.

If our public utility enterprises are to live and render a one hundred per cent service to the public, then the governmental authority--legislative, executive and judicial-must recognize and enforce the utilities' right to a rate of return which will draw capital into this field as needed. Reasonable rates must be fixed by public authority, and the companies permitted and encouraged to earn all they can under those rates. Anything else takes away the incentives to good management.

(2) A cessation of arbitrary legislative interference along lines of fixed, flexible rates, applied within areas or to classes of service uniformly without regard to conditions.

In whatever public authority undertakes to do respecting the rates of railroads and other public service corporations, the con- cept of flexibility must go hand in hand with adequacy. Rates must be readily readjustable for good cause shown-upward as readily and courageously as downward-whenever the facts war- rant. There is no way of "getting something for nothing" from a public-service corporation, over any considerable period of time. The patron must pay for the service; the investor must pay for

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it, for the taxpayer must pay for it; or all three must pay in part. Unless someone pays adequately, the service stops. If the patron does not pay adequately, the investor soon "takes his losses" and withdraws, either leaving the taxpayer or the patron to pay the cost or the two to divide it between them. The usual suggestion is that the public treasury shall in some manner furnish the capi- tal and assume the mounting deficits, and the usual experience has been that paying the deficits by taxes makes transportation cost more. You can commandeer new capital by taxation, whether the enterprise is given a fair chance or not, but if you wish voluntary investment of private capital the conditions must be made attractive.

For many years there has been building in this country an elab- orate mechanism, State and Federal, for forcing railroad and pub- lic utility rates downward. This was in a period of declining costs of operation per unit of service rendered. Industry has now experienced for five years a period of rising costs, and those costs are still rising, but the mechanism which availed to force rates down has failed dismally, in many of the states, to raise rates flex- ibly so as to keep revenues adequate and the investor safe. As a means of keeping rates adequate and reasonable in a time of rising costs, the machinery of public control, for the most part, broke down in the emergency. It has failed to protect either the in- vestor or the public. This has been true of the Interstate Com- merce Commission and many of the State Commissions alike. Is it surprising that the investor has been affrighted from the field?

The worst aspect of the problem of keeping rates adequate- neither too high nor too low-has proved to be the fixed legisla- tive rate, born of some political exigency and applied without regard for consequences. In many instances, the Legislature has left the situation such that the Commission appointed for the pur- pose of regulating rates as well as service, has no power to authorize an adequate rate, even when conditions cry out for increase.

The inflexible rate, fixed by legislative act on an arbitrary basis and kept in force regardless of changed conditions, is the terror of the investor and a downright menace to good public-utility service.

(3) Clarification of the bases of return upon investment, so as to ensure that no theoretic concepts and calculations can im- pair the investor's right to rates based upon the property invest-

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ment devoted to the public service, through adherence to any theoretic claim that the quantum of investment in a railroad sys- tem or a public utility plant becomes automatically less the longer it serves the public, until it is finally wiped out altogether at the behest of some estimated "table of lives" of detached units.

Time will not permit, and the present occasion does not war- rant, an extended discussion of the questions of law and applied economics involved in the oft-heard claim that property devoted to the public service should be subjected to a "theoretical depre- ciation" which pares and whittles away, year by year, the in- vestor's outlay and his right to receive a reasonable return upon the whole thereof.

I may, however, express the view that the most effective factor in the whole campaign to intimidate the investor and drive him from the railroad and public-utility field, has been the insidious doctrine of "expiring" investment or property value. In itself it has been, and will remain, sufficient to deter investors from risking new monies in a field subject to such a confiscatory con- cept, until it is generally rejected. Nevertheless, the statute under which the valuation of railway property has been in progress has been construed to give sanction to this concept.

The idea may be roughly illustrated in this way: Investors lay out $1,000,000 in building a railroad addition or a public utility plant. They expect a return of 7 per cent or 7Y2 per cent thereon, over and above operating expenses and the upkeep of the property, and rates are fixed accordingly. If, after the prop- erty has been in operation, such a rate has been charged, and such a return received, for several years, the question of the fixation of new rates by a regulatory commission arises, and the new rates are made such as to yield thereafter a return on a property invest- ment of only $600,000, and the quantum of investment is fixed accordingly, it is obvious that something has been done by the commission to wipe out and obliterate $400,000 of investment in the property, and confiscation to that extent has taken place in the guise of law. That this is done, in disregard of actualities, on a theoretical estimate that particular units in the property had a "life" of only ten years and that at the end of four years, four- tenths of that "life," and so of the property "value," had "ex- pired," leaving only six-tenths of "life" and "value" "unimpaired," does not alter the consequences to the investor. The result is a progressive destruction of his investment outlay, and he may be

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pardoned for preferring a field of enterprise where no such scheme of minimizing his investment is in vogue.

