Bridging Sustainability and Finance: The Value Driver Adjustment Approach

Even though most large corporations view sustainability considerations and concerns as having the potential to affect their revenue and profits, and studies have shown that sustainability can affect stock returns, investors and corporate managers continue to struggle to incorporate such concerns into their financial decision‐making. As a consequence, the valuation effects of sustainability issues are not fully reflected in either the valuation of companies by investors or in capital investment decisions by corporate managers. The author argues that sustainability can be integrated into both of these kinds of financial decision‐making by linking it to business models, competitive positions, and value drivers using what the author calls a “value‐driver adjustment” (VDA) approach. The basic idea is simple: material sustainability issues affect business models and competitive positions, which in turn affect the company's value drivers—notably, sales, margins, and capital. The VDA approach explicitly considers these linkages by taking three steps: (1) identifying a company's material sustainability issues; (2) analyzing how these issues are expected to affect the company's business model and competitive position; and (3) quantifying the effects of such changes in business model and competitive position on the company's value drivers, including its cost of capital. In the first part of the article, the author provides an investor perspective that shows how sustainability can be integrated into investment decisions by asset managers. There he explains how and why ESG integration has so far failed to become mainstream, and what needs to be done to make it successful. The second part of this article takes the corporate perspective and shows how sustainability can be linked to value drivers using much the same ingredients as in asset management, but slightly different tools that can help corporate managers incorporate sustainability concerns into strategy and operations, including the finance function. And in closing, the author brings together corporate and investor perspectives while showing how sustainability programs can be used to make the relationship between companies and their shareholders both stronger and longer‐lasting.     

The 2001 HBR list. Breakthrough ideas for today's business agenda

Business is shaped by ideas. But how do you separate enduring ideas from passing fancies? In this, the first edition of the annual HBR List, our editors spotlight five break-through ideas that are truly shaping the future of business. EVEN A GREAT BUSINESS MODEL IS NOT ENOUGH: The rise and fall of dot-coms left markets reeling and CEOs scratching their heads. The most important lesson of the debacle: squishy thinking about "business models" is no substitute for a distinctive strategy. CHANGE IS CHANGING: In recent years, pundits have urged executives to incite revolutions within their companies. But a growing group of experts now suggests that the best companies actually evolve through incremental change--change that builds on rather than subverts their heritage. EGO MAKES THE LEADER: By looking deeply into executives' psyches, we are beginning to unlock the enigma of leadership. While there will never be a single recipe for successful corporate stewardship, an understanding of the human ego can shed light on leadership's most fundamental components. ONLY CONNECT: In business organizations, what's really important about people is not their individual skills but the relationships they form with one another. By investing in "social capital," companies can often push their performance to a whole new level. THE BIOLOGY CENTURY DAWNS: In the twentieth century, product innovations tended to spring from physics. But in the new century, biology may be the central source of innovation. From genomics to biomimicry, the study of life promises to change what companies sell and even how they operate.     

Why change programs don't produce change

Faced with changing markets and tougher competition, more and more companies realize that to compete effectively they must transform how they function. But while senior managers understand the necessity of change, they often misunderstand what it takes to bring it about. They assume that corporate renewal is the product of company-wide change programs and that in order to transform employee behavior, they must alter a company's formal structure and systems. Both these assumptions are wrong, say these authors. Using examples drawn from their four-year study of organizational change at six large corporations, they argue that change programs are, in fact, the greatest obstacle to successful revitalization and that formal structures and systems are the last thing a company should change, not the first. The most successful change efforts begin at the periphery of a corporation, in a single plant or division. Such efforts are led by general managers, not the CEO or corporate staff people. And these general managers concentrate not on changing formal structures and systems but on creating ad hoc organizational arrangements to solve concrete business problems. This focuses energy for change on the work itself, not on abstractions such as "participation" or "culture." Once general managers understand the importance of this grass-roots approach to change, they don't have to wait for senior management to start a process of corporate renewal. The authors describe a six-step change process they call the "critical path."     

