Essays on Stock Option Compensation and the Role of Incentives and Risk (summary section only)

Managerial pay-for-performance sensitivity has increased rapidly around the world. Early empirical research showed that pay-for-performance sensitivity resulting from stock ownership and stock options appeared to be quite low during the 1970s and early 1980s in the U.S. However, recent empirical research from the U.S. shows an enormous increase in pay-for-performance sensitivity. The global trend has also reached Finland, where stock options have become a major ingredient of executive compensation. The fact that stock options seem to be an appealing form of remuneration from a theoretical point of view combined with the observation that the use of this compensation form has increased significantly during the recent years, implies that research on the dynamics of stock option compensation is highly relevant for the academic community, as well as for practitioners and regulators. The research questions of the thesis are analyzed in four separate essays. The first essay examines whether stock option compensation practices of Finnish firms are consistent with predictions from principal-agent theory. The second essay explores one of the major puzzles in the compensation literature by studying determinants of stock option contract design. In theory, optimal contract design should vary according to firm characteristics. However, in the U.S., variation in contract design seems to be surprisingly low, a phenomenon generally attributed to tax and accounting considerations. In Finland, however, firms are not subject to stringent contracting restrictions, and the variation in contract design tends, in fact, to be quite substantial. The third essay studies the impact of price- and risk incentives arising from stock option compensation on firm investment. In addition, the essay explores one of the most debated questions in the literature, in particular, the relation between incentives and firm performance. Finally, several strands of literature in both economics and corporate finance hypothesize that economic uncertainty is related to corporate decision-making. Previous research has shown that risk tends to slow down firm investment. In the fourth essay, it is hypothesized that firm risk slows down growth from a more universal perspective. Consistent with this view, it is shown that risk not only tends to slow down firm investment, but also employment growth. Moreover, the essay explores whether the nature of firms’ compensation policies, in particular, whether firms make use of stock option compensation, affects the relation between risk and firm growth. In summary, the four essays contribute to the current understanding of stock options as a form of equity incentives, and how incentives and risk affect corporate decision-making. By this, the thesis promotes the knowledge related to the modern theory of the firm.

Angel Investing in Finland: An Analysis Based on Agency Theory and the Incomplete Contracting Theory

Wealthy individuals - business angels who invest a share of their net worth in entrepreneurial ventures - form an essential part of an informal venture capital market that can secure funding for entrepreneurial ventures. In Finland, business angels represent an untapped pool of capital that can contribute to fostering entrepreneurial development. In addition, business angels can bridge knowledge gaps in new business ventures by means of making their human capital available. This study has two objectives. The first is to gain an understanding of the characteristics and investment behaviour of Finnish business angels. The strongest focus here is on the due diligence procedures and their involvement post investment. The second objective is to assess whether agency theory and the incomplete contacting theory are useful theoretical lenses in the arena of business angels. To achieve the second objective, this study investigates i) how risk is mitigated in the investment process, ii) how uncertainty influences the comprehensiveness of due diligence as well as iii) how control is allocated post investment. Research hypotheses are derived from assumptions underlying agency theory and the incomplete contacting theory. The data for this study comprise interviews with 53 business angels. In terms of sample size this is the largest on Finnish business angels. The research hypotheses in this study are tested using regression analysis. This study suggests that the Finnish informal venture capital market appears to be comprised of a limited number of business angels whose style of investing much resembles their formal counterparts’. Much focus is placed on managing risks prior to making the investment by strong selectiveness and by a relatively comprehensive due diligence. The involvement is rarely on a day-to-day basis and many business angels seem to see board membership as a more suitable alternative than involvement in the operations of an entrepreneurial venture. The uncertainty involved does not seem to drive an increase in due diligence. On the contrary, it would appear that due diligence is more rigorous in safer later stage investments and when the business angels have considerable previous experience as investors. Finnish business angels’ involvement post investment is best explained by their degree of ownership in the entrepreneurial venture. It seems that when investors feel they are sufficiently rewarded, in terms of an adequate equity stake, they are willing to involve themselves actively in their investments. The lack of support for a relationship between increased uncertainty and the comprehensiveness of due diligence may partly be explained by an increasing trend towards portfolio diversification. This is triggered by a taxation system that favours investments through investment companies rather than direct investments. Many business angels appear to have substituted a specialization strategy that builds on reducing uncertainty for a diversification strategy that builds on reducing firm specific (idiosyncratic) risk by holding shares in ventures whose returns are not expected to exhibit a strong positive correlation.

