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ESADE WORKING PAPER Nº 265 May 2017
Asymmetries, Passive Partial Ownership Holdings, and Product Innovation
Anna Bayona
Àngel L. López
Supply Function Competition, Private Information, and Market Power: A Laboratory Study
ESADE Working Papers Series
Available from ESADE Knowledge
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ISSN 2014-8135
Depósito Legal: B-4761-1992
Asymmetries, Passive Partial Ownership Holdings, and
Product Innovation
Anna Bayona � Ángel L. López y
May 2017
Abstract
We study how asymmetries a¤ect R&D investments, competition, and welfare in markets
with passive partial ownership holdings between rival �rms. The asymmetries that we
consider can arise either because one �rm enjoys an initial competitive advantage, or because
the passive partial ownership holdings between rivals are unequal. In contrast to previous
�ndings, we �nd that, due to asymmetries, passive partial ownership holdings can increase
total surplus in markets with competition in prices and quality-enhancing R&D with no
spillovers. In these markets, our �nding suggests that competition authorities should take
into account the potential bene�cial e¤ects of asymmetric passive partial ownership holdings.
Keywords: partial ownership, minority shareholdings, R&D investments, price competi-
tion, competition policy
JEL codes: D43, L11, L40, G34
1 Introduction
There has been a recent surge in passive partial ownership holdings (hereafter PPO) between
rival �rms which have attracted the attention of competition authorities around the world.1 An
important characteristic of these are the asymmetries between �rms, either because one �rm
enjoys an initial competitive advantage, or because the PPO holdings between rivals are unequal.
Our objective is to study, in the presence of PPO, how asymmetries between rivals a¤ect R&D
investments, competition in the product market, and welfare. In contrast to previous �ndings,
we �nd that, due to asymmetries, PPO can increase total surplus in markets with competition
in prices and quality-enhancing R&D with no spillovers.
We consider a two-period model with two �rms. In the �rst period, �rms invest in R&D to
increase product quality. We examine markets where R&D spillovers are negligible due to high
�Bayona: ESADE Business School. E-mail address: [email protected]ópez: Departament d�Economia Aplicada, Universitat Autònoma de Barcelona, and Public-Private Sector
Research Center, IESE Business School. E-mail address: [email protected] are subject to merger control in the UK, Germany and the US, among others. The European Com-
mission (EC, 2014, 2016) is currently reviewing the issue, speci�cally in cases where minority shareholdingsacquisitions generate a "competitive signi�cant link", which refers to a situation where either of the followingconditions is satis�ed: a) acquisitions of minority shareholdings in a competitor or vertically related company;b) when either the level of acquired shareholding is around 20% or is greater than 5% but it is accompanied withadditional rights.
1
patent protection. In the second period, �rms compete in prices à la Hotelling for the demand of
a di¤erentiated product that is purchased by a continuum of consumers. We study how di¤erent
ownership structures a¤ect equilibrium outcomes, and focus on those in which �rms own (small)
PPO holdings of rivals with no control rights. Our paper examines how two distinct types of
asymmetries a¤ect incentives to invest in R&D, and as a result, �rms�competitive position in
the second period. One asymmetry concerns unbalanced �nancial interests by rivals. We model
this asymmetry by supposing that one �rm (the acquirer) has a PPO stake in the rival, while
the rival (or target �rm) does now have a PPO holding in the �rm. The other asymmetry is
related to situations in which one of the �rms enjoys a larger initial competitive advantage since
because of brand loyalty or a higher-quality product.
We �nd that, in markets with symmetric PPO holdings and no competitive advantage by
neither �rm, an increase in PPO holdings rise equilibrium prices and reduce the total R&D
investment. In the �rst period, each �rm is aware that an increase in its price increases the
rival�s pro�t, which can then be partially internalized by the �rm since it owns a fraction of the
�rm�s equity. In addition, because investing in R&D decreases the rival�s pro�t, and it is costly,
�rms under-invest in R&D in relation to in markets with no PPO.
We then consider markets with symmetric PPO holdings and in which one �rm has an initial
competitive advantage. We show that the �rm with a competitive disadvantage invests less in
R&D with symmetric PPO holdings than with no PPO holdings. This is because increasing
R&D is less e¤ective at generating pro�ts, and yet because of symmetric PPO, the �rm with
disadvantage will be able to appropriate a share of the rival�s pro�ts. The �rm with a competitive
disadvantage will sell to less than a half of the market. If the competitive advantage is su¢ ciently
large, the �rm with a competitive advantage may invest more in R&D with symmetric PPO
than with no PPO since the bene�t of further increasing its market share outweights the cost
of investing in R&D.
