最优资本结构对经济及其它价值的作用【外文翻译】.doc

本科毕业论文（设计）外 文 翻 译原文：Optimal Capital StructureReflections on Economic and Other ValuesOver the last few decades studies have been produced on the effect of other stake holders interests on capital structure. Well-known examples are the interests of customers who receive product or service guarantees from the company. Another area that has received considerable attention is the relation between managerial incentives and capital structure (Ibid.). Furthermore, the issue of corporate control 1 and, related, the issue of corporate governance , receive a lions part of the more recent academic attention for capital structure decisions.From all these studies, one thing is clear: The capital structure decision (or rather ,the management of the capital structure over time) involves more issues than the maximization of the rms market value alone. In this paper, we give an overview of the different objectives and considerations that have been proposed in the literature. We make a distinction between two broadly dened situations. The rst is the traditional case of the rm that strives for the maximization of the value of the shares for the current shareholders. Whenever other considerations than value maximization enter capital structure decisions, these considerations have to be instrumental to the goal of value maximization. The second case concerns the rm that explicitly chooses for more objectives than value maximization alone. This may be because the shareholders adopt a multiple stakeholders approach or because of a different ownership structure than the usual corporate structure dominating nance literature. An example of the latter is the cooperation, a legal entity which can be found, in among others, many European countries. For a discussion on why rms are facing multiple goals, we refer to Hallerbach and Spronk 。According to the neoclassical view on the role of the rm, the rm has one single objective: maximization of shareholder value. Shareholders possess the property rights of the rm and are thus entitled to decide what the rm should aim for. Since shareholders only have one objective in mind - wealth maximization - the goal of the rm is maximization of the rms contribution to the nancial wealth of its share-holders. The rm can accomplish this by investing in projects with a positive net present value. Part of shareholder value is determined by the corporate nancing decision. Two theories about the capital structure of the rm - the trade-off theory and the pecking order theory - assume shareholder wealth maximization as the one and only corporate objective. We will discuss both theories including several market value related extensions. Based on this discussion we formulate a list of criteria that is relevant for the corporate nancing decision in this essentially neoclassical view.The original proposition I of Modigliani and Miller tates that in a perfect capital market the equilibrium market value of a rm is independent of its capital structure, i.e. the debt-equity ratio. If proposition I does not hold then arbitrage will take place. Investors will buy shares of the undervalued rm and sell shares of the overvalued rm in such a way that identical income streams are obtained. As investors exploit these arbitrage opportunities, the price of the overvalued shares will fall and that of the undervalued shares will rise, until both prices are equal.When corporate taxes are introduced , proposition I changes dramatically. Modigliani and Miller show that in a world with corporate tax the value of rms is among others a function of leverage. When interest payments become tax deductible and payments to shareholders are not, the capital structure that maximizes rm value involves a hundred percent debt nancing. By increasing leverage, the payments to the government are reduced with a higher cash ow for the providers of capital as a result. The difference between the present value of the taxes paid by an unlevered rm and an identical levered rm is the present value of tax shields .In the traditional trade-off models of optimal capital structure it is assumed that rms balance the marginal present