Stock Option Compensation in Finland: An Analysis of Economic Determinants, Contracting Frequency, and Design

This paper addresses several questions in the compensation literature by examining stock option compensation practices of Finnish firms. First, the results indicate that principal-agent theory succeeds quite well in predicting the use of stock options. Proxies for monitoring costs, growth opportunities, ownership structure, and risk are found to determine the use of incentives consistent with theory. Furthermore, the paper examines whether determinants of stock options targeted to top management differ from determinants of broad-based stock option plans. Some evidence is found that factors driving these two types of incentives differ. Second, the results reveal that systematic risk significantly increases the likelihood that firms adopt stock option plans, whereas total firm risk and unsystematic risk do not seem to affect this decision. Third, the results show that growth opportunities are related to time-dimensional contracting frequency, consistent with the argument that incentive levels deviate more rapidly from optimum in firms with high growth opportunities. Finally, the results suggest that vesting schedules are decreasing in financial leverage, and that contract maturity is decreasing in firm focus. In addition, both vesting schedules and contract maturity tend to be longer in firms involving state ownership.

Lojalitet i licensavtal

Loyalty in Licensing Agreements The purpose of the dissertation is to analyse the impact of the principle of loyalty on licensing agreements from the viewpoint of Finnish law using the traditional legal method (Rechtsdogmatik) combined with empirical data in the form of licensing agreements. The need for good licensing agreements is crucial. One should avoid mechanical and stereotyped agreements in favour of more conscious and goal-oriented ones. When the parties' will and goals have been made clear, the drafting technique should be chosen accordingly. The importance of the principle of loyalty in the interpretation of licensing agreements varies according to their degree of relationality. This is a concept originating in the relational contract theory, more precisely Ian Macneil's spectrum of contracts, where contracts can be placed on an axis according to their degree of relationality. In the dissertation different factors are used to conclude whether the licensing agreement at hand is to be placed on the axis closer to the transactional pole or closer to the relational pole. A conclusion of the dissertation is that few licensing agreements can be placed so close to the transactional pole, that the principle of loyalty lacks importance altogether. The impact of the principle of loyalty the main focus of which is on fostering the contracting parties to behave in accordance with best practices, not for example on altering contract terms is analysed in different situations where the parties' interests typically collide. These situations are discussed from the point of view of three patent and knowhow licensing agreements that differ as to their degree of relationality. A balance needs to be struck between freedom of contract and relational needs. Especially when interpreting more modern licensing agreements, one should not focus on the written document alone, as is often recommended in the literature on Nordic intellectual property law. Neither is the principle of caveat emptor a proper starting point. Moreover, where the parties are of equal bargaining power, one should not assume that the grants in licensing agreements are to be interpreted narrowly. Focus in the interpretation should instead be on the entirety of the circumstances.

Microfoundations of HRM effects: Individual and Collective Attitudes and Performance

Previous research on Human Resource Management (HRM) has focused extensively on the potential relationships between the use of HRM practices and organizational performance. Extant research in HRM has been based on the underlying assumption that HRM practices can enhance organizational performance through their impact on positive employee attitudes and performance, that is, employee reactions to HRM. At the current state of research however, it remains unclear how employees come to perceive and react to HRM practices and to what extent employees in organizations, units and teams react to such practices in similar or widely different ways. In fact, recent HRM studies indicate that employee reactions to HRM may be far less homogeneous than assumed. This raises the question of whether or not the linkage between HRM and organizational outcomes can be explained by employee reactions in terms of attitudes and performance, if these reactions are largely idiosyncratic. Accordingly, this thesis aims to shed light on the processes that shape individuals’ reactions to HRM practices and how these processes may influence the variance or sharedness in such reactions among employees in organizations, units and teams. By theoretically developing and empirically examining the effects of employee perceptions of HRM practices from the perspective of ‘HRM as signaling’ and psychological contract theory, the main contributions of this thesis focus on the following research questions: i) How employee perceptions of the HRM practices relate to individual and collective employee attitudes and performance. ii) How employee perceptions of HRM practices relates to variance in employee attitudes and performance. iii) How collective employee performance mediates the relationship between employee perceptions of HRM practices and organizational performance. Regarding the first research questions the findings indicate that individuals do respond positively to HRM practices by adjusting their felt obligations towards the employer. This finding is in line with the idea of HRM as a signaling device where each HRM practice, implicitly or explicitly, sends signals to employees about promised rewards (inducements) and behaviors (obligations) expected in return. The relationship was also confirmed at the group level of analysis. What is more, variance was found to play an important role in that employee groups with more similar perceptions about the HRM system displayed a stronger relationship between HRM and employee obligations. Concerning the second question the findings were somewhat contradictory in that a strong HRM system was found negatively related to variance in employee performance but not employee obligations. Regarding the third question, the findings confirmed linkages between the HRM system and organizational performance at the group level and the HRM system and employee performance at the individual level. Also, the entire chain of links from the HRM system through variance in employee performance, and further through the level of employee performance to organizational performance was significant.