With asymmetric PPO holdings and neither �rm enjoying an initial competitive advantage,
we �nd that the target �rm invests more in R&D than the equivalent �rm in a market with
no PPO holdings, while the acquirer invests less. The target �rm has to over-invest in R&D
in order to generate a positive R&D di¤erential which leads to a higher market share, and
potentially higher prices, thus augmenting revenues, and pro�ts. By contrast, the acquirer has
an incentive to reduce the investment in R&D as asymmetric PPO holdings increase since it
appropriates a higher proportion of the target�s pro�ts generated both through the increase
in the target�s prices and market share. As a result, the acquirer sells to less than half of
the market. Similar results hold when the target �rm enjoys an initial competitive advantage.
However, when the acquirer has a su¢ ciently large competitive advantage, then it can then
happen that its R&D investment increases as asymmetric PPO holdings increase: the acquirer
invests in R&D in order to generate a product of greater quality that will be enjoyed by a larger
proportion of consumers.
Our main �nding is that asymmetries in markets with PPO may lead to a larger total surplus
compared to markets with no PPO. In markets where �rms have asymmetric PPO holdings and
neither �rm enjoys an initial competitive advantage, as PPO holdings increase, the target �rm
increases its R&D investment but also its market share. This means that aggregate utility
2
increases since more consumers buy the good of higher product quality generated by the R&D
investment in relation to markets with no PPO holdings. Total surplus with asymmetric PPO
will be larger than with no PPO if the marginal utility due to R&D is su¢ ciently large in relation
to cost of investing in R&D and to the aggregate transport cost. Nevertheless, consumer surplus
is lower with PPO compared to no PPO, while producer surplus is higher with PPO compared
to no PPO.
In contrast, total surplus with symmetric PPO and neither �rm enjoying a competitive
advantage is always lower than in markets with no PPO. This is because �rms under-invest in
R&D, which implies that a larger proportion of consumers buy a good of lower quality. This
decreases the aggregate utility more than the total cost savings due to a lower investment in
R&D. However, if one of the �rms enjoys a su¢ ciently large initial competitive advantage then
total surplus with symmetric PPO is also larger than total surplus with no PPO. The �rm
with the initial competitive advantage invests more in R&D than the �rm with a disadvantage,
thus generating a positive R&D di¤erential, which leads to a higher market share for the �rm
with the initial competitive advantage. As a result, aggregate utility is larger than in markets
with no PPO due to: (1) higher proportion of consumers buying the good with a greater initial
gross utility; (2) higher proportion of consumers buying the good of higher quality due to the
larger investment in R&D by the �rm with the initial competitive advantage. Total surplus
with symmetric PPO and an asymmetry in competitive advantage is larger than with no PPO
when this increase in aggregate utility outweights transport and R&D investment costs.
Total surplus may also be larger with PPO than with no PPO when the two types of
asymmetries are present. If the target �rm enjoys an initial competitive advantage then both
asymmetries reinforce each other and the target �rm over-invests in R&D. Hence, total surplus
is larger with asymmetric PPO than with no PPO if the marginal utility of investing in R&D
is large in relation to transport and R&D investment costs. If the acquirer enjoys an initial
competitive advantage then it is also possible that total surplus is larger with PPO than with no
PPO since the competitive advantage mechanism will mean that it might invest more in R&D
compared to no PPO. However, it is less likely that total surplus is greater with PPO than with
no PPO in relation to when the target has a competitive advantage.
Our paper is related to three branches of literature. First, it is related to the literature on co-
operative R&D and spillovers, which among others includes the seminar articles of d�Aspremont
and Jacquemin (1988), Suzumura (1992), Ziss (1994), Kamien et al. (1992), and Leahy and
Neary (1997). This literature focuses on cost-reducing R&D investments, while we consider
quality-enhancing R&D investments. The second branch of literature examines the e¤ects of
passive partial ownership holdings on competition. The seminar articles of Bresnahan and Salop
(1986), Reynolds and Snapp (1986), and Allen and Phillips (2000) show that PPO holdings are
anti-competitive and result in higher prices.2 However, in these articles R&D investments are
absent. Finally, our paper is related to López and Vives (2016) which consider cost-reducing
R&D investment with spillovers, and show that PPO holdings may increase welfare only if mar-
kets are not too concentrated, demand is not too convex and moreover spillovers are su¢ ciently
large. In contrast, in the presence of quality-enhancing R&D investments, we show that total
2These results have also been corroborated by the empirical literature, such as in Azar et al (2015).
