We investigate product-market competition when managers maximize shareholder value rather than their expected discounted value of profits. If shareholders are imperfectly informed about future profitability, shareholder-value maximization can lead to either more or less aggressive product-market strategies. Lower rivals’ profits lead investors to believe that the firm’s costs are low relative to those of its rivals and that the industry’s prospects are poor. If the former (latter) inference dominates, each firm tries to lower (raise) its rivals’ profits to increase its own stock price. We also consider implications for corporate financial structure.

[We investigate product-market competition when managers maximize shareholder value rather than their expected discounted value of profits. If shareholders are imperfectly informed about future profitability, shareholder-value maximization can lead to either more or less aggressive product-market strategies. Lower rivals' profits lead investors to believe that the firm's costs are low relative to those of its rivals and that the industry's prospects are poor. If the former (latter) inference dominates, each firm tries to lower (raise) its rivals' profits to increase its own stock price. We also consider implications for corporate financial structure.]

By committing to terminate funding if a firm's performance is poor, investors can mitigate managerial incentive problems. These optimal financial constraints, however, encourage rivals to ensure that a firm's performance is poor; this raises the chance that the financial constraints become binding and induce exit. We analyze the optimal financial contract in light of this predatory threat. The optimal contract balances the benefits of deterring predation by relaxing financial constraints against the cost of exacerbating incentive problems.

HD28 .M414 no.2062-88,

Within an optimal contracting framework, we analyze the optimal number of creditors a company borrows from. We also analyze the optimal allocation of security interests among creditors and intercreditor voting rules that govern renegotiation of debt contracts. The key to our analysis is the idea that these aspects of the debt structure affect the outcome of debt renegotiation following a default. Debt structures that lead to inefficient renegotiation are beneficial in that they deter default, but they are also costly if default is beyond a manager's control. The optimal debt structure balances these effects. We characterize how the optimal debt structure depends on firm characteristics such as its technology, its credit rating, and the market for its assets.

In our 1990 paper, we showed that managers concerned with their reputations might choose to mimic the behavior of other managers and ignore their own information. We presented a model in which “smart” managers receive correlated, informative signals, whereas “dumb” managers receive independent, uninformative signals. Managers have an incentive to follow the herd to indicate to the labor market that they have received the same signal as others, and hence are likely to be smart. This model of reputational herding has subsequently found empirical support in a number of recent papers, including Judith A. Chevalier and Glenn D. Ellison’s (1999) study of mutual fund managers and Harrison G. Hong et al.’s (2000) study of equity analysts. We argued in our 1990 paper that reputational herding “requires smart managers’ prediction errors to be at least partially correlated with each other” (page 468). In their Comment, Marco Ottaviani and Peter Sorensen (hereafter, OS) take issue with this claim. They write: “correlation is not necessary for herding, other than in degenerate cases.” It turns out that the apparent disagreement hinges on how strict a definition of herding one adopts. In particular, we had defined a herding equilibrium as one in which agent B always ignores his own information and follows agent A. (See, e.g., our Propositions 1 and 2.) In contrast, OS say that there is herding when agent B sometimes ignores his own information and follows agent A. The OS conclusion is clearly correct given their weaker definition of herding. At the same time, however, it also seems that for the stricter definition that we adopted in our original paper, correlated errors on the part of smart managers are indeed necessary for a herding outcome—even when one considers the expanded parameter space that OS do. We will try to give some intuition for why the different definitions of herding lead to different conclusions about the necessity of correlated prediction errors. Along the way, we hope to convince the reader that our stricter definition is more appropriate for isolating the economic effects at work in the reputational herding model. An example is helpful in illustrating what is going on. Consider a simple case where the parameter values are as follows: p 5 3⁄4; q 5 1⁄4; z 5 1⁄2, and u 5 1⁄2. In our 1990 paper, we also imposed the constraint that z 5 ap 1 (1 2 a)q, which further implies that a 5 1⁄2. The heart of the OS Comment is the idea that this constraint should be disposed of—i.e., we should look at other values of a. Without loss of generality, we will consider values of a above 1⁄2, and distinguish two cases.

During recessions, output prices seem to rise relative to wages and raw-material prices. One explanation is that imperfectly competitive firms compete less aggressively during recessions. That is, markups of price over marginal cost are countercyclical. We present a model of countercyclical markups based on capital-market imperfections. During recessions, liquidity-constrained firms boost short-run profits by raising prices to cut their investments in market share. We provide evidence from the supermarket industry in support of this theory. During regional and macroeconomic recessions, more financially constrained supermarket chains raise their prices relative to less financially constrained chains.

This paper examines some of the forces that can lead to herd behavior in investment. Under certain circumstances, managers simply mimic the investment decisions of other managers, ignoring substantive private information. Although this behavior is inefficient from a social standpoint, it can be rational from the perspective of managers who are concerned about their reputations in the labor market. We discuss applications of the model to corporate investment, the stock market, and decision making within firms.

We develop a two‐tiered agency model that shows how rent‐seeking behavior on the part of division managers can subvert the workings of an internal capital market. By rent‐seeking, division managers can raise their bargaining power and extract greater overall compensation from the CEO. And because the CEO is herself an agent of outside investors, this extra compensation may take the form not of cash wages, but rather of preferential capital budgeting allocations. One interesting feature of our model is that it implies a kind of “socialism” in internal capital allocation, whereby weaker divisions get subsidized by stronger ones.