Intellectual Property Securitization and Growth Capital in Retail Franchising

A retail franchisor needs growth capital so that the brand continues to grow and franchisor–franchisee relations remain strong. However, access to corporate liquidity to fund such franchise growth options is not unlimited. A method of raising finance particularly suited to retail franchisors is intellectual property (IP) securitization that allows companies to account for intangible assets such as intellectual property, royalty and brands and realize their full value. In recent years, a number of large restaurant franchisors have securitized their brands to raise funds, including Dunkin Brands and Domino's Pizza (Domino's). We use property rights approach to show that IP securitization provides mechanisms that explicitly define ownership of intangible assets within the securitization structure and thus enables a company to raise funds against these assets. Using a case study example of a retail franchise IP securitization transaction, we also provide evidence that these mechanisms are not overly restrictive and can be used more widely to help fund retail franchise growth and expansion.     

Why franchise companies expand overseas

Business format franchising is becoming an increasingly international activity. From 1971 to 1985, U.S. franchisors added foreign outlets at a rate of 17% per year, almost twice as fast as they added domestic outlets (Aydin and Kacker 1990). As a result, by 1990 more than 350 U.S. companies had more than 32,000 franchised outlets overseas. By 2000, 60% of all franchisors in the United States are expected to have outlets overseas (Hoffman and Preble 1993).This study examines the 815 largest U.S. franchisors to understand what capabilities encourage them to expand overseas. It finds that the key capability that predicts the intent to expand overseas is superior capability to reduce franchisee opportunism. Franchisors who seek foreign franchisees have developed a greater capability to bond against and monitor potential franchisee opportunism. The data show that these differences are consistent across all industries in which franchising takes place.The results of this study indicate that foreign entrepreneurs can identify the American franchisors most likely to expand overseas by looking at their pricing structure and their monitoring capabilities. The easy identification of characteristics from which to find American franchisors will help to reduce the search costs of potential foreign franchisees. This reduction in search costs will make the establishment of international franchise relationships less expensive.This study also provides guidance to franchisors interested in expanding overseas. The results show how franchisors can structure their franchise relationships to reduce potential franchisee opportunism. This ability to reduce franchisee opportunism will make it easier for franchisors to enter high-growth foreign markets using the franchising business mode.This study also has implications for researchers. It suggests that international business research examine further the mechanisms by which firms make contractual modes of international business work. Whereas many firms may internalize international market transactions under conditions likely to lead to market failure, the large number of franchisors who use franchising as an international expansion mode despite conditions of market failure suggests that more attention be paid to mechanisms that companies can use to reduce the probability of failure of international contractual transactions. By helping to explain how franchisors monitor foreign franchisees or bond them against opportunistic behavior, this study suggests that the international business literature develop a more complex understanding of the workings of international business transactions than the simple choice of internalization or contractual entry modes.     

Franchise turnover and failure: New research and perspectives

Entrepreneurship literature has long noted likely significant new venture failure rates. This paper's new franchise failure concept reconciles many prior, seemingly inconsistent study results based largely on franchisor's surveys. Data include more than 800 franchise systems and 250,000 franchise outlets over four consecutive years and are based on state-required Uniform Franchise Offering Circular (UFOC) registration data. Overall franchisee turnover rates are significant and appear to have increased. The result is a 1997 median franchisee turnover with a transfer rate of 10.49% (8.86% in 1994). Franchisee failure and turnover are important areas that merit further study and analysis.     

Retail Marketing Channel Franchise Failure

Abstract

The retail franchising channel is significant and growing rapidly in the U.S., U.K. and other countries. This paper presents a new retail strategic management perspective and provides new, more reliable U.S. longitudinal retail franchise government furnished data, covering over 800 franchise systems and over 250,000 franchise units.

A strategic management failure perspective and more accurate retail franchisee channel failure data facilitate understanding and mitigating failure. Retail franchisee channel failure is an important topic that merits further research and franchise system management attention.     