UNIVERSITY OF TEXAS ROUNDTABLE ON ENERGY DERIVATIVES AND THE TRANSFORMATION OF THE U.S. CORPORATE ENERGY SECTOR

In this roundtable, a successful oil entrepreneur and a group of ex‐bankers whose careers have taken them into the energy business discuss the deregulation of energy markets and the emergence of energy derivatives, and how these two developments have affected both the way companies do business with each other, and how the companies themselves are organized internally. The first part of this two‐part discussion explores how derivatives and corporate risk management have produced a strikingly new business model for a number of once traditional energy companies, including Enron Corp. and Mirant Corporation (until recently, Southern Energy). In addition to its ability to change corporate strategy, the panelists also consider how the hedging of price risks can affect a company's financing strategy and cost of capital. A notable feature of the new business model is a corporate structure that differs greatly from that of conventional large energy companies. And in the second half of the discussion, the focus shifts from risk management and strategy to issues of corporate structure, such as: How do companies divide themselves into business centers for reporting and accountability; how much decision‐making authority is entrusted to the managers of those divisions; and how many layers of corporate management are necessary to coordinate and control the activities of the business units? Also discussed at great length are questions of performance evaluation and incentive compensation: How do companies evaluate their own performance on a year‐to‐year basis? And what basis do they use for rewarding their managers?     

Venture Capital in Canada: Lessons for Building (or Restoring) National Wealth

Canadian policymakers and regulators have been praised for avoiding many of the policy blunders that, when combined with excessive risk-taking by the banks, nearly brought down the U.S. financial sector. But, as the global economy begins to recover, policymakers everywhere need to find ways to stimulate the creation of new ventures.
On that score, Canada's record is not encouraging. The returns on Canadian venture capital investment have been dismally low, particularly in its government-run funds. In a recent survey, 40% of U.S. venture capital partners identified Canada as having the least favorable treatment of investors of any country they had dealings with. And perhaps most troubling, half of the Canadian corporate executives responding to another survey cited "inability to retain talent" as the biggest threat to their firms.
The authors begin by suggesting that these findings are all related. Without investors and the know-how and networks they bring with them, a country's ability to attract, develop, and retain top talent—business and managerial talent in particular—is significantly reduced. And as the authors go on to argue, the key to building a successful venture capital industry is to match talent with capital in such a way that all three parties—talent, capital providers, and the "matchmakers" who bring together talent and capital—are rewarded for superior performance and held accountable for failure.     

The fine art of friendly acquisition

It's no secret that the track record of corporate acquirers has been dismal. But there is a group that's had consistent success. A recent study on M&A reveals that between 1984 and 1994, fund investors at some 80% of LBO firms enjoyed returns equal to or greater than their cost of capital on their M&A investments. And this was true even though in many cases the prices paid for the companies were pushed up by competing bidders. Why are financial acquirers so much more successful than their corporate counterparts? It's because they approach the negotiation process differently. Most corporate managers treat acquisitions as a direct-march-up-the-hill kind of exercise: "I want to buy this company. Let's find out what it's worth, offer less, and see if we get it." The actual deal management is delegated to outside experts--investment bankers and lawyers. But fund investors treat deal management as a core part of their business conducted by a permanent group of experienced executives, and they have well-established processes that they stick to. The authors examine how the best acquirers approach all five stages of deal negotiations--screening potential deals, reaching initial agreement, conducting due diligence, setting final terms, and reaching closure--comparing good practice with bad, to reveal the secrets of their success.     

Value acceleration: lessons from private-equity masters

The most successful private-equity firms regularly spearhead dramatic business transformations, creating exceptional returns for their investors. To understand how those firms do it, the authors studied more than 2,000 PE transactions over the past ten years and discovered that the top performers' success stems from the rigor with which they manage their businesses. This article describes the four management disciplines vital to the success of the best PE firms. First, for each business, they define an investment thesis: a brief, clear statement of how to make the business more valuable within three to five years. The thesis, which guides all actions by the company, usually focuses on growth. PE firms know that the demonstration of a path to strong growth produces the big returns on investment. Second, they don't measure too much. They zero in on a few financial indicators that most clearly reveal the business's progress in increasing its value. They watch cash more closely than earnings and tailor performance measures to each business, rather than imposing one set of measures across their entire portfolio. Third, they work their balance sheets, mining undervalued assets, turning fixed assets into sources of financing, and aggressively managing their physical capital. Last, they make the center the shareholder. Corporate staffs in PE firms make unsentimental investment decisions, buying and selling businesses when the price is right and bringing in new management when performance falters. These firms also keep their corporate centers extremely lean. By adopting these four disciplines, executives at public companies should be able to reap significantly greater returns from their own business units.     