3
welfare may increase with PPO holdings even if there are no spillovers in the industry.
The paper is organized as follows. Section 2 describes the model. Section 3 �nds the equi-
librium prices, market shares and R&D investments for di¤erent ownership structures. Section
4 conducts welfare analysis. Section 5 discusses the strategic incentives to acquire minority
shareholdings. Section 6 concludes.
2 Model
There are two �rms, i; j = A;B with i 6= j, and !i is �rm i�s share of pro�ts in �rm j. The
pro�t of �rm i�s portfolio of investments is
�i = (1� !j)�i + !i�j ; (1)
where
�i = pisi ��x2i2; (2)
where si is �rm i�s market share. We are interested in the case where there are asymmetries
between the equity interests of the two �rms: !A = !; !B = 0. In order to analyze this question,
we consider the benchmark of no PPO (!A = !B = 0), and study the case of symmetric PPO,
where PPO holdings between rivals are equal (!A = !B = !).3 We restrict that PPO satis�es
0 � !i; !j < 1=4. 4 For a given ownership structure (!A;!B); we de�ne the total equilibriumR&D investment as X�(!A;!B) = x
�A(!A;!B) + x
�B(!A;!B).
There is a mass of consumers uniformly distributed along the unit line that have a unit
demand. Consumers can purchase the good either from �rm A or �rm B, and we assume full
participation. We use Hotelling model for this type of demand.
The timing of the model is as follows.
� At t = 1, each �rm chooses an R&D investment, xi, by maximizing the pro�ts from its
portfolio of investments, �i.
� At t = 2, given an R&D investment, each �rm sets a price, pi, for a di¤erentiated product,and subsequently consumers purchase from either �rm. A consumer that buys from �rm
i obtains the following utility
Ui(xi0; xi)� tjqi � qj � pi; (3)
where t > 0 is the product di¤erentiation parameter; qi�f0; 1g is the location of the �rm(without loss of generality assume that qA = 0; qB = 1); and q�[0; 1] is the location of a consumer.
3Passive partial ownership (PPO) stakes are also often called passive minority �nancial interests, non-controlling minority shareholdings, or passive cross-ownership.
4There is not a commonly agreed thresdhold about what consistute non-controlling minority shareholdingsby competitors. However, competition authorities often inspet the non-controlling minority shareholdings bycompetitors that are between 15% and 25% (Salop and O�Brien 2000).
4
Hence, a consumer that is located at q loses tjqi� qj units of utility when he purchases the goodlocated qi. The utility function of a consumer that buys from �rm i is as follows
Ui(xi0; xi) = x
i0 + �xi; (4)
where xi0 is the initial gross utility of buying good sold by �rm i; consumer�s utility function
increases by � > 0 for each unit of R&D invested by �rm i. Hence, R&D is of the quality-
enhancing type.
Let q be the consumer that is indi¤erent between buying A and B, then:
UA(xA0 ; xi)� tj � qj � pA = UB(xB0 ; xi)� tj1� qj � pB:
Therefore, the market share of �rm A is:
sA =1
2t((xA0 � xB0 ) + �(xA � xB) + (pB � pA) + t); (5)
and �rm B�s market hare is sB = 1 � sA. Without loss of generality, denote sA = s and
sB = 1 � s. De�ne the di¤erence in the initial gross utility from buying from �rm A and �rm
B as: �A � xA0 � xB0 , and conversely, �B = xB0 � xA0 = ��A.As explained in the introduction, we consider two distinct types of asymmetries.
� Asymmetry due to �rm i enjoying an initial competitive advantage (disadvantage). In ourmodel this translates to �i > 0 ( �i < 0), which leads to a positive (negative) di¤erence
in initial gross utility derived from buying from �rm i.
� Asymmetry due to unequal PPO holdings between �rms. We model this asymmetry as
!i = ! and !j = 0, for i 6= j.