Exploring the Role of Ownership Structures in the Results of Professional Health Care Franchises from a Multi-Actor Perspective

This paper explores how the ownership structure of professional health care franchises contributes to the achievement of positive results with franchising for the franchisor, the franchisee, professional service provider, and clients. We conducted a comparative embedded case study with three health care franchises in the Netherlands using data from 101 interviews, observations, and document analyses. We show that different ownership structures at the system-level (i.e., plural form, pure franchise, cooperative franchise) and the unit-level (i.e., stand-alone versus fractional, active versus passive, single versus multi-unit) have different effects as perceived by franchisors, franchisees, and professionals. Moreover, we reveal how this variation in experienced effects can be explained by differences in dynamics in regard to management, decision making, control, steering, support, interests, learning, and adaptation. Based on these analyses, we develop new typologies of ownership structures and show how combinations of system-level and unit-level structures can have mutually weakening or strengthening effects.     

NAFTA and franchising: A comparison of franchisor perceptions of characteristics associated with franchisee success and failure in Canada,Mexico, and the United States

Business-format franchising, which includes the product or service, the brand name or trademark, and the operating system developed by a franchisor, has experienced significant growth over the past few decades. International franchising also is growing at a rapid pace, in part, because of market opportunities that include new trade agreements. The debate over North American Free Trade Agreement (NAFTA) increased the focus on North American franchising. In spite of this attention, there are few, if any, comparative studies of franchising in Canada, Mexico, and the U.S.At the same time that international franchising growth is extolled, there is an argument over the extent to which franchising increases business success. A number of studies support the success thesis, however, recently critics claim that franchising does not significantly increase survival rates of franchisee-owned units.The objectives of this study are, first, to extend the study of franchisee success and failure by analyzing franchise executives' perceptions of the importance of a number of characteristics associated with franchisee success and failure, and second, to examine differences among the executives' perceptions of these characteristics based on the location of the franchisor—Canada, Mexico, or the United States. We also analyze the effects of franchise strategy, type of franchise business, and size of the franchise on executive perceptions of the characteristics associated with franchisee success and failure.Franchisor executives rated the relative importance of 39 statements, taken from previous research, that are associated with perceptions of success. Results from a factor analysis indicate that 30 of the variables load on 5 significant factors. Examination of the content of the factors indicates that the first factor (system quality), and the second factor (brand name) consist of variables that directly relate to the core of business-format franchising, the quality of the operating system and the brand name of the franchise. The third factor (local environment) consists of statements that represent general characteristics of the local franchise environment. The fourth factor (communication) consists of variables that link the franchisee with the franchisor and other franchisees. The fifth factor (franchise activities) consists of variables that represent idiosyncratic characteristics or activities of a franchisee. Franchise executives also rated the relative importance of 16 statements associated with franchisee failure. Of these, 6 statements, associated with franchisor activities, are combined to form a scale of franchisor failure, and 10 statements, associated with franchisee activities, are combined to form a scale of franchisee failure.The findings indicate that there are significant differences in most of the scales of success and failure among franchisor executives' perceptions based on country location. In addition, there is also a significant effect of franchise strategy on perceptions. There are no significant differences by type of franchise business or size of the franchisor.This research contributes to two important areas of research in franchising; the study of perceptions of the characteristics associated with franchisee success and failure, and international franchising research. The study also has practical applications. Knowledge about country differences in perceived characteristics of success and failure will help franchisors to identify aspects of the business system that require increased monitoring and investment. Awareness of country differences will also influence the selection of relevant training and development. Finally, knowledge of differences in perceptions may assist franchisors in adapting systems and policies that are likely to increase the success of their international sites.     

A model of trust and compliance in franchise relationships

Despite the danger of franchisee non-compliance as a severe impediment to overall franchise operation and performance, there is currently minimal understanding of the key factors that lead to these behaviors. Using a foundation of relational exchange theory, we construct and test a model that demonstrates how two distinct forms of trust, based upon perceptions of franchisor integrity and franchisor competence, are critical to explaining the roles that relational conflict and satisfaction play in influencing franchisee compliance. Implications of these findings are then demonstrated to have compelling relevance to the effective management of franchise systems.     