从老爱立信到当代爱立信

<正> 在瑞典韦姆兰教区一座教堂的庭院内竖立着一座庄严朴素的纪念碑,碑文简洁明晰:“瑞典电话业亲眼目睹了他的成就。”他,就是爱立信公司的创始人——拉·马·爱立信。爱立信公司自1876年创立以来,千千万万的杰出人土为它能成为世界同行业的佼佼者做出了自己的贡献。然而,创始人拉·马·爱立借对公司的影响始终是最为深远的。直到今天,爱立信的企业文化和经营理念还带有很强的老爱立信的思想印记。     

THE CAPITAL STRUCTURE CHOICE: NEW EVIDENCE FOR A DYNAMIC TRADEOFF MODEL

Most academic insights about corporate capital structure decisions come from models that focus on the trade-off between the tax benefits and financial distress costs of debt financing. But empirical tests of corporate capital structure indicate that actual debt ratios are considerably different from those predicted by the models, casting doubt on whether most companies have leverage targets at all. In particular, there is considerable evidence that corporate leverage ratios reflect in large part the tendency of profitable companies to use their excess cash flow to pay down debt, while unprofitable companies build up higher leverage ratios. Such behavior is consistent with a competing theory of capital structure known as the "pecking order" model, in which management's main objectives are to preserve financing flexibility and avoid issuing equity.
The results of the authors' recent study suggest that although past profits are an important predictor of observed debt ratios at any given time, companies nevertheless often make financing and stock repurchase decisions designed to offset the effects of past profitability and move their debt ratios toward their target capital structures. This evidence provides support for a compromise theory called the dynamic tradeoff model, which says that although companies often deviate from their leverage targets, over the longer run they take measures to close the gap between their actual and targeted leverage ratios.     

Corporate Portfolio Management Roundtable

The dean of a top ten business school, the chair of a large investment management firm, two corporate M&A leaders, a CFO, a leading M&A investment banker, and a corporate finance advisor discuss the following questions:

• ? What are today's best practices in corporate portfolio management? What roles should be played by boards, senior managers, and business unit leaders?
• ? What are the typical barriers to successful implementation and how can they be overcome?
• ? Should portfolio management be linked to financial policies such as decisions on capital structure, dividends, and share repurchase?
• ? How should all of the above be disclosed to the investor community?

After acknowledging the considerable challenges to optimal portfolio management in public companies, the panelists offer suggestions that include:

• ? Companies should establish an independent group that functions like a “SWAT team” to support portfolio management. Such groups would be given access to (or produce themselves) business‐unit level data on economic returns and capital employed, and develop an “outside‐in” view of each business's standalone valuation.
• ? Boards should consider using their annual strategy “off‐sites” to explore all possible alternatives for driving share‐holder value, including organic growth, divestitures and acquisitions, as well as changes in dividends, share repurchases, and capital structure.
• ? Performance measurement and compensation frameworks need to be revamped to encourage line managers to think more like investors, not only seeking value‐creating growth but also making divestitures at the right time. CEOs and CFOs should take the lead in developing a shared value creation model that clearly articulates how capital will be allocated.