The equilibrium concept used is the Subgame Perfect Equilibrium. A �rm�s strategy con-
sists of an investment in R&D and a subsequent pricing strategy which is based on the R&D
investment. In terms of welfare, we consider the second-best welfare benchmark such that the
planner chooses the R&D that maximizes total surplus, taking as given the equilibrium prices
set by the two �rms in the second stage. We also compare total surplus at the equilibrium
allocation for di¤erent ownership structures.
3 Equilibrium prices, market shares and R&D Investments
3.1 Benchmark models: No PPO and symmetric PPO
We study two benchmark models with respect to the ownership structure: markets with sym-
metric PPO (!A = !B = !), and markets with no PPO (! = 0). We also allow asymmetries in
initial competitive advantage to be present, i.e. �i 6= 0.We �rst �nd the equilibrium of the model for symmetric PPO. Pro�ts of �rms i; j = A;B
with i 6= j are:
5
�i(!;!) = (1� !)�i + !�j ; (6)
where �i = pisi � �x2i2 , and si =
12t(�i + �(xi � xj) + (pj � pi) + t). We solve by backward
induction and �nd the optimal prices at t = 2. The �rst order condition for each �rm i satis�es@�i@pi
= 0. Hence, the best response price equations for �rms i; j = A;B are such that for i 6= j:
pi(!;!) =(1� !)�i + (1� !)�(xi � xj) + pj + (1� !)t
2(1� !) :
For given R&D investments, we observe that the price best-reply function is upward sloping
(i.e. competition at t = 2 is of the strategic complements type). Solving for the �xed point, we
obtain the prices as functions of R&D investments at t = 1:
pi(!;!) = (1� !)�i(1� 2!) + t(3� 2!) + �(xi � xj)(1� 2!)
(2! � 3) (2! � 1) :
Substituting for these optimal prices we �nd that the position of the indi¤erent consumer
is: si = 16t (3t+�i + �(xi � xj)). We now solve for the equilibrium R&D investments at t = 1.
The �rst order condition for �rm i satis�es: @�i@xi= 0. The second order condition requires that
�t (2! � 3)2 � �2 > 0, and the stability of the equilibrium that �t (2! � 3)2 � 2�2 > 0. As a
result, we obtain the best response functions for R&D of each �rm:
xi = �
��i � t (1� !) (2! � 3)(�t (2! � 3)2 � �2)
� �
(�t (2! � 3)2 � �2)xj
�:
We note that R&D investment at t = 1 is of strategic substitutes type.
The strategic e¤ect can be shown to be negative.5 It follows that, at the interior equilibrium,
the direct e¤ect is positive, in which case �rm i under-invests in relation to the direct e¤ect.
Recall that the sign of the strategic e¤ect depends on whether R&D investment makes �rm i
tough or soft, and on whether second period actions are strategic substitutes or complements.
R&D investment makes �rm i tough since@�j(xi;p
�i ;p
�j )
@xi< 0. Furthermore, second period prices
are strategic complements. As a result, the strategic e¤ect is necessarily negative. That is,
investment in R&D makes �rms tough, which combined with strategic complementarity in the
second period yield a negative strategic e¤ect, which results in under-investment in R&D. Firms
under-invest in R&D so as not to trigger an aggressive response from the rival �rm, also known
as a "puppy dog" strategy (Fudenberg and Tirole, 1984).
We now solve for the �xed point. The following proposition states the equilibrium outcomes
with symmetric PPO.
PROPOSITION 1 If the second order and stability conditions are satis�ed, i.e. �t (2! � 3)2��2 > 0, for each �rm i, at equilibrium
x�i (!;!) =�
� (3� 2!)
���i(3� 2!)
t� (2! � 3)2 � 2�2+ (1� !)
�; (7)
5The following are satis�ed: @�i@pj
dp�jdxi
< 0; @�i@xi
> 0
6
with X�(!;!) = x�A(!;!) + x�B(!;!) =
2�(1�!)�(3�2!) ,
p�i (!;!) =(1� !)
(3� 2!) (1� 2!)
�t(3� 2!) + �i(1� 2!)
�1 +
2�2
(t� (2! � 3)2 � 2�2)
��; (8)
and
s�i (!;!) =1
2
�1 +
��i(3� 2!)t� (2! � 3)2 � 2�2
�: (9)
The special case of no PPO can be obtained from Proposition 1 by setting ! = 0.
