Report On GDC From Charles River Associates
Report On GDC From Charles River Associates
AN APPROACH TO ENSURING EFFICIENT PRICE SETTING BY GLOBAL DAIRY COMPANY
6 April 2001
Strictly Confidential
1.
INTRODUCTION
The proponents of the Global Dairy Company
(GDC) have indicated that they are committed to retention of
the co-operative form of business organisation. This means
that farmers must invest capital in the ¡§processing¡¨
operations of GDC in proportion to the milk that they expect
to supply. Efficiency requires that farmers may enter or
exit GDC at the fair market value of their investment but
there is no external market mechanism to establish that
value. A fair market value for the processing assets of GDC,
and for the raw milk that farmers supply is necessary to
ensure that the performance of investment in different
assets can be assessed. Efficiency also requires that the
milk supplied to and the capital invested in GDC earn
competitive returns for farmers despite the absence of
effective domestic competition in this market. The returns
paid to farmers will provide a benchmark against which the
pricing of wholesale milk contracts for processing companies
may be benchmarked.
In our view, an effective and
efficient means of ensuring efficient pricing by GDC is to
ensure that GDC has incentives to use that information that
it has to establish fair market values, and that the
management of GDC bear the consequences of the pricing
decisions that they make. As we explain below, open entry
to and exit from GDC is a necessary condition for GDC to
have the incentives to set and make a market at the
efficient prices.
2. THE ECONOMIC EFFICIENCY OF CO-OPERATIVES
Dairy co-operatives in New Zealand currently have the power to decline applica-tions for membership and to inhibit exit by retaining the value of the exiting farmer¡¦s processing capital in the co-operative for up to five years. If dairy farm-ers had a choice of co-operatives then all institutional structures in the dairy in-dustry, including restrictions on entry to and exit from each co-operative, and all prices set within the industry, would be competitively determined. In this case, there would be no economic efficiency issues raised by the institutional structures and pricing policies in the industry. The situation with respect to the Global Dairy Company (GDC) is different because its initial market position will approximate that of a monopsonist (a monopoly purchaser of raw milk and manufacturer of dairy products). This means that whatever the competitive origins of specific practices and institutional structures, these practices have the potential to be used in ways that will reduce efficiency. Under conditions of monopoly, GDC will have the information to calculate the efficient prices for milk and the true value of its equity shares, but it may lack the incentives to publicise and pay these prices.
3. THE USE OF INCENTIVES TO REDUCE REGULATORY COSTS AND PROMOTE MARKET EFFICIENCY
In this section we explore a proposal that
creates the potential to create incentives for GDC to set
efficient prices even though it will have a near monopoly
position in the market.
3.1 IS BUNDLING
INEFFICIENT?
We begin by considering whether bundling is,
in itself, a barrier to efficiency in the dairy industry (as
has often been claimed). The claimed problems with bundling
arise from two sources. The first is bundling the return on
processing capital in the pay-out to farmers. This is
inherent to co-ops in that these entities arise, or result
in, situations where there is not a competitive contract
market for raw milk and hence no price determined in a thick
market. However, this form of (processor) bundling need not
predispose economic inefficiency because farmers will
consider their supply cost of raw milk and the capital
requirements as their (marginal) cost of entry. Entry may be
too high, too low or just right depending upon a number of
factors that include economies of scale. There is no
requirement for products to be sold in competitive
(commodity) markets for this result to hold. It remains
valid providing that the co-operative is earning a
competitive return in processing marketing and product
differentiation investment and there is open entry and
exit.
The second form of bundling is where the returns
from milk in high value markets are bundled together with
returns from milk commodity markets and result in a bundled
price to farmers that will predispose inefficient
over-production. Because milk is essentially homogeneous,
the efficient milk price to farmers is the price in its
lowest value use (the commodity milk price). Any higher
returns from, for example, product differentiation will be
included in the returns to processing and marketing and
thereby reflected in the valuations of these activities.