     

Responsible Investors: Who They Are,What They Want

This article by a long‐time partner in Domini Social Investments, a well‐known socially responsible investment firm, begins by describing four different approaches that institutional investors have currently adopted as they account for environmental, social, and governance (ESG) considerations in their investment decisions: (1) the incorporation of internationally accepted ESG norms and standards (as set forth in, for example, the FTSE4Good Indexes); (2) the use of industry‐specific ESG ratings and rankings (such as those used for the Dow Jones Sustainability Indexes); (3) the integration of ESG considerations into stock valuation (as advocated, for example, in the Principles of Responsible Investment); and (4) the identification of companies whose business models successfully address the most pressing societal needs (often referred to as “impact investing”). The article then seeks to answer the question: what corporate ESG programs and policies can be most effectively used by managers seeking to attract institutional investors using these different approaches? The author describes three kinds of corporate ESG programs. In one approach, corporate managers focus on strengthening relations with non‐investor stakeholders, including employees, the environment, and local communities. In the second approach, corporations seek to create “shared value” by emphasizing products and services that help address society's most pressing needs. The third approach focuses on identifying and addressing the firm's industry‐specific ESG performance indicators (KPIs) that are most material to stockholders and other stakeholders. Given institutional investors' growing commitment to the incorporation of ESG concerns, corporate managers should understand the range of investors' approaches to ESG and how to account for them in their strategic planning. At the same time, they are encouraged to develop comprehensive ESG policies and goals, devote adequate resources to their implementation, and communicate efforts effectively to these investors and to the public.     

Information technology and the board of directors

Ever since the Y2K scare, boards have grown increasingly nervous about corporate dependence on information technology. Since then, computer crashes, denial of service attacks, competitive pressures, and the need to automate compliance with government regulations have heightened board sensitivity to IT risk. Unfortunately, most boards remain largely in the dark when it comes to IT spending and strategy, despite the fact that corporate information assets can account for more than 50% of capital spending. A lack of board oversight for IT activities is dangerous, the authors say. It puts firms at risk in the same way that failing to audit their books would. Companies that have established board-level IT governance committees are better able to control IT project costs and carve out competitive advantage. But there is no one-size-fits-all model for board supervision of a company's IT operations. The correct approach depends on what strategic "mode" a company is in whether its operations are extremely dependent on IT or not, and whether or not it relies heavily on keeping up with the latest technologies. This article spells out the conditions under which boards need to change their level of involvement in IT decisions, explaining how members can recognize their firms' IT risks and decide whether they should pursue more aggressive IT governance. The authors delineate what an IT governance committee should look like in terms of charter, membership, duties, and overall agenda. They also offer recommendations for developing IT policies that take into account an organization's operational and strategic needs and suggest what to do when those needs change. Given the dizzying pace of change in the world of IT, boards can't afford to ignore the state of their IT systems and capabilities. Appropriate board governance can go a long way toward helping a company avoid unnecessary risk and improve its competitive position.     

Who's bringing you hot ideas and how are you responding?

There's an unsung hero in your organization. It's the person who's bringing in new ideas from the outside about how to manage better. These aren't your product and service innovators--those people are celebrated loudly and often. This is the manager who, for instance, first uttered the phrase "balance scorecard" in your hallways, or "real options," or "intellectual capital." Managerial innovation is an increasingly important source of competitive advantage--especially given the speed with which product innovations are copied--but it doesn't happen automatically. It takes a certain kind of person to welcome new management ideas and usher them into an organization. The authors recently studied 100 such people to find out how they translate new ideas into action in their organizations. They discovered that they are a distinct type of practitioner; that is to say, they resemble their counterparts in other organizations more than they resemble their own colleagues, and they share a common way of working. "Idea practitioners," as the authors call them, begin by scouting for ideas. All of them are avid readers of management literature and enthusiastic participants in business conferences; many are friendly with business gurus. Once they've identified an idea that seems to hold promise, they tailor it to fit their organizations' specific needs. Next, they actively sell the idea--to senior executives, to the rank and file, to middle managers. And finally, they get the ball rolling by participating in small-scale experiments. But when those take off, they get out of the way and let others execute. In this article, the authors identify the characteristics of idea practitioners and offer strategies for managing them wisely.     

Financial Systems, Corporate Finance and Corporate Governance

Financial systems of industrialised countries are usually classified as being either capital market- or bank-dominated. This paper tries to shed some light on the validity of this distinction. In order to do this, it analyses two specific roles of the financial sector vis-à-vis the enterprise sector: the role of financing or funding business and the role of capital markets and banks, respectively, in the context of corporate governance. Our analysis of the relevant findings in the literature shows that financing patterns are quite similar between countries, while corporate governance systems are quite dissimilar. The paper discusses how these divergent findings could be made compatible with existing theories and what implications they may have for the question of whether there is a tendency for corporate governance systems in different countries to become as similar as corporate financing patterns seem to be.     