The bases of sound rate-making are, I think, clear, and their practical application needs to be defined and insisted upon. The rate chargeable by a railroad or utility should be adequate:

(1) To defray all operating expenses-the cost of service. (2) To provide for, as a part of operating costs, the main-

taining of the system and property in good condition, furnish renewals and replacements, and cover the diminution of cap- ital account through property withdrawn from service-thus keeping the property in first-class operating condition and the quantum of investment unimpaired.

(3) Over and above these current costs, to yield the investor a reasonable rate of return upon his property investment in the enterprise-his unimpaired investment-so that what he put into the project may remain in it and his right to earn a return upon all of it may continue, in the absence of some ultimate liquidation. Until the investor gets his money back from the enterprise, in some form other than that of the payment to him of the annual return, he must be regarded as entitled to receive a return cal- culated upon his aggregate outlay-what he is out of pocket be- cause his money is in this enterprise-and no countenance can be given to the concept that his investment is less merely because it has continued to serve the public for some years. No man's in- vestment is progressively destroyed by his receiving from year to year a payment representing a return on the investment. Nor does its duration affect its amount adversely. The principal of the money he has loaned to the enterprise is not extinguished or pared down by perennial payments of a return thereon. The right to earn a return on the full quantum of the investment con- tinues until the investment itself is liquidated or repaid.

Under present-day operating conditions and with the broad powers of the regulatory commissions over plant and equipment, the endeavors of the executives of a railway or public utility enterprise are to maintain it in 100 per cent operating condition, and to make repairs, replacements and renewals whenever ad- visable to that end. This is done as a current charge out of oper- ating expenses, and the plant is thus continuously renewing itself. Particular parts of units may wear or break; units may become inadequate or obsolete; but the plant goes on, and is kept abreast of operating needs, and has virtually the same, and often even

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greater, productivity and efficiency, years after its operation began and years after the process of continuing renewal, repair and re- placement began. The integrity of the capital investment is thus maintained, and the plant itself is kept physically good to the extent practicable or economically possible. Looking at the plant or railway system at any given time, certain outlays would be found necessary to make the plant or system 100 per cent phys- ically good-things which would be done in the ordinary course of repairs and renewals, and things which it would hardly pay to do, because the conditions to be repaired are so casual and incon- sequential as not to detract from operating efficiency. The full investment remains in the property, however, and the investor is entitled to a return upon the full amount thereof until his invest- ment has been repaid him.

In order to feel assured of a square deal, the investor needs to know, with considerable certainty, the capital sum upon which a return will be computed, in any rate-revision by public authority. He needs to know that the company will be allowed to earn a fair rate on the capital put in by him until such time as that capital is returned to him. There is no need now for uncertainty or indefiniteness about these bases of action. For years the railroads and the utilities have been subjected to accounting systems under which outlays are fully recorded, capital accounts are closely scrutinized, units and quantities and prices are known, and au- thentic data is available for the bases of sound and just action in rate matters.

(4) A constructive and cooperative attitude respecting the issuance of securities for ieze construction an d re-financing.

To bring the investor back into the railway and public-utility field with full confidence, there is need for a helpful and non- legalistic attitude on the part of the regulative commissions, in proceedings for authority to issue stocks and bonds for capital purposes, including re-financing. For a number of years, new construction by railways and utilities has been held to a minimum, as a part of a war-time program, and it has been deemed gener- ally impracticable to undertake flotations of securities for any purpose in this field, except where maturing obligations have left no alternative. Needed extensions have been long deferred, and applications for approval of new security issues have all but dis- appeared from commission calendars. Perhaps as a result of this condition we have lost sight, for a time, of the practical conse-