Co-operative shareholdings are also tied to the milk that
farmers supply, but if the value of any excess returns is
reflected in the capital required of farmers for entry or
exit then efficiency can be approximated under the
co-operative structure.
3.2 INCENTIVES FOR GDC TO SET
THE EFFICIENT PRICE AND FAIR VALUE
The operation of a
vertically integrated dairy company is a complex business
requiring knowledge of domestic and international markets.
GDC has the most complete information about its business and
the markets in which it operates, and therefore is more
informed than any other party about the milk price and share
value associated with its business.
GDC will have strong
incentives to set the correct valuation of processing
capital (equivalent to the fair value price) and the
efficient price for milk. If it over-values the capital
relative to milk there will be a demand for exit by farmers:
if it sets this value too low there will be a demand for
entry. In short there may be strong incentives for the
co-operative to set the ¡§right¡¨ value of process capital
however it does the estimation. It is noteworthy that GDC
has every incentive to consider future prices, costs and
performance in its pay-out and capital valuation, in
addition to the demands of the present. The pay-out
therefore is to a significant degree forward-looking, and
the separation of the milk price and the return on
investment in the co-operative will therefore provide the
best public estimate of the value of the processing
capital.
However, a necessary condition for GDC to have
the right incentives in setting the valuations is that entry
and exit of farmers be completely uninhibited: farmers have
to be able to respond to GDC¡¦s price signals and GDC has to
control entry only through the pay-out and exit-entry
capital requirements that apply to all farmers. A parallel
can be drawn with telecommunications where the incumbent
cannot prohibit connection to its network, but the
interconnect price remains to be determined. In this case
GDC must allow entry and exit but at a price set by GDC,
and, we shall argue, with minimal regulatory oversight.
Open exit simply means that the exiting farmers get the
value of their capital at the time they exit. Open entry
means that GDC has to accept any farmers¡¦ planned supply of
milk if accompanied by the appropriate share capital.
Despite the limitations resulting from the lumpiness of
investment in factory capacity, GDC will be able to manage
free entry with near monopoly coverage and planning periods
of one dairy season in length. In short, by open entry we
mean that GDC should be open to any planned entry by farmers
but we do not mean that GDC has to accept milk that a farmer
supplies opportunistically (e.g unplanned output expansion)
or attempts to supply without supplying shareholder
funds.
By the right amount of entry and exit we mean that
the last co-operative farmer member just covers its on-farm
costs of supply and (annualised) payment for the processing
capital it must provide. This will generally be economically
efficient given the choice of a co-operative structure.
4. OPEN ENTRY AND EXIT IN PRACTICE
The prices of
capital set by GDC and the pay-outs to farmers provided by
GDC will be critical factors that will drive farmer entry to
GDC and farmer exit from it. The core information required
to set the appropriate prices is controlled by or available
to GDC. This includes revenue, product and cost information
in their internal management database. It also includes
knowledge of how to interpret these data and information
about demand for entry and exit at the current price.
Equally importantly, GDC has the incentives to set the
correct price so long as they are required to facilitate
entry and exit at that price. Once GDC faces greater
competition in the market for the purchase of milk from
farmers, it will have to make competitive pricing decisions.
The proposal that GDC facilitate open entry and exit will
simply require that they develop and implement appropriate
pricing and valuation mechanisms before that competition
emerges.
4.1 PRICING
In considering pricing we comment
on issues to do with price differentiation to GDC farmers.
We are not taking a position on this issue, but consider it
necessary to recognise the possibility that is, in any
event, a consequence of (the threat of) competition in any
proposal.
The requirement to accept all entry at the
posted price may result in GDC¡¦s costs being increased
substantially by farmers in very remote locations attempting
to take advantage of the cross-subsidies that currently
exist in the single uniform return paid to all farmers. This
may mean that it is necessary for GDC to
i) Introduce
differential farm pay-outs based upon distance from the
co-operative;
ii) Define geographical areas within which
GDC must take all farm supply;
iii) Limit supply to farms
that do not impose on GDC transportation costs that are
greater than the highest transportation cost farm currently
supplying GDC in any catchment.
