Using the Capital Market as a Monitor: Corporate Spinoffs in an Agency Framework
构建模型说明,多元化公司中产品经理的激励合约可包含未来分拆的可能性,即使分拆很少实际发生,也能改善当前激励,因为分拆后股票价值能更干净地反映经理的生产力。
A model is developed in which corporate spinoffs are a feature of incentive contracts for product managers in diversified firms. I argue that the possibility of a future spinoff can improve current incentives for divisional managers, even if a spinoff rarely actually occurs. Spinoff incentive policies exploit the fact that after a spinoff, the stock value of the product line is a much cleaner signal of managerial productivity than when the division belongs to the parent firm. I show that providing current incentives through such a reorganization policy can dominate standard principal-agent contracts in highly diversified firms. Empirical implications of the model are developed regarding corporate spinoff behavior and the compensation of divisional managers.