2. What is vertical integration?
Vertical (or horizontal) integration means that
the assets that were previously held by two
firms are combined into a single firm.
The result is either joint ownership or the sale
of one firm’s assets to the other.
3. Market Imperfections
Upstream and downstream firm
Downstream firm
Monopolist with no costs
Sets price to its market (mark-up over marginal
costs)
Upstream firm
Monopolist
Sets input price to downstream firm anticipating
impact on demand
4. Vertical Integration
Suppose upstream and downstream firms are
commonly owned
Best internal transfer price is based on
upstream marginal cost, c.
Market price set so that MR = c.
Maximises joint profits
5. Impact on Profits
$
PS
PI
Downstream
Profit
c+t Downstream Marginal
Upstream Cost
Profit
c
Joint Marginal
Cost
Marginal Demand
Revenue
QS QI
6. Double Marginalisation
With outsourcing
Both firms charge a mark-up
Higher prices, low overall profits, lower consumer
welfare (not very competitive if there is another
vertical chain)
Solved by:
Vertical integration
Two-part tariffs
More downstream or upstream competition
7. Can vertical integration
matter?
The Coase Theorem tells us that asset ownership
does not matter for efficiency.
Assumes complete contracting
When contracts are incomplete there exist residual
rights of control (unspecified actions). According to
Grossman & Hart:
“To the extent that there are benefits of control, there will
always be potential costs associated with removing control
(i.e., ownership) from those who manage productive
activities.”
8. GM-Fisher Body
1920s: General Motors purchased car bodies from
independent firm (Fisher Body)
Technology change: wooden to metal
GM built a new assembly plant that required reliable
supply
wanted Fisher Body to build a new car body plant next to it
no need for shipping docks etc.
9. Fisher Refused
Fisher Body refused to make this investment.
Feared that a plant so closely tailored to
GM’s needs would be vulnerable to GM’s
demands (hold-up)
Eventually resolved this issue by vertical
integration -- could not find a contractual
solution
10. Merger Benefits & Costs
Benefits to GM:
Could make more demands of Fisher Body
More investment or extra supply
Costs to GM:
Diminished managerial incentives
If costs are lowered in the body plant, GM is better able to
appropriate these at expense of managers.
Harder to keep those costs down.
11. Bottling Pepsi
PepsiCo has two types of bottlers:
Independent: owns assets of bottling operation
and exclusive rights to franchise territory. Can
determine how these are used - when to restock
stores etc.
Company owned: decisions can be made higher
up; Pepsi can choose to delegate local marketing
to its subsiduary
12. Pepsi’s Control
Pepsi cannot control how an independent bottler
operates in a territory
If it wants a national marketing strategy (such as the Pepsi
Challenge), it can’t compel the bottler to cooperate
By acquiring a bottler, Pepsi has ultimate control.
If the subsidiary managers refused to participate in the
national campaign, they could be sacked and replaced.
13. Motivating Example Again
Service requires a truck (the asset) for production
Also, enhancing value are:
a shipper, S (who wants to ship goods)
there are also other shippers except that they have goods to ship that
are $100 less in value created
a trucker, T (does this): can take care or no care in maintaining
truck;
there are many truckers who can take no care but this particular
trucker is the only one that can take care
Effort in care is relationship-specific and is now assumed to be
non-contractible
Also assume that care is a skill that is developed (through habits
etc.). Therefore, it becomes embedded in the trucker’s human
capital.
14. Effort and Value
Benefit from extended truck life
No Care: truck’s value is $50
Care: truck’s value is $200
Trucker’s effort cost of care
Minimal care: cost of $0
High care: cost of $100
Marginal Benefit = $150 > $100 = Marginal Cost
Efficient to take care
What happens under different ownership structures for
the asset?
15. Non-contractible Investment
Suppose bargaining took place after effort choice is
made
There are four cases to evaluate.
Minimal care and alternative shipper
Minimal care and S
High care and alternative shipper
High care and S
S is no longer essential and so their added value is
less than the T if they do not own the asset.