Choosing among these
alternatives, we consider that the lowest level of
distortion to the operation of an efficient market is
provided by free entry only for those farms whose transport
costs to GDC do not exceed those of any existing farms. This
proposal would, for example, allow farmers who wished to
supply GDC from high transportation cost locations the
option of paying to transport milk to the nearest point from
which GDC was already collecting milk, subject to quality
maintenance. This proposal also ensures that GDC is not
required to charge farmers their individual cost of
transportation for the successful management of the open
entry and exit regime.
4.2 ENTRY
In practical terms,
it would be reasonable for GDC to put in place mechanisms
that allowed free entry only over time frames consistent
with planning for capacity adjustment in the dairy industry.
It would be inefficient to force GDC to take milk that had
to be dumped for lack of capacity, or trucked long distances
(e.g. across Cook Strait). This would not be a credible
excuse for non-performance of open entry if sufficient
planning time were provided. We suggest that GDC be
required to accept the milk of any supplier by the beginning
of the second season after the application has been
received. We consider that this will give GDC ample time
to prepare for the additional milk and also to impound the
demand for new entry into the milk price and capital value.
We note that entry can also take place from existing farmers
and that the same rules should apply.
4.3 Exit
Farmer
exit from GDC may raise planning and capacity utilisation
issues, but these are unlikely to be as onerous as those
associated with expansions in capacity. We therefore
consider that exit be possible at the beginning of the
season following that in which notification is
given.
There is in our opinion no reason why GDC should
insist on owning any specific asset that is situated on
farms. Such ownership ¡V e.g. of milk vats - can lead to
hold-up disputes in the event of planned exit. There would
seem to be no impediment to achieving quality, access and
co-ordination with these assets by means of contracts.
Furthermore, the capital commitment to the co-operative for
those farmers that choose to supply their own equipment
would be lower.
GDC has expressed considerable concerns
about proposals to require that GDC pay out cash to exiting
farmers. Their concerns are that in a large scale defection
of farmers, GDC may be unable to avoid a ¡§fire sale¡¨ of
assets to raise cash. To avoid this problem GDC proposes
that existing farmers be paid out in capital notes with a
market value equivalent to the value of the farmer¡¦s equity
interest in GDC. This proposal has the disadvantage that it
imposes on exiting farmers a cost associated with the fact
that capital notes do not have the transaction and liquidity
features of cash. It also removes from the management of
GDC the discipline that would be provided by the need to
arrange with their bankers to cover the cost of paying out
any (net) exit of farmers from the co-operative. We see the
preservation and (where possible) strengthening of this
discipline as crucial for the ongoing efficiency of
GDC.
4.4 Contractual Issues in Entry and Exit
It is
essential that farmer contracts with GDC entail commitment
by the farmer, just as the farmer requires a commitment by
GDC. The period and nature of these contracts should be a
matter of farmer and GDC choice. Contracts for periods
longer than one year may be economically efficient where
they are offered on terms that are economically equivalent
to those associated with annual contracts.
4.5 Principles
for the Design of Regulations
To ensure the effective
operation of the free entry and exit regime set out in this
paper, a core set of regulations will be required. In
contemplating regulations we would use the following
principles:
„h GDC should be required to accept potential
entrants where those entrants have essentially the same
economic characteristics as some existing members of the
co-operative, and those potential entrants should be offered
contracts that have terms that are economically equivalent
to those of at least some supplying farmers.
„h The
regulations should define the minimum conditions required
for entry to and exit from GDC to provide incentives for GDC
management to set capital valuations, farmer payouts and
wholesale milk prices at the efficient level. This requires
that there be no entry or exit subsidies.
„h The
regulations should be based on readily observable
characteristics and behaviours so as to minimise the costs
of compliance for GDC and minimise the costs of assessing
claims that the regulations have been breached.