Agency and institutional influences on franchising decisions

While the franchising literature has typically relied on agency theory, efficiency considerations may not fully explain decisions to expand through franchising or company ownership. In this study, I re-examine franchising decisions using insights from institutional theory. The key tenet of institutional theory is that decisions are influenced by isomorphic pressures arising from the environment. Economic rationales such as the achievement of efficiency are thought of as less pervasive concerns. I begin by investigating whether institutional theory explains variance in franchising decisions beyond what is explained by agency theory. Then, I explore the extent to which institutional considerations moderate the relationships between agency considerations and franchising decisions. Hypotheses are tested on a unique database of 132 French franchise chains. Empirical results suggest that successful competitors' use of franchising explains variance in the focal chain's use of franchising beyond what is explained by the importance of local managerial inputs and the threat of franchisee opportunism. In addition, the threat of franchise opportunism is less strongly related to the focal chain's use of franchising when successful competitors have a high proportion of franchised outlets. Overall, findings from this study suggest that researchers should supplement agency theory with institutional theory to adequately explain franchising decisions.     

Entrepreneurial networking: a blessing or a curse? Differential effects for low,medium and high performing franchisees

Recent studies have called for a better understanding of the link between networking and entrepreneurial performance. We provide such understanding in three ways: by focusing on a specific entrepreneurial context (franchise systems), by developing a multi-faceted theoretical framework and by highlighting a contingency that may affect the networking-performance link. We combine knowledge and learning perspectives with a networking perspective to develop and test a multi-faceted framework on the effects of franchisee networking with peers within a franchise system (‘peer networking’) on franchisee unit performance. In particular, we argue that the performance benefits that franchisees draw from networking with their peers vary between low, medium and high performing franchisees. We use ordinary least squares (OLS) and Quantile Regression analyses to test our hypotheses with empirical data from a Dutch franchise system. Our results confirm that structural, resource and relational facets of franchisee peer networking affect unit performance, and that they benefit and harm low, medium, and high performing franchisees differently.     

Survival patterns among newcomers to franchising

This study examines survival patterns among franchisee and nonfranchise small firms and establishments that entered business during 1986 and 1987. Aspiring entrepreneurs purchasing franchises choose this path to small business entry, in part, because they expect to improve their chances of survival during the turbulent early years of operation. Evidence to date has been mixed: some studies conclude that franchising is a low-risk route to small business ownership, while others suggest that independent start-ups are more likely to remain in operation than franchises.This study utilizes two distinct methodological approaches to investigate franchisee survival patterns. The first approach demonstrates that franchise units have better survival prospects than independents, and the second approach demonstrates that young firms formed without the benefit of a franchisor parent are more likely to remain in operation than franchised start-ups. Reconciliation of these seemingly inconsistent findings is explored.Survival measurement is heavily influenced by the unit of analysis in franchising. Firm-specific data show different patterns than establishment-specific data when young franchise units are tracked through time. Analysis of establishments owned by corporations is undertaken for restaurants opened nationwide in 1986 and 1987. Using Census Bureau data describing corporate-owned restaurant establishments that reported payroll to the IRS in 1987, 52,088 young establishments were identified; 22.5% were franchises. Comparison of the franchisee and independent restaurant units indicated that independents were more likely to cease operations by 1988 than franchises.The fact that franchisee establishments had a better survival track record than independent restaurants does not, however, demonstrate that aspiring entrepreneurs improve their survival prospects by purchasing a franchise. In fact, 84% of the new franchise establishments under consideration were units of multi-establishment corporations, and few of these corporate parents were new businesses. Envision a corporation in operation for 15 years that owns 20 McDonalds restaurants; in 1987 they opened their twenty-first unit. The findings of this study indicate that this twenty-first unit has excellent survival prospects, more so than either an independent start-up or a franchisee opening a restaurant for the first time. New franchised restaurant units, overall, may be a safe investment, although simultaneously, the newcomer opening a franchise may face a high-risk situation.The analysis then shifts from establishments owned by franchisees to young firms (not establishments) started in 1986 and 1987 as proprietorships, partnerships, or S-corporations. Among these young firms, franchisees are found to have lower survival rates than independent start-ups, and these differences persist when various firm and owner traits are controlled for statistically. Retailing is found to be a particularly difficult field for young franchised firms: risk of firm closure is high and mean profits are negative. The most common route into retailing entailed purchasing an operating franchise unit from its previous owner, that is, an ongoing franchise. Over 53% of the young franchised retailing firms started in 1986 and 1987 were ongoing operations. By 1991, only 52.4% of these firms were still operating with the owner of record present in 1987.The findings of this study indicate, on balance, that purchase of a franchise is unlikely to reduce the risks facing a new business start-up. This does not imply that the multi-establishment franchisee adding another new franchise unit to its existing chain of operations faces a high-risk situation. Rather, the high risk facing the franchisee newcomer is partially rooted in the fact that so many of the newly-opened units in mature franchising niches are owned by multi-unit franchisees that have greater experience and resources than newcomers who are attempting to enter the industry.     