COROLLARY 1 (no PPO). If the second order and stability conditions are satis�ed, i.e. 9�t��2 > 0, for each �rm i, at equilibrium
x�i (0; 0) =�
3�
�1 +
3��i(9t�� 2�2)
�;
and X�(0; 0) = x�A(0; 0) + x�B(0; 0) =
2�3� ,
p�i (0; 0) = t
�1 +
3��i9t�� 2�2
�; (10)
and
s�i (0; 0) =1
2
�1 +
3��i9t�� 2�2
�: (11)
In markets with symmetric PPO and no competitive advantage by neither �rm, equilibrium
prices are higher than with no PPO since competition is softer in the second stage, and as a
result �rms invest less in R&D than if �rms had no �nancial links. The reasoning is as follows.
With symmetric PPO, �rm i at t = 1 takes into account that at t = 2 an increase in pi increases
�rm j�s pro�t, which can be partially internalized by �rm i since it owns a fraction ! of �rm j.
In addition, due to symmetry and no initial competitive advantage, each �rm will still sell to
half of the market (since there is full participation). Because investing in R&D decreases the
rival�s pro�t, and it is costly, �rms under-invest in R&D in relation to in markets with no PPO.
For symmetric PPO, Table 1 describes the comparisons of equilibrium outcomes with sym-
metric PPO in relation to markets with no PPO for various signs of �i.
Table 1. Symmetric PPO: Signs of the comparisons.
sign(:::) �i = 0 �i < 0 �i > 0
x�i (!;!)� x�i (0; 0) � � sign
��i �
(9t��2�2)(t�(2!�3)2�2�2)12t�2(3�2!)(3�!)
�X�(!;!)�X�(0; 0) � � �
p�i (!;!)� p�i (0; 0) + sign
�(9t��2�2)(t�(2!�3)2�2�2)
(1�2!)� ��i�3t�(3� 2!)� 2�2(5� 2!)
��s�i (!;!)� s�i (0; 0) 0 � +
Suppose that �rm i has an initial competitive disadvantage, i.e. �i < 0. With symmetric
PPO, for given levels of R&D and prices, the market share of �rm j will be larger than the
7
market share of �rm i. More consumers will �nd it optimal to purchase from �rm j because a
larger proportion derive a greater initial gross utility by purchasing from j. As a result, �rm
j will be able to charge higher prices than �rm i, and generally the equilibrium prices of both
�rms increase with ! because of softer competition. Even when ! = 0, �rm i has a lower level
of R&D investment than �rm j. In addition, �rm i invests less in R&D with symmetric PPO
compared to no PPO since it is more costly for this �rm to gain market share compared to �rm
j. With symmetric PPO, �rm i can take advantage of the R&D investment by �rm j, which
is more e¤ective at generating pro�ts. The combined e¤ect is that �rm i has a lower market
share than �rm j.
Suppose now that �rm i has a competitive advantage, i.e. �i > 0. The argument is the
opposite to the one just described in the previous paragraph, except from the sign of how R&D
investment with PPO holdings compares to no PPO holdings since it depends on the size of the
competitive advantage. If �i is large then �rm i may invest more in R&D than when there are
no PPO holdings. This is because the positive R&D di¤erential between �rms lead to a larger
di¤erential in prices at t = 2, which translate in a larger market share for �rm i, and higher
corresponding pro�ts. In contrast, if �i is su¢ ciently small, then the cost of increasing R&D
outweights the bene�t derived from the potential increase in revenues. Hence, if�i is su¢ ciently
small then �rm i invests less in R&D with symmetric PPO than with no PPO holdings.
3.2 Asymmetric PPO
We consider the case when PPO holdings between rivals are unbalanced, and model it by
assuming that !A = !; !B = 0. This formulation captures the situation in which the acquirer
(A) has a PPO holding of the target �rm (B), while the target �rm does not have any PPO
holdings of the acquirer. Pro�ts of �rms A and B, are
�A(!; 0) = �A + !�B = pAs��x2A2+ !pB(1� s)�
!�x2B2
; (12)
�B(!; 0) = (1� !)�B = (1� !)�pB(1� s)�
�x2B2
�: (13)
Next Proposition states the equilibrium with asymmetric PPO holdings.
PROPOSITION 2 If the second order and stability conditions are satis�ed, i.e. �t(3 � !)2 ��2 > 0, at equilibrium
x�A(!; 0) = �
0@��A(3� !)� �2(2� !) + t� (3� !) �!2 � 5! + 3�� (3� !)