How To Choose a Capital Structure: Navigating the Debt-Equity Decision

In corporate offices as well as the classroom, there continues to be significant debate about the costs and benefits of debt financing. There is also considerable variation in corporate credit ratings, even among companies as large and successful as those that make up the S&P 500. Many companies have been reassessing how they manage their balance sheet and their rating agency relationships; and with the market's generally favorable response to recapitalizations and dividend increases, such financing issues are likely to receive even more attention.
Underlying the diversity of corporate credit ratings is widespread disagreement about the "right" credit rating—a matter that is complicated by the fact that the cost of debt varies widely among companies with the same rating. Although credit ratings are clearly tied to measures of indebtedness such as leverage and coverage ratios, the most important factor in most industries is a company's size. For many mid-sized companies, an investment-grade rating can be attained only by making a large, equity-financed acquisition—or by making minimal use of debt. In this sense, the corporate choice of credit rating can be as much a strategic issue as a financial decision.
Maintaining the right amount of financial fl exibility is a key consideration when determining the right credit rating for a given company (although what management views as value-preserving flexibility may be viewed by the market as value-reducing financial "slack"). A BBB rating will accommodate considerably more leverage (30–60%) in companies with fairly stable cash flows and limited investment requirements than in more cyclical or growth-oriented companies (10–20%). When contemplating taking on more leverage, companies should examine all major operating risks and view their capital structure in the context of an enterprisewide risk management framework.     

Discovering new points of differentiation

Most profitable strategies are built on differentiation: offering customers something they value that competitors don't have. But most companies concentrate only on their products or services. In fact, a company can differentiate itself every point where it comes in contact with its customers--from the moment customers realize they need a product or service to the time when they dispose of it. The authors believe that if companies open up their thinking to their customer's entire experience with a product or service--the consumption chain--they can uncover opportunities to position their offerings in ways that neither they nor their competitors though possible. The authors show how even a mundane product such as candles can be successfully differentiated. By analyzing its customers' experiences and exploring various options, Blyth Industries, for example, has grown from a $2 million U.S. candle manufacturer into a global candle and accessory business with nearly $500 million in sales and a market value of $1.2 billion. Finding ways to differentiate one's company is a skill that can be nurtured, the authors contend. In this Manager's Tool Kit, they have designed a two-part approach that can help companies continually identify new points of differentiation and develop the ability to generate successful differentiation strategies. "Mapping the Consumption Chain" captures the customer's total experience with a product or service. "Analyzing Your Customer's Experience" shows managers how directed brainstorming about each step in the consumption chain can elicit numerous ways to differentiate any offering.     

Why Capital Efficiency Measures Are Rarely Used in Incentive Plans, and How to Change That

Despite the wide acceptance of DCF valuation and its corollary that value is created only by earning more than the cost of capital, very few companies use performance measures that focus on corporate efficiency in using capital—measures such as return on capital (ROC) or economic value added (EVA)—as the main basis for their top management incentive programs. In this article, the authors begin by documenting the surprisingly limited use of such measures in management incentive plans. Next they analyze three often cited problems—difficulty in retaining managers, discouragement of growth investment, and complexity—that could account for the limited use of such measures. Third and last, they suggest a number of adjustments to standard capital efficiency measures that are designed to address these problems and, in so doing, to give corporate directors more confidence in using measures like EVA to reward and hold managers accountable for value-adding performance.
In illustrating the problems encountered when using such performance measures, the article uses case studies of three long-time "EVA companies"—Briggs & Stratton, Herman Miller, and Manitowoc—to highlight the difficulty of using a "bonus bank" (or "clawback") system to hold managers fully accountable for earning a minimum return on capital. After presenting empirical data that shows "delayed productivity" of invested capital, the authors suggest that conventional capital efficiency measures can discourage value-increasing growth.
The article concludes by recommending that although measures like EVA used in combination with negative bonus banks provide the right incentives, EVA capital charges should be phased in gradually to reflect the delayed productivity of capital. At the same time, corporate boards should consider providing bonus bank "relief" when market and industry factors have excessively large negative effects on the performance measures and bonus awards.     