value of interest tax shields against the marginal direct costs of nancial distress or direct bankruptcy costs. Additional factors can be included in this trade-off framework. Other costs than direct costs of nancial distress are agency costs of debt . Often cited examples of agency costs of debt are the underinvestment problem, the asset substitution problem ，the “play for time” game by managers, the “unexpected increase of leverage (combined with an equivalent pay out to stockholders to make to increase the impact),” the “refusal to contribute equity capital” and the “cash in and run” game . These problems are caused by the difference of interest between equity and debt holders and could be seen as part of the indirect costs of nancial distress. Another benet of debt - besides the PVTS - is the reduction of agency costs between managers and external holders of equity. Jensen and Meckling argue that debt, by allowing larger managerial residual claims because the need for external equity is reduced by the use of debt, increases managerial effort to work. In addition, Jensen 23 argues that high leverage reduces free cash (ow) with less resources to waste on unprotable investments as a result. The agency costs between management and external equity are often left out the trade-off theory since it assumes managers not acting on behalf of the shareholders (only) which is an assumption of the traditional trade-off theory.In Myers and Myers and Majlufs pecking order model there is no optimal capital structure. Instead, because of asymmetric information and signaling problems associated with external nancing, rms nancing policies follow a hierarchy, with a preference for internal over external nance, and for debt over equity. A strict interpretation of this model suggests that rms do not aim at a target debt ratio. Instead, the debt ratio is just the cumulative result of hierarchical nancing over time. . Original examples of signaling models are the models of Ross and Leland and Pyle. Ross suggests that higher nancial leverage can be used by managers to signal an optimistic future for the rm and that these signals cannot be mimicked by unsuccessful rms. Leland and Pyle 30 focus on owners instead of managers. They assume that entrepreneurs have better information on the expected cash ows than outsiders have. The inside information held by an entrepreneur can be transferred to suppliers of capital because it is in the owners interest to invest a greater fraction of his wealth in successful projects. Thus the owners willingness to invest in his own projects can serve as a signal of project quality. The value of the rm increases with the percentage of equity held by the entrepreneur relative to the percentage he would have held in case of a lower quality project. The stakeholder theory formulated by Grinblatt and Titman 19 suggests that the way in which a rm and its non-nancial stakeholders interact is an important determinant of the rms optimal capital structure. Non-nancial stakeholders are those parties other than the debt and equity holders. Non-nancial stakeholders include rms customers, employees, suppliers and the overall community in which the rm operates. These stakeholders can be hurt by a rms nancial difficulties. For example customers may receive inferior products that are difficult to service, suppliers may lose business, employees may lose jobs and the economy can be disrupted. Because of the costs they potentially bear in the event of a rms nancial distress, non-nancial stakeholders will be less interested ceteris paribus in doing business with a rm having a high(er) potential for nancial difficulties. This understandable reluctance to do business with a distressed rm creates a cost that can deter a rm from undertaking excessive debt nancing even when lenders are willing to provide it on favorable terms. These considerations by non-nancial stake-holders are the cause of their importance as determinant for the capital structure. This stakeholder theory could be seen as part of the trade-off theory ，since these stakeholders inuence the indirect costs of nancial distress.As the trade-off theory (excluding agency