�t� (3� !)2 � 2�2
�1A ; (14)
x�B(!; 0) = �
�� (3� !) (3t��A)� �2 (2� !)� (3� !) (t� (3� !)2 � 2�2)
�; (15)
8
and X�(!; 0) = x�A(!; 0) + x�B(!; 0) =
�(2�!)�(3�!) ,
p�A(!; 0) = t
0@��A(3� !)(1� !) + �2(!2 � 3! � 2) + (3� !)(3 + !)�t�t� (3� !)2 � 2�2
�1A ; (16)
p�B(!; 0) = t
0@�(3� !)��A � (2� !)�2 + 3t�(3� !)�t� (3� !)2 � 2�2
�1A : (17)
and
s�A(!; 0) =1
2
0@��A(3� !)� (2 + !)�2 � t� (2! � 3) (3� !)�t� (3� !)2 � 2�2
�1A ; (18)
while s�B(!; 0) = 1� s�A(!; 0).
Suppose that neither the target (B) nor the acquirer (A) enjoy an initial competitive advan-
tage. In the second stage, for given R&D investments, the acquirer takes into account that it
internalizes a share ! of the rival�s pro�t, while the target �rm only obtains a share 1�! of itsown pro�ts. For given R&D investments, an increase in pA by one unit triggers an increase in
pB by 12 , while an increase in pB by one unit triggers an increase in pA by
1+!2 . Because of the
asymmetry in PPO holdings, prices at t = 2 will be more moderate in relation to the symmetric
PPO. At t = 1, the target �rm augments R&D as PPO holdings increase as a means of generate
a positive R&D di¤erential which leads to a higher market share, and potentially higher prices,
thus increasing revenues and pro�ts. By contrast, the acquirer has an incentive to reduce the
investment in R&D as ! increases since it appropriates a proportion ! of the surplus generated
by target �rm both through the increase in prices and market share. In addition, an increase
in the R&D investment by the acquirer decreases the target�s pro�ts.
Table 2 shows the comparison of equilibrium outcomes with asymmetric PPO with respect
to the no PPO benchmark.
Table 2. Asymmetric PPO: Signs of the comparisons.
sign(:::) �i = 0 �A < 0;�B > 0 �A > 0;�B < 0
x�A(!; 0)� x�i (0; 0) � � sign
��A �
((3�!)(9�2!)t���2)(9t��2�2)3t�2(3�!)(6�!)
�x�B(!; 0)� x�i (0; 0) + + sign
�(9t��2�2)(t�(3�!)(6�!)+�2)
3t�2(!�3)(!�6) ��A�
X�(!; 0)�X�(0; 0) � � �p�A(!; 0)� p�i (0; 0) sign
�2t�� �2
sign
n�2t�� �2
�(3� !)� 2��A 3t�(3�!)��
2(4�!)(9t��2�2)
op�B(!; 0)� p�i (0; 0) + + +
s�A(!; 0)� s�i (0; 0) � � signn�A � ! �
2+t�(3�!)�(3�!)
os�B(!; 0)� s�i (0; 0) + + �sign
n�A � ! �
2+t�(3�!)�(3�!)
oTable 2 shows that with asymmetric PPO holdings and �A � 0, the target �rms invests
more in R&D compared to an equivalent �rm in a market with no PPO holdings, while the
9
acquirer invests less. In fact, we can show that if �A = 0 then the following relationship holds:
x�B(!; 0) > x�i (0; 0) > x
�i (!;!) > x
�A(!; 0). However, when the acquirer has a su¢ ciently large
competitive advantage, i.e. �A > 0, it can then happen that the acquirer increases its R&D
investment as asymmetric PPO holdings increase. This is because the acquirer starts with an
advantage in market share and quality, and as a result, it can charge higher prices. Because
the target �rm has a small market share it is more e¤ective that the acquirer invests in R&D
in order to generate a product of greater quality that will be enjoyed by a larger proportion
of consumers. Overall, the sum of R&D investments by both �rms is smaller with asymmetric
PPO holdings than with no PPO holdings.
We also observe that the price of the target �rm is always larger with asymmetric PPO
holdings than with no PPO holdings irrespective of the sign of �A. However, the equilibrium
price of the acquirer may be larger or smaller than an equivalent �rm with no PPO holdings. If
�A = 0 and �2 is large in relation to t� then consumers give a high value to quality and generally
prefer to buy the good produced by the target �rm since it invests more in R&D, and hence
its product is of higher quality. The acquirer then reduces prices in order to be competitive,
and not further reduce its market share. In fact we can show that sign (p�A(!; 0)� p�B(!; 0)) =sign
�t� (3� !)� �2 (4� !)
