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Repurchase Tender Offers, Signaling, and Managerial Incentives

Journal of Financial and Quantitative Analysis 1984 19(2), 163
One of the main principles of corporate finance is that managers should maximize the market value of the outstanding securities. While it is realized that managers and security holders may have divergent objectives, it is generally assumed that various market forces keep managerial and shareholders' goals in line. Out of the extensive literature on this issue, three such market forces emerge. First, non-value-maximizing firms are prime targets for take-over bids (e.g., see [14]): bidding firms could acquire control over the shares of the target firm, replace the management, follow a value-maximizing strategy, and realize a profit from the resulting appeciation of the target shares. Second, outside shareholders may charge managers-owners ex ante by discounting stock prices for expected managerial expropriation, which may induce managers to accept various restrictions on their behavior (e.g., see [11]). Third, shareholders may charge managers ex post, indirectly via the discipline imposed by a competitive managerial labor market (e.g., [8]). Note the difference from the previous mechanism: Jensen and Meckling [11] assume that managerial wages are fixed so that all the adjustment for expected expropriation is reflected in stock prices (and, ultimately, in costly monitoring and bonding devices). In Fama's [8] model, all the adjustment occurs in the managerial labor market, so that the value of the firm remains unaffected by expected managerial expropriation.

A Pure Financial Explanation for Trade Credit

Journal of Financial and Quantitative Analysis 1984 19(3), 271
This paper provided a pure financial explanation for the existence of trade credit and for the values of the credit terms offered to customers. Two motives for extending trade credit were identified. The pure operating flexibility motive arises because the opportunity to change credit policy provides the seller an efficient way to respond to fluctuations in demand. This motive was eliminated from consideration in this paper by assuming constant demand. The seller must hold a liquid reserve when the financial markets are imperfect and the desire to earn an excess rate of return on this reserve explains the pure financial intermediary motive for trade credit.The pure financial incentive to lend this liquid reserve to customers was examined by viewing a market borrowing rate of interest that exceeds the market lending rate of interest as a hindrance to trade or, equivalently, as a financial market tariff. This tariff imposes a wedge between the market prices paid and received for the product plus a loan and thereby inflicts a loss of surplus on the seller and buyers. Trade credit lending enables the seller and/or the buyers to recapture at least part of this loss when the source of the tariff does not apply to direct loans to customers. Financial market tariffs caused by transactions costs fulfill this requirement because the trade credit lender's familiarity with its customers and product provide it with information and collection cost advantages over financial intermediaries. Tariffs caused by financial intermediary rents fulfill this requirement as well because the parties to a trade credit loan do not employ the services of a financial intermediary.Increasing opportunity costs and financial market imperfections in addition to the ones described above establish the limits of credit policy. The optimal amount of accounts receivable is derived from the condition that the marginal revenue of trade credit lending is equal to the marginal cost. This condition combined with factoring costs produces a unique, finite optimal credit period. Accrual accounting for income tax purposes imposes an additional restriction because the firm is taxed on the recovery of its opportunity costs. These limitations on credit policy were examined separately in this paper for clarity but they are in effect simultaneously in practice.

Optimal Hedging Policies

Journal of Financial and Quantitative Analysis 1984 19(2), 127
The decomposition of real variables into a trend or growth, a cycli-cal, and a seasonal component has a long history in macroeconomics. The cyclical part is generally considered to be of special interest, because it is believed to dominate short-run fluctuations in real activity and to