costs between managers and shareholders) and the pecking order theory, the stakeholder theory of Grinblatt and Titman assumes shareholder wealth maximization as the single corporate objective.Based on these theories, a huge number of empirical studies have been produced. See e.g. Harris and Raviv or a systematic overview of this literature. More recent studies are e.g. Sunder and Myers, testing the trade-off theory against the pecking order theory, Kemsley and Nissim estimating the present value of tax shields, Andrade and Kaplan estimating the costs of nancial distress and Rajan and Zingales investigating the determinants of capital structure in the G-7 countries. Rajan and Zingales explain differences in leverage of individual rms with rm characteristics. In their study leverage is a function of tangibility of assets, market-to-book ratio, rm size and protability. Barclay and Smith provide an empirical examination of the determinants of corporate debt maturity.Cross sectional studies as by Titman and Wessels , Rajan and Zingales ,Barclay and Smith and Wald model capital structure mainly in terms of leverage and then leverage as a function of different rm (and market) characteristics as suggested by capital structure theory. We do the opposite. We do not analyze the effect of several rm characteristics on capital structure, but we analyze the effect of capital structure on variables that co-determine shareholder value. In several decisions, including capital structure decisions, these variables may get the role of decision criteria.14.3 Other Objectives and ConsiderationsA lot of evidence suggests that managers act not only in the interest of the shareholders. Neither the static trade-off theory nor the pecking order theory can fully explain differences in capital structure. Myers 41 (p.82) states that “Yet even 40 years after the Modigliani and Miller research, our understanding of these rms nancing choices is limited.”Results of several surveys reveal that CFOs do not pay a lot of attention to variables relevant in these shareholder wealth maximizing theories. Given the results of empirical research, this does not come as a surprise.The survey by Graham and Harvey nds only moderate evidence for the trade-off theory. Around 70% have a exible target or a somewhat tight target or range. Only 10% have a strict target ratio. Around 20% of the rms declare not to have an optimal or target debt-equity ratio at all.In general, the corporate tax advantage seems only moderately important in capital structure decisions. The tax advantage of debt is most important for large regulated and dividend paying rms. Further, favorable foreign tax treatment relative to the U.S. is fairly important in issuing foreign debt decisions. Little evidence is found that personal taxes inuence the capital structure. In general potential costs of nancial distress seem not very important although credit ratings are. According to Graham and Harvey this last nding could be viewed as an (indirect) indication of concern with distress. Earnings volatility also seems to be a determinant of leverage, which is consistent with the prediction that rms reduce leverage when the probability of bankruptcy is high. Firms do not declare directly that (the present value of the expected) costs of nancial distress are an important determinant of capital structure, although indirect evidence seems to exist. Graham and Harvey nd little evidence that rms discipline managers by increasing leverage. Graham and Harvey explicitly note that “1) managers might be unwilling to admit to using debt in this manner, or 2) perhaps a low rating on this question reects an unwillingness of rms to adopt Jensens solution more than a weakness in Jensens argument.The most important issue affecting corporate debt decisions is managements desire for nancial exibility (excess cash or preservation of debt capacity). Further more, managers are reluctant to issue common stock when they perceive the market is undervalued (most CFOs think their shares are undervalued). Because asymmetric information variables have no power to predict the issue of new debt or equity, Harvey and Graham conclude