Brand and performance signals in the choice of franchise opportunities

When choosing a franchise chain, potential franchisees must incorporate into their decision process the signals of franchise chain quality being sent to the market by the franchisor. Some of these signals along with potential franchisees' choices of franchise chain are analyzed. The results show that brand value and franchisee performance were the key signals used by Spanish franchisees during the period 2002 through 2008, when deciding to open a franchise outlet. The aim of this study was to contribute to strengthening the relationship between entrepreneurship and franchising in Spain from an empirical viewpoint.     

How Do Franchise Ownership Structure and Strategic Investment Emphasis Influence Stock Returns and Risks?

Franchisors seek to maximize firm value by managing investments both in tangible and intangible assets and in the mix of company and franchised outlets, yet little is known about how investors respond to shifts in these strategic decisions. Our goal is to assess the impact of these decisions on shareholder value within franchise systems through panel-data models. Specifically, we provide evidence on how investors in publicly traded franchises evaluate both the ownership structure and the strategic investment emphasis between intangible assets (e.g., brand) and tangible assets (e.g., plant and property). We find that an increase in the proportion of franchised units is negatively associated both with stock returns and idiosyncratic risk. In contrast, an increase in the emphasis on strategic investments in intangible assets is positively associated both with stock returns and idiosyncratic risk. Moreover, strategic investment emphasis moderates the strength of the effect of franchise ownership structure when firms franchise internationally. Overall, this research provides a novel empirical examination of franchising economics and has managerial implications for franchised channel structure.     

Contractibility and ownership redirection in franchising: A property rights view

This paper offers a property rights theoretical interpretation of the ownership redirection hypothesis advanced by Oxenfeldt and Kelly [Oxenfeldt, Alfred R. and Kelly, Anthony O. (1968). “Will Successful Franchise Systems Ultimately Become Wholly-owned Chains?”, Journal of Retailing, 44, 69-83]. In a nutshell, couched in resource dependence theory, the ownership redirection hypothesis argues that successful franchise systems will eventually become corporate owned systems because of the reacquisition of franchisee units by the more powerful, and resource-flush franchisors. We argue that the structure and dynamics of ownership patterns in franchising networks depends on the contractibility of the franchisor's system-specific assets and the contractibility of the franchisee's local market assets. Under the property rights view, ownership redirection will result from an increase in the contractibility of the franchisee's local market assets (local market information, financial resources, and managerial capabilities) and the resultant increase of the franchisor's bargaining power during the contract period. We extend the franchise literature by arguing that informational, financial and managerial resource constraints are only relevant for the change of ownership structure if they are noncontractible. This hypothesis is evaluated using data collected from the Austrian franchise sector. The empirical results are largely supportive of the hypothesis.     

Antecedents and effects of free riding in the franchisor–franchisee relationship

This field study investigated contextual antecedents of free riding by franchisees on franchisor brand reputation and effects of free riding on performance in a multinational corporation's franchising network. Structural elements (increased formalization, decentralized decision-making), interactions between franchisor representatives and franchisee dealers, and market-related factors (external competition) were associated with lower levels of franchisee free riding. The findings also indicated that free riding has deleterious effects on franchisee performance. The results support theoretical arguments that both economic and social exchange perspectives are valuable in examining free riding and provide important practical guidance in designing and managing franchise systems.     

Entrepreneurs or Investors: Do Multi‐unit Franchisees Have Different Philosophical Orientations?

Although multi-unit ownership has become the dominant form of franchising in the United States, the motivations for either franchisor or franchisee to participate in these agreements continue to be the subject of debate. This study looks at the issue from the perspective of the franchisee. It is argued that some multi-unit franchisees, especially those operating as area developers, are likely to enter the field viewing their franchise as an investment, while others, especially those operating as sequential multi-unit operators, are likely to view their franchise as an opportunity to fulfill more personal, entrepreneurial ambitions. A study of multi-unit franchisees of both types found that both were equally investment-oriented but that the sequential multi-unit operators were more likely to seek fulfillment of entrepreneurial goals. Implications for practitioners and for future research are discussed.     