Elämänmuutoksen, jännityksen ja asiantuntijuuden representointi Veikkaus Oy:n mainonnassa vuosina 1970— 2006

Aim of this master's thesis paper for consumer economics, is to research gambling advertisements in Finland over a period of 35 years, from 1970 to 2006. Veikkaus Oy (later Veikkaus), was founded in 1940, as one of the three licensed gambling organizations in Finland. Material for the current research comprised 1494 advertisements published by Veikkaus in newspapers and magazines at that time. Veikkaus has the exclusive licence to organize lotto games, sport games, instant games and other draw games in Finland. The other two operators, The Finnish Slot Machine Association RAY and Fintoto (on-track horse betting), were not included in the current analysis. This study has been completed according to research contract and grand by the Finnish Foundation for Gaming Research (Pelitoiminnan tutkimussäätiö). In general, advertisements reflect surrounding culture and time, and their message is built on stratified meanings, symbols and codes. Advertising draws the viewer's attention, introduces the advertised subject, and finally, affects the individual's consumption habits. However, advertisements not only work on individual level, but also influence public perception of the advertised product. Firstly, in order to assess gambling as a phenomenon, this paper discusses gambling as consumer behaviour, and also reviews history of gambling in Finland. Winning is a major feature of gambling, and dreaming about positive change of life is a centre of most gambling ads. However, perceived excitement through risk of losing can also be featured in gambling ads. Secondly, this study utilizes Veikkaus’ large advertising archives, were advertising data is analyzed by content analysis and the semiotic analysis. Two methods have been employed to support analyzing outcome in a synergistic way. Content analysis helps to achieve accuracy and comprehensiveness. Semiotic analysis allows deeper and more sensitive analysis to emerged findings and occurrences. It is important to understand the advertised product, as advertising is bound to the culture and time. Hence, to analyze advertising, it is important to understand the environment where the ads appear. Content analysis of Veikkaus data discovered the main gambling and principal advertisement style for each.period. Interestingly, nearly half of Veikkaus’ advertisements promoted topic other than “just winning the bet”. Games of change, like Lotto, typically advertised indirectly represented dreams about winning. In the category of skill gambling, features were represented as investment, and the excitement of sporting expertise was emphasized. In addition, there were a number of gambling ads that emphasize social responsibility of Veikkaus as a government guided organization. Semiotic methods were employed to further elaborate on findings of content analysis. Dreaming in the advertisements was represented by the product of symbols, (e.g. cars and homes) that were found to have significance connection with each other. Thus, advertising represents change of life obtained by the winning. Interestingly, gambling ads promoting jackpots were often representing religious symbolisms. Ads promoting social responsibility were found to be the most common during economical depression of the 90’s. Deeper analysis showed that at that time, advertisements frequently represented depression-related meanings, such as unemployment and bank loans. Skill gaming ads were often represented by sports expertise – late 90’s, their number started sky rocketing, and continued increasing until 2006 (when this study ended). One may conclude that sport betting draws its meanings from the relevant consumer culture, and from the rules and features of the betted sport.

Koneellisen annosjakelupalvelun aloittaminen - lääkehoidon tarkistus ja sen vaikutus potilaan lääkehoitoon