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SOUND POLICY AS TO THE INVESTOR

quences of the course taken by the state authorities in acting upon proposed security issues. The time is at hand, however, when this phase of regulatory power must be squarely faced, because it bears vitally upon the question whether new capital can be had from private sources. The era of "wild-cat" and speculative financiering in the public-service field is far behind us; the day of "watered" or inflated issues of securities by railway and other public-utility corporations is happily past, in nearly all of the states. The issuance of securities by public-service companies, under the authority of state tribunals, during the past decade, has in most instances been preceded by rigorous and minute inquiry to see to it that bona fide capital purposes were represented and that an adequate amount of money or property was received by the companies as consideration therefor. The certification of the security issue by the state commission has been, as it should be, an assurance and protection to the investor; but instances have not been lacking where the attitude of the commission was so exacting and inflexible as to bar the way to businesslike financing or re-financing. The difficulty has been more often one of pro- cedure and of intellectual predisposition than of substance; but the delay, the deterrents, the tendency to do "cheese-paring," and the reluctance to act readily upon the obvious actualities of a busi- ness situation, have operated to create oftentimes an atmosphere which the investor prefers to keep out of when he can.

The temper of the times in nowise suggests a return to the days of unregulated issuance of securities. Particularly if the commis- sions would fulfill their proper responsibility for the allowance of a fair return upon the property investment whose capitalization they sanction, the official scrutiny or security issues would be a great boon and safeguard to the bona fide investor. There is, however, need for reason, accommodation, common-sense regard for realities, and a little breadth of view, in the procedural han- dling of security issues by state tribunals.

The practical needs of the situation may perhaps be pointed by the comment of the Illinois countryman who went to Mr. Lin- coln to consult him regarding marital infelicities. After listening to a narrative which covered some twenty years of domesticity, marred often by conflict, Mr. Lincoln ventured the view that the facts stated would hardly sustain a suit for divorce. "Good heavens," replied the prospective client, "I do not want a divorce; what I want is a little more freedom on lodge nights !"

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RAILROAD LEGISLATION

(5) A better adjustment of the relationship between company management and the various instrumentalities of public regula- tion.

I do not believe that the investor will be disposed to supply again the new capital for needed facilities of transportation, light, heat and power, except as the relationship between the company management and the various officials and bodies imposing regula- tory requirements is brought to a basis better defined and more harmonious. There is need for adjustment and definition, on both sides; mistakes have been made, on both sides; but the present situation leaves the definite feeling that various public agencies have been given drastic powers over both his outlay and his earn- ings, and that he and his investments are too often torn to tatters in a conflict between the commissions and the company officers, over matters which he does not fully understand, beyond the point that public officers have been vested with a power to do him harm from which the best efforts of directorates and executives cannot altogether protect him.

Regulation of a thorough-going character has come to stay, and the public interest has come to be recognized as a general partner in very public-utility enterprise. No mandates of a regulatory tribunal are required to give to the public interest a voice or a vote in the conduct of the affairs of the average large enterprise of today. Subject to the qualification that men of differing expe- rience may differ widely in their judgments, a real desire to serve the public acceptably is now the rule rather than the exception, and the regulatory tribunals are called upon to review and correct divergencies of judgment rather than perversity of purpose.

In recognizing, however, that public control through suitable agencies is an essential part of any plan of public-utility operation through private enterprise, and that cooperation must be had between company and commission, there is need also for recog- nition of the delicate and drastic power reposed in the public agency. Power to fix the price charged for the company's product and power to impose requirements which add to the cost of pro- ducing the service rendered, involves a far-reaching control, not only over the investor's earnings from the capital he is devoting to the public service, but even over the security and permanency of the investment itself. In ways that attempted enforcement of the constitutional guarantees may not be able to forestall, regula- tion may inflict a virtual confiscation. So the investor may be pardoned if he is predisposed to be wary about putting more of

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SOUND POLICY AS TO THE INVESTOR

his money into enterprises so drastically supervised, at a time when there is such a demand for money in industries subject to no such control over selling-price, security issues, and the prop- erty investment itself.