�. Consequently, if �A � 0 then the market share of the target
(acquirer) �rm will be larger (smaller) with asymmetric PPO holdings than with no PPO
holdings. If the acquirer enjoys a su¢ ciently large competitive advantage (i.e. if �A is positive
and su¢ ciently large) then market share of the acquirer will be larger for some ! > 0 in relation
to when ! = 0, until the target �rm�s proposal is more attractive.
For an illustration of the comparison between equilibrium outcomes for di¤erent ownership
structures, see Figures 1 and 2.
4 Welfare analysis
For a given ownership structure (!A;!B), we de�ne producer surplus, consumer surplus and
total surplus. Producer surplus is
PS(!A;!B) = �A(!A;!B) + �B(!A;!B) = pAs+ pB(1� s)��
2(x2A + x
2B); (19)
where sA = s = 12t((x
A0 � xB0 ) + �(xA � xB) + (pB � pA) + t). We notice that producer surplus
is equal to the total revenue minus the total cost of investing in R&D.
Consumer surplus is equal to
CS(!A;!B) =
sZ0
(xA0 + �xA � ty � pA)dy +1Zs
(xB0 + �xB � t(1� y)� pB)dy; (20)
which is the sum of consumers�utility from buying either of the �rms minus the total payment
transferred to each of the �rms and minus the total costs due to product di¤erentiation.
Total surplus is TS(!A;!B) = CS(!A;!B) + PS(!A;!B), and thus equals
10
Figure 1: Equilibrium outcomes with respect to PPO.
Figure 2: Equilibrium outcomes with respect to output.
11
TS(!A;!B) = (xA0 s+ x
B0 (1� s)) + �(xAs+ xB(1� s))�
t
2(s2 + (1� s)2)� �
2(x2A + x
2B): (21)
The next Proposition compares total surplus at the equilibrium allocation, TS�(!A;!B),
for di¤erent ownership structures.
PROPOSITION 3 Suppose that �i = 0. It always holds that
TS�(0; 0) > TS�(!;!):
If � is su¢ ciently large and t� su¢ ciently small then
TS�(!; 0) > TS�(0; 0) > TS�(!;!);
while if � is su¢ ciently small and t� su¢ ciently large then
TS�(0; 0) > TS�(!;!) > TS�(!; 0)
for some ! > 0.
The Proposition shows that in markets with no asymmetries due to an initial competitive
advantage (�i = 0), total surplus with symmetric PPO is always lower than in markets without
PPO. As PPO increases both �rms steeply increases prices and under-invest in R&D in relation
to markets with no PPO. Yet both �rms serve half of the market. Due to PPO, consumer
surplus always decreases more than the increase in producer surplus. This is because the under-
investment in R&D causes a larger decrease in aggregate utility (since a larger proportion of
consumers buy a good of lower quality) which is not compensated by the cost-savings of both
�rms due to a lower investment in R&D.
The surprising �nding is that total surplus with asymmetric PPO may be larger than total
surplus with no PPO if the marginal utility due to R&D (�) is su¢ ciently large in relation to
product of the R&D cost parameter, �, and the transportation cost associated with product
di¤erentiation, t. This is because, as PPO holdings increase, the target �rm increases its R&D
investment but also its market share. This leads to a substantial increase in aggregate utility
due to more consumers buying a good of higher quality, generated by the R&D investment,
in relation to when there are no PPO holdings. When � is su¢ ciently large in relation to t�,
this bene�cial allocation e¤ect outweights the increase in costs due to R&D and transport, and
hence total surplus is larger with asymmetric PPO than in markets with no PPO. However,
we �nd that due to PPO holdings, consumers are always worse o¤ while producers are always
better o¤. This is due to the e¤ects of prices on both consumer and producer surplus, which is
eliminated in total surplus since it is just a transfer from consumers to producers. In contrast,
when � is su¢ ciently small in relation to t�, for some large ! total surplus with asymmetric
PPO is even smaller than with symmetric PPO since the joint costs of the over-investment in
R&D and transport do not compensate the positive increase in aggregate utility.