that the pecking order model is not the true model of the security choice.The fact that neoclassical models do not (fully) explain nancial behavior could be explained in several ways. First, it could be that managers do strive for creating shareholder value but at the same time also pay attention to variables other than the variables. Variables of which managers think, that they are (justiably or not) relevant for creating shareholder value. Second, it could be that managers do not (only) serve the interest of the shareholders but of other stakeholders as well. As a result, managers integrate variables that are relevant for them and or other stakeholders in the process of managing the rms capital structure. The impact of these variables on the nancing decision is not per denition negative for shareholder value. For example if “value of nancial rewards for managers” is one of the goals that is maximized by managers - which may not be excluded - and if the rewards of managers consists of a large fraction of call options, managers could decide to increase leverage to lever the volatility of the shares with an increase in the value of the options as a result. The increase of leverage could have a positive effect on shareholder wealth (e.g. the agency costs between equity and management could be lower) but the criterion “value of nancial rewards” could (but does not have to) be leading. Third, shareholders themselves do possibly have other goals than shareholder wealth creation alone. Fourth, managers rely on certain (different) rules of thumb or heuristics that do not harm shareholder value but can not be explained by neoclassical models either. Fifth, the neoclassical models are not complete or not tested correctly.Source: Marc B.J. Schauten and Jaap Spronk，2010. “Handbook of Multicriteria Analysis”. Applied Optimization, Part 4. pp. 405-423. 译文：最优资本结构对经济及其它价值的作用在过去几十年的研究中已经产生了其他股权持有人权益对资本结构的影响的理论研究。著名的例子是那些购买本公司产品或服务并拥有担保的客户的利益。另一项受到重视的领域是管理激励机制和资本结构（同上）的关系。此外，公司控制权一问题，以及与此相关的公司治理的问题，管理者参考研究相关经济学家的较近期的关于资本结构决策的学术界部分研究结果。从这些问题的研究中，有个结论是很清楚的：资本结构决策(更确切地说,随时间变化的资本结构管理)涉及到包括实现企业市场价值最大化在内的更多的问题。在本文中,我们将针对不同的观点以及以前相关文献中提到的理论做出不同见解和总结归纳。我们从广义上对这两方面加以区分。第一个是在传统公司价值观情况下争取现有股东权益所有者的价值最大化。当其他的考虑比价值最大化进入资本结构决策,这些参考量必须用以实现企业价值最大化的目标。第二种情况是那些不仅以实现公司价值最大化为目标并且明确地选择多个实现目标的公司。这可能是因为股东采用多个利益相关者的方式，或因为相对于正常的公司控制金融结构而采取不同的所有制结构。后者的一个例子是企业合作，不难看出其具有独立法人资格，在其他情况中，许多欧洲国家的公司是这样的情况。根据海尔布奇和斯布朗克的结论，讨论为何公司正面临着多重目标。根据新古典主义的角度观察公司，公司有一个单纯经营目标:实现股东价值最大化。股东拥有该公司财产权，也有权决定公司拥有怎样的经营目标。因为在股东观念中只有一个目标价值最大化公司价值最大化的目标是实现股东财富价值最大化。公司通过本身具有的净现值进行积极投资以完成这个目标。部分股东价值取决于企业的融资决策。两个公司的资本结构理论平衡理论和啄食次序理论：假设公司只以股东财富最大化作为目标。我们将讨论这两种理论包括几个相关市场价值延伸。在此讨论的基础上，我们从以后的的新古典主义的理论出发制定了与企业融资决策有关的标准。莫迪利亚尼和米勒的早期的观点认为，在一个完善的资本市场下的平衡稳固的市场价值和企业的资本结构是无关的，即债务权益比率。如果命题一不成立，套利观点就会取而代之。投资者将购买价值被低估公司的股票并出售价值被高估的公司股票，在这种方式下就能得到稳定的收入来源。由于投资者利用这些套利的机会以获利，高估股票的价格就会下降，而被低估的股票价格将上涨，直到两个价格都是平等的。当引入公司所得税的时候，观点一发生了显著的变化。莫迪利亚尼和米勒表明，在有税收的情况下，企业价值会随财务杠杆系数的提高而增加。当企业引入企业所得税后，负债企业的价值会超过无负债企业的价值。负债越多，这个差异越大，所以，当负债最后达到100%时企业价值最大。通过增加杠杆作用，向政府支付的降低，因此，作为一种资本将会提供更高的现金流。因此可以增加企业的净收益，从而提高企业的价值。随着企业负债比例的提高，企业的价值也会提高。在传统的平衡理论模型下，最优资本结构假定公司平衡抵税收益和资本成本以及破产成本之间的收益冲突。平衡理论也包含了其他的影响因素。除了资本成本外还有代理成本。常常被引用的代理成本的例子是投资不足问题以及资产替代问题，“为时间付款”的管理问题，“意想不到的增长杠杆(结合等效付出来减低对股东支付增加的影响)”，“拒绝贡献股份资本”和“现金流运行”问题。这些问题可以由股东权益者和债权人之间的利益不平衡引起，间接成本的一部分的金融压力可以从中显现出来。另一个债务的好处除了核查技术研究计划就是管理者和外部股权持有人代理成本的降低。杰森和麦克林认为债务,通过允许更大的管理的剩余索取权，因为需要外部资产是减少了运用内部资金量，会相应地提高管理层努力的效果。此外，杰森认为,高杠杆操作减少自由现金流动，同时在无收益的投资中将减少资源浪费。由于平衡理论的一个假设是代理人不仅仅以权益所有者的价值最大化为目标，因此管理层和外部权益者的代理成本往往背离平衡理论。在斯梅尔斯和麦鲁夫的啄食顺序模型中没有最优资本结构。相反，由于信息不对称和信号传导有关的问题，与外部融资、公司的融资政策以及资金层次结构,特别是在外来资金、内部债券和股票。这个模型的严格解释表明公司并不只对准目标负债比率。相反，负债比率累积的结果就是层次融资。原始信号模型是来自罗斯.派尔、利兰的模型。罗斯表明企业经理可以用高财务杠杆率为本公司的前景发出乐观的信号，而业绩不好的公司是无法模仿发出这样的乐观信号的。派尔和利兰关注的是业主而不是经理。他们认为，相对于外部信息者，内部经理人对于现金流量拥有更多有效信息。持有内幕信息的企业家可以将信息转移到持有资金的供应，因为资金持有者将资产的一部分用于有效投资将获得更多利益。因此业主愿意用他们自己的资金投资到内部项目以作为一个工程质量好坏的信号。资本结构杠杆比率上升时一个积极的信号，它是向投资者表明经营者对企业未来收益的期望较高，有利于企业价值的提高。格林布拉特和蒂特慢主张的利益相关者理论认为的公司与其财务利益相关者之间的相互作用方式是决定公司最佳资本结构的重要因素之一。非财务利益相关者是那些除债权人和股权持有人的利益相关者。非财务利益相关群体包括公司的顾客、员工、供应商和整个公司运营范围涉及的社会领域。这些利益相关者会因为公司的财务困境收到影响。例如客户可能买到劣质产品，恶劣的服务，供应商可能失去业务,雇员会失去工作，社会经济遭到破坏。由于在公司的财务困境中负担潜在的成本，在其他条件不变的情况下，非财务利益相关者就不会对存在更大财务风险的公司感兴趣。这种可以理解的不情愿会使公司因此避免承担过多债务融资，即使贷