Farmaseuttisilla palveluilla tarkoitetaan apteekkien palveluita, joissa hyödynnetään apteekin farmaseuttisen henkilökunnan tietoja ja taitoja. Farmaseuttiset palvelut voidaan jakaa farmaseuttisiin perus- ja erityispalveluihin. Farmaseuttiset peruspalvelut kattavat apteekkien lakisääteiset tehtävät, kun taas farmaseuttisilla erityispalveluilla pyritään ottamaan aktiivisempi rooli asiakkaan terveyden edistämisessä. Koneellinen annosjakelupalvelu on farmaseuttinen erityispalvelu. Koneellisessa annosjakelupalvelussa lääkkeet jaetaan kerta-annospusseihin annostusajankohdan mukaan. Kun uusi asiakas aloittaa koneellinen annosjakelupalvelun, tarkistetaan asiakkaan lääkitys yhteensopimattomien ja turhien lääkkeiden osalta. Palvelun aloitushetkellä huomioidaan myös lääkevalmisteiden sopivuus koneelliseen annosjakeluun sekä tarkistetaan valmisteiden annosteluajankohdat. Koneellisessa annosjakelupalvelussa asiakkaan lääkehoidosta muodostetaan lääkityskortti, josta kokonaislääkehoito on helppo tarkistaa. Erikoistyön tavoitteena oli selvittää millainen lääkehoidon arviointi tai tarkistus koneellisen annosjakelupalvelun aloittamisen yhteydessä tehdään ja miten palvelun aloittavien asiakkaiden kokonaislääkehoitotieto saadaan selvitettyä. Lisäksi selvitettiin millaisia muutoksia lääkehoitoihin tehdään palvelun aloittamisen yhteydessä, mitkä ovat muutosten syyt sekä millainen on asiakkaan kokonaislääkehoito. Kyselylomake lähetettiin kaikkiin apteekkeihin, jotka tilasivat koneellista annosjakelua sopimusvalmistuksena Espoonlahden apteekilta syyskuussa 2010. Tutkimus suoritettiin semistrukturoidulla kirjallisella kyselyllä, joka sisälsi sekä avoimia kysymyksiä että monivalintakysymyksiä. Kyselyyn saatiin 147 vastausta ja vastausprosentiksi muodostui 45. Vastauksia kyselyyn saatiin koko Mannersuomen alueelta ja kaikkien kokoluokkien apteekeilta. Koneellisen annosjakelupalvelun aloittavat henkilöt ovat pääasiassa iäkkäitä, jotka ovat kotihoidon piirissä, asuvat hoitokodissa tai palveluasumisen yksikössä. Asiakkaiden lääkitystietojen keräämisessä hyödynnetään lääkityskorttia, mutta lääkityskortin tietoja päivitetään myös muista lähteistä. Asiakkaiden lääkityksille tehdään useimmiten lääkehoidon tarkistus moniammatillisena yhteistyönä. Lääkehoidolle tehdyt muutokset johtuvat pääasiassa lääkevaihdosta, annosjakelukoneen lääkevalikoimasta tai puolittamisen välttämisestä. Lääkehoidoissa on vain vähän yhteisvaikutuksia, jotka johtavat lääkevalmisteen käytön lopettamiseen. Lääkehoidon tarkistuksella ei ollut suurta vaikutusta asiakkaiden käyttämien lääkevalmisteiden määrään. Palvelun aloittamisen jälkeen asiakkaalla on käytössään keskimäärin 11 lääkevalmistetta, joista seitsemää jaellaan koneellisesti. Lääkeaineryhmistä eniten käytettyjä ovat hermostoon vaikuttavat sekä sydän- ja verisuonisairauksien lääkkeet, joita kumpaakin on käytössä keskimäärin kolme jokaisella uudella koneellisen annosjakelupalvelun asiakkaalla sekä palvelun aloittamista ennen että sen jälkeen.

Credit Default Swaps and Insurance: Against the Potts Opinion

Little attention has been given to the possibility that CDS transactions might be construed as insurance contracts in English law. This article challenges the widespread “Potts opinion”, which states that CDSs are not insurance, because they do not require the protection buyer to sustain a loss or to have an insurable interest in the subject matter. CDSs often do provide protection against loss that the buyer is exposed to; loss indemnity is not a necessary characterisation of an insurance contract; insurable interest does not form part of the definition of insurance, but is an additional requirement of valid insurance; and what matters is the substance not the form of the contract. The situation in the US and Australia is also briefly considered.

Factors Affecting Knowledge Sharing in Strategic Alliances: The Role of Knowledge Sharing as Strategic Control Behavior among Multinational Enterprises

International strategic alliances (ISAs) have become increasingly important for the stability, growth, and long-term viability of modern business organizations. Alliance partnerships as inter-firm cooperative ventures represent an influential mechanism for asserting corporate strategic control among autonomous multinational enterprises. These different cooperative arrangements are made of equity investments or contractually-based partnerships. Different alliance forms represent different approaches that partner firms adopt to control their mutual dependence on the alliance and on other partners. Earlier research shows that the partner characteristics could provide an explanation for alliance strategic behavior and see alliances as alternative forms to markets or hierarchies for addressing specific strategic needs linked to partners’ characteristics and their subsequent strategic motives. These characteristics of the partners’ and subsequent strategic motives are analyzed as knowledge sharing factors and how these influence inter-firm control in alliances within the context of the focal-firm STMicroelectronics and its alliance partners Nokia, Ericsson and IBM. This study underline that as contracts are incomplete, they are therefore required to maintain mutual dependence based control mechanisms in addition to a contract. For example, mutual dependence based control mechanisms could be joint financial investments and the building of an ownership structure between the parties (e.g., JVs). However, the present study clarifies that subsequent inter-firm control is also exercised through inter-firm knowledge sharing. The present study contributes by presenting a dynamic interplay between competitive and cooperative rent seeking behavior. Such coopetition behavior describes the firm's strategic orientation to achieve a dynamic balance between competitive and cooperative strategies. This balance is seen in knowledge sharing based cooperation and competition behavior. Thus this study clarifies coopetition strategies by introducing the role of inter-firm cooperation and the competitive nature of knowledge sharing. Simultaneous cooperative and competitive behavior is also seen as synergetic rent-seeking behavior. Therefore, this study extends the perspective of previous studies on competitive and cooperative seeking behavior.