Franchise management capabilities and franchisor performance under alternative franchise ownership strategies

Franchising is a key entrepreneurial growth strategy, but a well-known downside is franchisee free-riding. Drawing upon alliance capabilities research, we describe franchise management capabilities and suggest that they are one way franchisors reduce free-riding and thus enhance performance. We also submit that these capabilities are especially helpful for “plural form” franchisors who own outlets in parallel with franchisees. Using a sample of 229 franchisors, we show that franchise management capabilities relate positively to franchisor performance among plural form franchisors. For “turnkey” franchisors who franchise all, or almost all, outlets these capabilities relate indirectly to performance through lower opportunism and improved brand reputation. Franchise management capability is therefore an important new theoretical construct linking franchising to franchisor performance.     

When the Music Stops Playing: Post-litigation Relationship Dissolution in Franchising

Franchise relationships engender franchisor–franchisee conflicts and are prone to premature dissolution. Building on agency theory and institutional theory, this study examines what specific reasons – from both franchisors’ and franchisees’ perspectives – may cause post-litigation relationship dissolution (PLRD) and how franchise regulations moderate these relationships. We argue that both franchisor and franchisee may misrepresent themselves before their relationship begins (adverse selection) and behave opportunistically after the contract is signed (moral hazard), that is, ‘dual agency’. Based on 20-year archival records of franchisor–franchisee relationship histories gleaned from multiple data sources, we found that PLRD is likely to be caused by franchisors’ passive moral hazard and by franchisees’ active moral hazard. In addition, franchisor adverse selection has a greater impact on PLRD than franchisee adverse selection. With regards to regulatory influences, the presence of relationship law weakens the impact of franchisees’ passive moral hazard, but not their active moral hazard, on PLRD. Contrary to what we hypothesize, the presence of registration law amplifies the impact of franchisee adverse selection on PLRD. Ultimately, this study creates a better understanding of the antecedents and curbing mechanisms of PLRD in franchising.     

Identity in Franchise Systems: The Role of Franchisee Associations

Utilizing theories of identity this article presents findings from a qualitative study regarding the significant role independent franchisee associations play within franchise systems. The data reveal that successful franchisee associations help manage the inherent tension that exists between cooperation and conflict in franchise relationships. A distinctive adaptive organizational identity provides an association the capability necessary to reframe its relationship with the franchisor as either combative or cooperative in response to changes in a franchisor's identity. Challenging the views of both franchisor stability and the dyadic form that franchisee–franchisor relationships assume, behavioral insight is provided into the actual functioning of franchise systems and new avenues are suggested for theory building in franchising.     

The effect of knowledge complexity on the performance of franchise systems in the service industries: an empirical study

The literature of knowledge transfer studies complexity as a knowledge characteristic which influences organisations’ performance since it hinders this process. However, complex knowledge is richer and more complete and its influence on performance may be positive. So, the purpose of this study is to analyse the influence of knowledge complexity on the performance of franchise systems in the service industries. With this aim, a linear regression analysis is conducted on a sample of franchisee of different franchise chains of the several service industries operating in Spain. The findings seem to indicate that complexity has a positive impact on the performance of franchise systems.     

Benefits of Inner Strength for Franchise System Expansion

For every franchise system, making the leap from the unknown to the common place requires a strategic plan for growth. The exogenous market perspective holds that evaluating market conditions is central to defining promising outlet locations as there are direct economic effects on performance. The endogenous firm perspective and the social network approach together provide an inner strength perspective on interconnected firms; this perspective holds that access to resources offered at a certain spot determines site attractiveness, rather than location-specific market factors. Using a sample of 201 German franchisees, this study tests hypotheses that explore which perspective dominates location decisions in practice and clarify the relevance of the decisive criteria for outlet performance. Results show that location decisions rely on both perspectives, yet franchisee performance depends more on inner strength factors. We also find that expansion is better served by following a geographically dispersed cluster approach than by growing steadily from a baseline site.