„h The
open entry and exit regime should be consistent with the
co-operative structure of GDC, and take account of
reasonable GDC concerns about the management of liquidity
and milk processing capacity as well as the transportation
costs associated with accepting farmers in remote locations.
It is envisaged that there would be established an
independent disputes and enforcement mechanism for dealing
with complaints.
5. DO THE INCENTIVES PROVIDED BY FREE ENTRY AND EXIT REMOVE THE POTENTIAL FOR GDC TO ADOPT INEFFICIENT PRICES AND VALUES?
In this section we provide
an assessment of the proposition that GDC will have the
incentive to set prices for milk and its equity shares that
approximate the efficient prices. We do this by proposing a
range of scenarios and then considering the implications of
each for GDC. Throughout, our analysis assumes that barriers
to entry and exit are absent.
5.1 FOUR BASIC PRICING
SCENARIOS
First, consider the four basic scenarios for
inefficient pricing by GDC and the implications of each one:
1. Milk price is too high and the value of the equity is
too low.
This will result in GDC making payments to
farmers in excess of its economic earnings, and thus a
deterioration in the capital base of the firm. The negative
effects of this policy will be exacerbated by the fact that
the high milk price and low equity value will attract large
amounts of entry (both because of high short-term payouts
and the fact that the equity stake is priced below its
market value), creating a requirement for more not less
equity. For GDC this combination of inefficient prices
would be unsustainable.
2. Milk price is too high and the
value of the equity is too high.
These prices will
result in GDC making payments to farmers that are in excess
of economic earnings. The higher payouts will be
unsustainable since GDC will be depleting its balance sheet
to sustain them. This is also completely inconsistent with
the stated GDC strategy of international expansion and
acquisition, which will require that GDC have more, not
less, capital.
3. Milk price is too low and the value of
the equity is too low.
This price will result in an
accumulation of profits in the firm, which will be
unacceptable to farmers who have immediate needs to service
debt and undertake new on-farm investment. The only way
ongoing farmers in the GDC can get a return on their farm
and processor capital is through the pay-out (milk plus
return on capital) price, and hence there will be vigorous
pressure to maintain this price. Further, if GDC retains
earnings it will have to show a return on these through the
future. Retail earnings that increase the pay-out in the
future but do not increase entry/exit capital, even if this
were possible, would not satisfy current farmer shareholders
because it would encourage too much entry.
4. Milk price
is too low and the value of the equity is too high.
This price will result in excess exit from GDC as
farmers take advantage of the high price of equity and
respond to the low payouts. There will be no entry to
offset the impact of this exit on the balance sheet of GDC.
This policy will be unsustainable.
In two of these four
cases free entry and exit are central to the incentives for
efficient pricing faced by GDC. In the absence of free
entry and exit it may be possible to sustain inefficient
pricing policies but in the presence of free entry and exit
it will not. In addition, with free entry and exit, GDC
will not be able to sustain payouts to farmers that will
place any competing manufacturer at a competitive
disadvantage.
Note also that the entry of a competitor
offering milk supply contracts on competitive terms but not
requirement to invest capital would provide a very high
level of discipline on GDC. This is because farmers would
be able to assess the returns to the supply of milk provided
by GDC and its competitor and weigh up the opportunity cost
of having capital in GDC by considering the returns to
investing outside the dairy industry.
5.2 COMMENT ON
BUNDLING
We note that with open entry and exit GDC will
have a strong incentive to pitch the milk price at a level
at which extra milk is profitable to it. In so doing they
will be unbundling any persistent (quota) rents from the
milk price, as discussed above.
.
6. SUMMARY
GDC has
all of the information required to calculate the fair value
exit and entry price for its shares. If there are no
barriers to entering GDC or to exit from GDC then GDC will
also have the incentives to calculate the fair value price
and to implement it.
The milk price and capital value
posted by GDC will provide the basis for the calculation of
a wholesale price that will be the appropriate starting
point for the negotiation of contracts between GDC and other
firms in the dairy industry.
Paper Prepared by Lewis
Evans and Neil Quigley
16 March
2001