Working on nonprofit boards. Don't assume the shoe fits

Contrary to popular perception, businesspeople can be benevolent. For instance, one recent study notes that four-fifths of all Harvard Business School graduates are involved with nonprofits, with more than half of those serving on boards. Most business professionals will spend some time on a nonprofit board. That's the good news, the author says. The bad news is that the involvement of businesspeople can easily backfire. That's because they often try to take what they have learned from business school and the corporate world and apply it to their duties in the nonprofit sector. On the surface, there are similarities between the for-profit and nonprofit sectors. Both have boards of directors, trustees and chairpeople, regular meetings, and so forth. But the governance of nonprofit organizations is very different from the governance of for-profit businesses in several critical areas, including missions, measurements, and board composition. For instance, the CEO in the nonprofit world must manage a relationship with a nonexecutive board chair. In the for-profit world, the CEO is the chair. Such significant differences make it difficult to transfer ideas and practices between the for-profit and nonprofit worlds. In this article, F. Warren McFarlan describes the main differences between serving on a for-profit board and serving on a nonprofit board. As he points out, understanding the differences will make it easier for businesspeople to move smoothly from one environment to the other and will therefore make their commitments more effective. Nonprofits need businesspeople, but only on the right terms.     

How to pitch a brilliant idea

Coming up with creative ideas is easy; selling them to strangers is hard. Entrepreneurs, sales executives, and marketing managers often go to great lengths to demonstrate how their new concepts are practical and profitable--only to be rejected by corporate decision makers who don't seem to understand the value of the ideas. Why does this happen? Having studied Hollywood executives who assess screenplay pitches, the author says the person on the receiving end--the "catcher"--tends to gauge the pitcher's creativity as well as the proposal itself. An impression of the pitcher's ability to come up with workable ideas can quickly and permanently overshadow the catcher's feelings about an idea's worth. To determine whether these observations apply to business settings beyond Hollywood, the author attended product design, marketing, and venture-capital pitch sessions and conducted interviews with executives responsible for judging new ideas. The results in those environments were similar to her observations in Hollywood, she says. Catchers subconsciously categorize successful pitchers as showrunners (smooth and professional), artists (quirky and unpolished), or neophytes (inexperienced and naive). The research also reveals that catchers tend to respond well when they believe they are participating in an idea's development. As Oscar-winning writer, director, and producer Oliver Stone puts it, screen-writers pitching an idea should "pull back and project what he needs onto your idea in order to make the story whole for him." To become a successful pitcher, portray yourself as one of the three creative types and engage your catchers in the creative process. By finding ways to give your catchers a chance to shine, you sell yourself as a likable collaborator.     

How Corporate Diversity and Size Influence Spinoffs and Other Breakups

In recent months, the list of large diversified companies that have decided they would be worth more as several smaller, focused companies has grown sharply. In many of these cases, it has been outside pressure from activist investors that has motivated these actions by management—and with some pretty favorable results. But what is driving these strategic actions and what is most important in determining whether breakups create value? To answer this fundamental questions, it is critical to decide whether large, diversified companies have a value recognition problem or a value creation problem. In this article, the authors present and try to integrate the findings of two separate but related research studies on business diversity and size with the aim of identifying their implications for corporate strategy and helping company executives create more value for their investors. The specific reasons for underperformance by large diverse companies vary greatly, but there are a number of potential problems discussed in this article, including organizational “distance,” capital allocation, human capital allocation, cross subsidies, and ineffective governance. Instead of waiting for activist investors to demand a breakup, executives of large diverse companies should be proactive in addressing the potential weaknesses of their organizations. Private equity firms understand how to make diversification work and many of today's executives could learn some valuable lessons from these firms. Large diverse businesses should embrace “Internal Capitalism,” a corporate culture and set of practices that emphasizes the importance of strategic decision‐making that is linked through continuous performance assessment to the corporate goals of boosting efficiency and sustainable growth.