16. Will trucker take care?
Ex Post Added Values: How to Share $200
Ownership Shipper’s Trucker’s 3rd Party’s
Structure Added Value Added Value Added Value
(Expected (Expected (Expected
Surplus) Surplus Surplus)
Backward $200 $150 $0
Integration ($125) ($75) ($0)
Forward $100 $200 $0
Integration ($50) ($150) ($0)
Cooperative $200 $200 $0
($100) ($100) ($0)
Vertical $100 $150 $200
Separation ($16.66) ($66.66) ($116.66)
17. Incentives and Ownership
Trucker can be easily replaced if does not take care.
However, under BI and 3rd party ownership (vertical
separation), does not expect to earn enough to
cover costs of $100.
Will take care under FI: needs to have control rights
(i.e., right to exclude use of asset) in order to gain
sufficient surplus ex post.
That is, under FI, by taking care, T gets $50 (=$150-$100)
but only $25 if it does not take care.
Under Cooperative, taking care gives T $0 but not taking
care gives them $25.
General principle: give control rights to agents
making important investments.
18. Efficient Integration Level
As they encourage the trucker to take care,
forward integration is the only efficient
organisational form
Do we expect asset ownership to track
efficiency?
19. Shipper Interests
Shipper might choose to have a back haul. A
back haul adds value of $100 (independent of
level of care).
Suppose that trucker – if they own the truck –
can find alternative customers for the back
haul. If expend cost of $10 will find alternative
customer adding value of $50.
20. Forward Integration
Shipper’s added value ex post:
$250 if trucker searches for alternative customer
$300 if trucker does not search
Trucker’s added value ex post
$300 regardless of whether searches
Searching improves trucker’s expected surplus
from $150 to $175; therefore, worth the $10
expense.
If search very costly, BI may become efficient
again.
21. Optimal Firm Boundaries
Ownership provides maximal incentives to
take non-contractible actions
Optimal firm boundary depends upon:
whose actions are hardest to encourage
whose actions are most important for value
Never vest ownership with someone who
does not provide a non-contractible action
(I.e., 3rd party)
22. What Happens in Trucking?
Suppose that you could put on-board
computers on truckers to monitor drivers.
Theory: easier to monitor driver’s care and
reflect it in explicit performance payments or
fines – therefore, less need for trucker
ownership.
Baker & Hubbard (2000): use of OBCs has
increased non-trucker ownership especially
on routes that may be more subject to trucker
rent seeking.
23. Shipper vs. Carrier ownership
What determines whether shippers use internal (captive) fleets or
for-hire carriers for a haul?
Determines who owns control rights associated with dispatch
(truck scheduling)
Shippers use internal fleets when want high service levels from
truck drivers
Truck utilisation higher in for-hire fleets – ability to line up a
sequence of hauls for a truck – tight coordination (requires
dispatcher effort)
Need for flexibility conflicts with search for back hauls
Harder to motivate truck drivers when looking for high service
levels.
Empirically: OBCs lead to more shipper ownership
24. Case: Insurance Industry
Insurance industries
In-house sales force: whole life
Independent brokers: fire and casualty
Choice determines ownership of client list
25. Effect of ownership
Agent owns list
cannot be solicited without permission
agent looks for clients most likely to renew
motivate agents by using renewal commission
agent can hold-up company; threaten not to introduce new
products to clients
Company owns list
company can hold-up agent; threaten to increase
premiums that reduce renewal commission
26. Applying Grossman & Hart
Choice between independent and in-house agents
should turn on relative importance of investments in
developing long-term clients by the agent and list-
building activities of the insurance firm
Whole life: customer less likely to switch so searching for
long-term customers less important -- in-house
Fire & casualty: searching for long-term customers is
important -- independent
27. Dynamic Issues
How does outsourcing and
integration performance change
over time?
