What ceo can do with high cost of capital

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Volume 53, Issue 1, July 1999, Pages 43-71

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Jensen and Meckling (1976) illustrate that, to reduce agency conflicts with managers, shareholders are expected to tie managers’ wealth to firm, or stock-price, performance. By using compensation policy to manage the slope of the relation between managers’ wealth and stock price, shareholders can induce managers to take actions that increase equity value. Managing this slope, however, is not sufficient to control agency conflicts arising between stockholders and managers. As is well-recognized in studies by Jensen and Meckling (1976), Haugen and Senbet (1981), and Smith and Stulz (1985), the convexity of the relation between stock price and managers’ wealth, in addition to the slope, must be managed to induce managers to make optimal investment and financing decisions.

The convexity, or curvature, of the wealth–performance relation refers to the sensitivity of managers’ wealth to the volatility of equity value. To date, no empirical evidence exists on the importance of convexity in the design of executives’ incentives. This study quantifies the impact of equity risk, or stock-return volatility, on the value of stock options and common stock held by corporate CEOs, and provides evidence on cross-sectional determinants of convexity in executives’ incentive schemes.

Smith and Stulz (1985) show that when managers’ wealth is dependent upon firm performance, risk-aversion can cause managers to pass up risk-increasing, positive net-present-value projects. They illustrate how shareholders can reduce this risk-related agency problem by using stock options or common stock to structure managers’ wealth as a convex function of firm performance. Since risk-related investment problems are expected to be greatest for firms with substantial investment opportunities, the magnitude of convexity in executives’ wealth–performance relation is predicted to be positively related to the proportion of assets that are growth options. Smith and Watts (1992) also hypothesize that growth options are a determinant of executives’ incentives. However, their argument focuses primarily on the slope of the wealth–performance relation. Theory suggests that, in addition to influencing the slope, the investment opportunity set is also a determinant of the convexity in the wealth–performance relation.

To illustrate differences between the slope and convexity of the wealth–performance relation, consider the options and common stock held by the following two CEOs. As of December 31, 1993, the CEO of Conrail Inc. held 94,400 shares of stock, worth $6.3 million, and 102,500 stock options, worth approximately $3.9 million. At that time, the CEO of GTE Corp. held 61,100 shares of stock worth $2.1 million and 539,900 stock options worth approximately $4.3 million. Using a Black and Scholes (1973) option-pricing framework (its application in this study is discussed in Section 4), and parameter values as of December 31, 1993, the securities held by each of the CEOs would increase in value by about $600,000 for a 5% increase in their firm's stock price. That is, the slope of the wealth–performance relation is approximately the same for both CEOs on this date. However, the convexity in their wealth–performance relation differs considerably. The GTE CEO's securities would increase in value by about $505,000 for a 5 percentage point increase in the annualized standard deviation of GTE's stock returns. This figure compares to a $55,000 increase in the value of the Conrail CEO's securities for the same increase in stock-return volatility. Therefore, the GTE CEO appears to have significantly greater risk-taking incentives than the CEO of Conrail Inc.

Using compensation data for 278 corporate CEOs, I present evidence that stock options, but not common stockholdings, play an economically significant role in increasing the convexity of the relation between managers’ wealth and stock price. I measure convexity as the change in the value of managers’ stock options and stockholdings for a given change in stock-return volatility. The median change in the value of CEOs’ option portfolios for a 10 percentage point change in the standard deviation of stock returns is approximately $300,000, with an interquartile range of $425,000.1 Convexity provided by common stock, on the other hand, is several orders of magnitude lower than that of stock options, and is of little economic importance for most CEOs in the sample. The median change in the value of CEOs’ common stockholdings for a 10 percentage point change in return volatility is only $22, with an interquartile range of $2400. Since most firms are financially healthy, common stock, when viewed as an option on the firm's asset value, is generally so deep 'in the money’ that the payoff to shareholders is effectively a linear function of firm value.

I also find that the convexity in CEOs’ incentive schemes is positively related to the proportion of a firm's assets that are growth options. Thus, firms appear to provide managers with incentives to invest in risky projects when the potential loss from forgoing valuable risk-increasing projects is greatest. Finally, equity risk is shown to be positively related to the convexity provided to CEOs, suggesting that managers’ investment and financing decisions are influenced by their risk-taking incentives.

Section 2 briefly highlights the relation between convexity, managers’ preferences toward firm risk, and risk-related agency costs. The data are summarized in Section 3. Section 4 describes the procedure used to estimate the slope and convexity of the wealth–performance relation, and provides descriptive findings. The cross-sectional relation between firms’ investment opportunities and the convexity provided to managers is explored in Section 5. Section 6 examines whether firms’ stock-return volatility is related to the convexity of managers’ wealth–performance relation. I conclude with Section 7.

The relation between firm risk and managers’ incentives is well-developed in the literature. When a manager holds common stock and stock options, a dependence exists between his wealth and the firm's stock-price performance (see Jensen and Meckling, 1976; Jensen and Murphy, 1990). This dependence is commonly referred to as the wealth–performance relation. Since stock price varies over time, the payoffs to this incentive scheme are uncertain, and risk is imposed on the manager. In Pratt (1964),

I compile compensation and stock-based wealth data for 278 corporate CEOs as of December 31, 1993. To obtain the sample, I first rank the largest 1000 firms included in the Compustat database by market value as of December 31, 1988. By allowing a five-year period between the ranking date and the compensation measurement period, I reduce the potential bias of including only successful firms in the sample, and increase the probability of finding cross-sectional variation in the firms’ financial

As discussed above, the focus of this study is not on the slope of CEOs’ wealth–performance relation, but instead on the convexity of this relation. I measure the convexity contributed by a stock option or share of common stock as the change in the security's value for a 0.01 change in the annualized standard deviation of stock returns. The contribution of stock options and common stock to the convexity in the wealth–performance relation can vary widely across CEOs, and is a function of firms’

As illustrated in Section 2, risk-related agency problems can cause managers to pass up risky, positive NPV projects. This problem is likely to be most severe in firms with substantial investment opportunities (see Milgrom and Roberts, 1992, Chapter 13, for a discussion of potential risk-related agency costs in firms with valuable growth opportunities).

The analysis in Section 2 suggests that managers are more willing to invest in risk-increasing projects as the convexity of payoffs in the relation between their wealth and stock price increases. This relation between convexity and investment choice also underlies the hypothesis tested in Section 5, that the sensitivity of CEOs’ wealth to equity risk is directly related to firms’ investment opportunities. Therefore, it is of interest to examine whether firms’ stock-return volatility, as a

The determinants of executive compensation practices, and in particular the relation between managers’ wealth and firm performance, is a topic of importance to both academics and practitioners. Though the slope of this relation has been examined in considerable detail, no study has quantified or explored the determinants of curvature, or convexity, in this relation. I argue that to effectively control agency conflicts between stockholders and managers, shareholders are expected to manage the

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