理論経済学から実証経済学へ

himaginary氏

フォックスが引用したテキサス大学のダニエル・ハマーメッシュ*1の2013年のJournal of Economic Literature論文によると、主要誌に掲載された理論系論文の割合は、1983年のピーク時には6割程度に達していたが、2011年には3割を切ったとのことである。低下のかなりの割合は1993年までに起きているが、その明らかな理由の一つはパソコンの普及である、とフォックスは述べている。その後のインターネット時代の到来と資料のデジタル化によって、公表データをそのまま使うのではなく独自にデータを加工した研究が増え、それが1993年以降の実証系研究の増加の殆どであった、とフォックスは言う。またフォックスは、実験経済学の研究が増えていることも指摘している。

via himaginary氏

Cooley on Rep & Warranty (R&W) Insurance

Previously, transaction insurance (or R&W insurance) was used sparingly and predominantly by East Coast private equity funds. PE funds have historically found R&W insurance to be attractive on the buy-side to enable them to make more competitive buyout bids for private targets by foregoing large escrows and significant post-closing indemnifications from targets. At the same time, when the PE fund is on the sell-side, it will insist that the buyer purchase R&W insurance to protect the fund’s risk exposure to breaches of representations and warranties by its portfolio company in the sale. Outside of the US, R&W insurance has already become widely used in private M&A deals in Europe by both PE funds and strategic buyers alike.

As the underwriting process has streamlined, and premiums have come down in the US, R&W insurance has secured a significant position in the M&A toolbox for middle-market M&A nationwide (outside of the PE context). Most financial buyers and now many strategic buyers increasingly use these policies as a means to manage risk and to help facilitate a deal.

via DealLawywers

株式会社ディー・エヌ・エー「第三者委員会調査報告書の全文開示公表のお知らせ」(2017年3月13日)

Snapchat IPO

You can now purchase and own shares in SNAP, but you will not have any right to vote on any matters that may come before the shareholders of SNAP. SNAP has three classes of common stock: Class A, Class B, and Class C. Class A common stock, which are NOT entitled to vote on matters submitted to SNAP’s shareholders, are the only shares that have been sold to the public – and Class A common stock is currently the only class of stock SNAP has registered under Section 12 of the Exchange Act. This means SNAP will not be required to file proxy statements or information statements under Section 14 of the Exchange Act, unless a vote of the Class A common stock shareholders is required by applicable law.

Meanwhile, holders of SNAP’s Class B common stock are entitled to one vote per share, and holders of SNAP’s Class C common stock are entitled to ten votes per share. Holders of Class B common stock and Class C common stock will vote together as a single class on all matters (including the election of directors) submitted to a vote of the stockholders of SNAP. This means that Evan Spiegel, SNAP’s co-founder and Chief Executive Officer, and Robert Murphy, SNAP’s co-founder and Chief Technology Officer, through the 215,887,848 shares of Class C common stock that they collectively own (representing approximately 88.5% of the voting power of SNAP’s outstanding capital stock immediately following this offering) have the ability to control the outcome of all matters submitted to SNAP’s stockholders for approval (including the election, removal, and replacement of directors and any merger, consolidation, or sale of all or substantially all of SNAP’s assets). Further, if Mr. Spiegel’s or Mr. Murphy’s employment with SNAP is terminated, they will still continue to have the ability to exercise the same voting power.

here has been a fair amount of criticism of Snap’s move to publicly offer shares that do not include voting rights. Kurt Schacht, the Chair of the Securities and Exchange Commission’s Investor Advisory Committee, described the structure as “a significant concern” and a “troubling development from the perspective of investor protection and corporate governance” if it were to spur a new trend for tech companies going public. Just prior to Snap’s IPO, top fund managers including BlackRock, Vanguard, and T. Rowe Price urged companies to allocate voting rights to shareholders “in proportion to their economic interest.” The Council of Institutional Investors (“CII”) sent a letter to Snap urging its board to adopt a single-class voting structure and is now leading an initiative to exclude Snap (and any other company that sells non-voting shares to investors) from market indices managed by S&P, Dow Jones and MSCI Inc.

… The NYSE, NASDAQ, and other self-regulating organizations have rules requiring the submission of certain transactions to a shareholder vote, such as a change of control transactions or certain issuances of more than 19.9 percent of the Company’s outstanding shares. With most shareholders lacking any voting rights altogether, how Snap and other companies that may follow in their wake can cleanse such transactions via disinterested shareholder approval remains an open question.

via TheCorporateCounsel

N. Gregory Mankiw, What the President Could Learn From Professional Economists, New York Times, March 10, 2017

A second cause of slower economic growth is the decline in productivity growth, which has occurred not just in the United States but in most advanced economies. The reason for this slowdown is not fully understood, but I recently heard one explanation at a seminar given by the Stanford University economist Charles I. Jones.

According to a recent paper by Mr. Jones and three co-authors, the number of Americans engaged in research has increased more than twentyfold since the 1930s, yet there has been no similar explosion in productivity growth. Their interpretation is that big ideas are just getting harder to find. Unfortunately, there is no sign that this is about to change.

引用

The Economist, A New York startup shakes up the insurance business

In September they started Lemonade, a New York-based insurer for homeowners and renters. Some describe it as a peer-to-peer insurer (“Spiritually we’re a tech company,” says Mr Schreiber). Most agree that its app makes insurance a lot easier. This appeals to the digital generation: of 2,000 policies sold in its first 100 days, over 80% were to first-time buyers.

via Lemonade

日本経済新聞「NY上場廃止ラッシュNTTも4月に」(2017年3月9日)

日本企業が米ニューヨーク証券取引所(NYSE)をはじめとする海外の取引所への上場を取りやめる動きが広がっている。NTTは9日、NYSEに対して上場廃止を通知したと発表した。4月3日に上場廃止になる予定。昨年には日本電産やアドバンテストなどもNYSEでの上場を廃止したばかり。日本企業が海外進出を急いでいた1990年代から2000年代はじめにかけては海外市場に預託証券などを上場する動きが相次いだが、足元では撤退が加速している。