Financing with Preferred Stock
分析了1980年代优先股市场的重大变化，包括新型优先股的创新、行业发行模式转变以及理论发展，对研究公司融资和资本结构的学者有参考价值。
N Significant changes occurred in the market for preferred stock during the 1980s. The most apparent change was the number of new types of preferred stock. These innovations, including various types of adjustable rate and auction rate preferred stock, have received considerable attention in the business and academic press (see, for example, Alderson, Brown, and Lummer [1], Finnerty [12], and Winger et al. [25]). However, because of fundamental economic developments during the 1980s, there is good reason to believe that the changes go far beyond the innovations in preferred stock instruments. The 1980s witnessed a highly active merger market and turbulence and regulatory change in the financial services industry that is unprecedented since the Great Depression. Also important are the recent downturn in capital expenditures by the utility industry and changes in the tax laws. Taken together, these factors have produced major shifts in the pattern of industry issuances of preferred stock. The theory of preferred stock-how preferred stock fits into the capital structure framework-has also undergone considerable development in the past few years. Fooladi and Roberts [13] integrate preferred stock into Miller's [18] Debt and Taxes framework. Because preferred stock is a tax-advantaged investment for corporate investors, positive amounts of preferred stock will be both supplied and demanded in a Miller equilibrium. Elmer [10] integrates the Miller equilibrium model with the tax shield uncertainty model of DeAngelo and Masulis [9]. He demonstrates how preferred stock interacts with nondebt tax shields to influence a firm's optimal capital structure, showing that low preferred stock yields effectively enable low tax rate firms to sell excess tax shields. In this way, firms can effectively achieve tax advantages similar to debt financing regardless of their present and expected tax This paper has benefitted from a workshop presentation at San Diego State as well as from helpful comments from Keith Brown, Robert Capettini, Gun-Ho Joh, Nikhil Varaiya, three anonymous reviewers, and the editor. An earlier version of this paper was presented at the FMA meeting in 1988. We are grateful for the support of the Price Waterhouse Foundation. The authors would like to thank Airung Liu for her valuable research assistance.