28. T5 at Heathrow
Project management handled internally
Contractors on cost-plus contracts (not fixed
price as is usually the case)
British Airports Authority wanted to keep
options open to change design specifications
throughout the life of the project
Happy to engage in on-going managerial
attention
29. Fixed vs Cost Plus
Fixed contracts
Costs aren’t passed through
High powered incentives to keep costs down
Anticipate cost savings that might be achieved when tendering
But contracts incomplete: so subject to renegotiation (also
anticipated in tender)
Cost plus contracts
Costs are passed through
Low powered incentives
No difficult renegotiations – easier to change designs during
project
For complex projects that require lots of coordination, may be
better to use cost plus contracts
30. Car Manufacturing
Varied patterns of outsourcing
Some companies integrated (GM)
Some outsource almost everything (Volvo)
Novak-Stern case studies suggest that...
External sourcing allows firms to access state-of-the-art
technology but leaves them open to hold-up and low effort supply
after the initial terms of the contract are satisfied
Internal development is associated with inferior technology
development and high costs for an initial model-year, but there
are much greater opportunities for improvements over time
31. Performance Over time
Vertical Integration External Sourcing
Deep vehicle- specific Global supply opportunities
Ex Ante knowledge base Opportunity for well-
Less knowledge of defined performance
Contracting
system-specific technology contracts
Opportunities Difficult to enforce specific
performance criterion
Continuing authority Hard to enforce contracts
Ex Post relationship allows for after key requirements have
Renegotiation Outcomes redirection been met
Potential for learning Fewer continuing
relationships
33. Summary
No black and white choice in outsourcing
Capabilities can improve over time
Ability to coordinate internal or external teams
Ability to improve internal performance
Handling contractual disputes
No ‘one size fits all’
Complexity – design and parts
34. Principles of Efficient
Ownership
Simple example
Asset: luxury yacht
Service: gourmet seafare
Workers: chef and skipper
Customer: tycoon
Value created
Tycoon value = $240 (no other customers)
Substitutes for skipper’s skills (no added value)
Chef: asset-specific action (no other yachts) for cost of $100;
necessary to provide service for Tycoon
Time-line
Date 0: chef chooses whether to take action
Date 1: negotiate over division of $240
35. Ownership Outcomes
Owner Skipper Tycoon Chef
Division
240/3 each 0, 240/2, 240/2 0, 240/2, 240/2
(S, T, C)
Invest No Yes Yes
36. Skipper Value
Now suppose, skipper has a non-contractible
(date 0) action
for cost of $100 can increase value of service to
tycoon by another $240 (total now $480)
for example, increases knowledge of local islands
37. Ownership Outcomes
Owner Skipper Tycoon Chef
Division
200, 200, 80 120, 240, 120 80, 200, 200
(S, T, C)
Invest No Yes Yes
38. Complementary Assets
Now suppose there are other customers
who can use the yacht
But tycoon can choose a non-contractible
action (e.g., plan entertainment schedule
for the year). Gives additional value of
$240.
Yacht can be split in two: galley and hull
39. Divided Ownership
Is it ever optimal for chef to own galley and
skipper to own hull?
Division of value is: chef ($320), skipper ($320)
and tycoon ($240/3)
Tycoon has to reach agreement with both while
skipper and chef only require their joint
agreement
Better to give entire yacht to skipper or chef.
Tycoon’s incentive rises ($240/2)
40. Principles
Never give ownership to dispensable
individuals
Give ownership to indispensable agents
(even though may not make an investment)
Vest ownership of complementary assets
with a single individual
41. Qualification
Does asset ownership really improve incentives for
specific investments?
Those investments create value
But may reduce the asset’s value outside of the
relationship: it is specialised to the other agent
Without ownership, do not care about this reduction
Hence, it is possible that incentives could be reduced by
ownership
42. Summary
Value of ownership
Increased bargaining position (added value)
Incentives to take non-contractible actions
Ownership improves this by allowing agent to capture a
greater share of the rewards
But diminishes the incentives of non-owners
Who should own an asset?
Agents taking non-contractible actions
Important agents