Thus there is plainly a need that the commissions shall be made up of men of the broadest experience and open-mindedness of view, and that they shall be assured tenure, salaries, rank, and status of aloofness from political and financial entanglements, so that their position and qualifications may correspond to those of judges of the highest courts of the state. Furthermore, there is need for a simplification and concentration of supervisory powers. Far too many public officials and bodies are vested with power to affect adversely the earnings and properties of railroads and other utilities. From a score of uncoordinated public instrumentalities come a multitude of directions, adding to the complexity and cost of doing business, and subtracting from the revenues. "Too many cooks" spoil the investment; there is need for a more unified regulation.

For example, if the government requires a utility to pay taxes on a given quantum of property investment, it should readily, and at all hazards, secure to the company's investors rates permitting an adequate return on at least that quantum of property. Often- times the value fixed for tax purposes may fall far below the total property investment on which the company has a right to earn a return, but the spectacle should be ended of one set of govern- mental officers trying to establish the highest possible value for the company's property as that on which the company should pay taxes, and another set of officials trying to prove that the same property has little or no value at all in a rate proceeding, and both sets of officials, and several others, trying to prevent the company from earning anything at all on either the highest or the lowest value claimed by any of the public authorities.

Again, if the government subjects the finances and operations of a public-service company to a constant and inquisitorial super- vision and analysis, in the form of a uniform system of accounts and closely scrutinized reports rendered under penalty, the operat- ing data thus brought together under public scrutiny ought to be recognized as the available basis for official action in favor of, as readily as against, the company, and those who have required the company to spend much time and money in complying with these regulatory requirements ought not to be permitted to deny the company the benefits of such compliance in good faith.

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  • Contents
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  • Issue Table of Contents
    • Proceedings of the Academy of Political Science in the City of New York, Vol. 8, No. 4, Jan., 1920
      • Front Matter [pp. i - iv]
      • Railroad Regulation: General Principles
        • Solving the Railroad Problem [pp. 1 - 5]
        • The Senate Committee Railroad Bill [pp. 6 - 27]
        • The House Committee Railroad Bill [pp. 28 - 35]
        • The Legislative Program of the Interstate Commerce Commission [pp. 36 - 45]
        • The Relations of Shipper and Carrier [pp. 46 - 53]
        • Objects of Railway Legislation [pp. 54 - 59]
        • The Scope and Functions of a Federal Transportation Board [pp. 60 - 65]
        • The House and Senate Railroad Bills [pp. 66 - 69]
        • Why Railroad Regulation Has Failed [pp. 70 - 73]
        • An Engineer's Point of View [pp. 74 - 78]
        • The Regulation of Water Carriers [pp. 79 - 81]
      • Railway Earnings and Credit
        • The Railroads and the Investor [pp. 82 - 86]
        • The Revenue Needs of the Railroads [pp. 87 - 96]
        • Railroad Legislation [pp. 97 - 106]
        • Relation of Valuation to Investments [pp. 107 - 111]
        • Reconstruction of Railroad Credit [pp. 112 - 119]
        • Pending Congressional Legislation as Affecting Owners of Railroad Securities [pp. 120 - 129]
        • The Price of Private Ownership [pp. 130 - 134]
        • Essentials of a Sound Policy as to the Investor [pp. 135 - 145]
        • What Warren S. Stone Thought in 1911 [pp. 146 - 149]
        • Railway Credit and the Interstate Commerce Commission [pp. 150 - 151]
      • The Railroad Labor Problems
        • The Human Factor in the Railroad Business [pp. 152 - 155]
        • Pending Railway Legislation [pp. 156 - 164]
        • Relations of Railroads and Their Employees [pp. 165 - 177]
        • The Adjustment of Labor Controversies [pp. 178 - 183]
        • Labor and the Democratic Control of Railroads [pp. 184 - 190]
        • Some Practical Aspects of the Railroad Problem [pp. 191 - 194]
        • Discriminations [pp. 195 - 197]
      • The Railroads and the Public
        • The Importance of the Public Interest [pp. 198 - 200]
        • The Railroads and the Public [pp. 201 - 212]
        • The Objections to an Immediate Resumption of Private Operation [pp. 213 - 217]
        • Relation of Public Ownership to Democracy and Social Justice [pp. 218 - 247]
        • Government Ownership the Only Solution [pp. 248 - 251]
        • Nationalizing the Railroads: Consolidation Accomplished, Competition Ends, and with It Private Ownership [pp. 252 - 262]
      • Appendix [pp. 263 - 268]
      • Back Matter