12
The next proposition studies the comparison of total surplus with symmetric PPO and no
PPO when one of the �rms enjoys an initial competitive advantage.
PROPOSITION 4 If �i 6= 0 then
sign fTS�(!;!)� TS�(0; 0)g = sign��2i�� �
;
where
� ��4t��2
�4!3 + 12!2 � 54! + 27
�+ 9t2�2 (6� 5!) (2! � 3)2 � 4�4
�4!2 � 13! + 12
��>
0 for the range of ! considered (i.e. 0 < ! � 14), and � �
�2(3�!)(9t��2�2)2(t�(2!�3)2�2�2)2
9t�(2!�3)2 > 0.
If either of the �rms has a su¢ ciently large initial competitive advantage, i.e. �2i >�� ,
then total surplus with symmetric PPO is larger than with no PPO. Without loss of generality
suppose that �i > 0. Firm i invests more in R&D than �rm j, thus generating a positive R&D
di¤erential, which leads to a higher market share for �rm i. As a result, aggregate utility with
PPO is larger than with no PPO due to: (1) higher proportion of consumers buying the good
with a greater initial gross utility; (2) higher proportion of consumers buying the good of higher
quality generated by R&D investment of �rm i. Total surplus with symmetric PPO is larger
than with no PPO when this increase in aggregate utility outweights the transport and R&D
investment costs.
We have conducted simulations to analyze the comparison of total surplus with symmetric,
asymmetric PPO and with no PPO, which are displayed in the Figure 3.
The previous �gures show the following: (i) When the target �rm enjoys an initial com-
petitive advantage (�B > 0) and � is su¢ ciently large in relation to t� then total surplus
with asymmetric PPO is larger than with no PPO. This is because the mechanism described in
Proposition 4 is reinforced since the target �rm invests more in R&D, and its market share is
greater than if �B = 0. In fact, the level of � that is required for total surplus to be higher with
asymmetric PPO than with no PPO is smaller as �B becomes larger. (ii) When the acquirer
enjoys an initial competitive advantage (�A > 0), the level of � that is required for total surplus
to be higher with asymmetric PPO than with no PPO increases as �A becomes larger. This is
because when ! = 0, R&D investment, price and market share are larger for the acquirer than
the target �rm. As asymmetric PPO holdings increase, the R&D investment, price and market
share of the acquirer decrease, while those for the target �rm increase. For a given level of �,
aggregate utility is lower than if �A = 0 since on average consumers buy a good of a lower
initial gross utility and of a lower quality due to the R&D investment by �rms, which does not
compensate the aggregate transport and R&D costs.
5 Strategic Incentives to Acquire Minority Shareholdings
In the previous sections we have considered exogenous ownership structures. In this section, we
examine the strategic incentives to acquire minority shareholdings.6 Let us consider the case6This issue has been previously analyzed by Flath (1991).
13
Figure 3: Total surplus with symmetric and asymmetric PPO.
of asymmetric shareholdings: �A = �A + !�B and �B = (1 � !)�B, and include a stage 0 inwhich the acquirer, A, decides the PPO holdings to invest in the target, !. If the market is
e¢ cient then �rm A will pay for the equity ! exactly the amount !�B. Therefore, the net pro�t
is �A = �A�!�B = �A, and �rm A will acquire ! from B only if as a result of the acquisition
its operating pro�t (�A) increases. Second-period equilibrium yields p�i (xi; xj), p�j (xi; xj), while
�rst-period equilibrium gives x�i (!) and x�j (!), which replaced into the former expressions gives
p�i (!), p�j (!). Therefore, at equilibrium we can write �i as a function of ! as follows:
�A(p�A(!); p
�B(!); x
�A(!); x
�B(!)).
Note that �A is the operating pro�t, and therefore @�A=@! = 0. We have
d�Ad!
=
0@@�A@pA
dp�Ad!
+@�A@xA
dx�Ad!| {z }1A
DIRECT EFFECT
+
0BB@@�A@pB
dp�Bd!
+@�A@xB
dx�Bd!| {z }
STRATEGIC EFFECT
1CCA � 0,
if d�A=d! < 0, then ! = 0. If the direct e¤ect is negative, then the incentives to acquire
minority shareholdings depend on the sign of the strategic e¤ect.
Consider the �rst-order conditions of the second-period:
@�A@pA
+ !@�B@pA
= 0.
14
Since @�B=@pA > 0, it is clear that @�A=@pA < 0. Clearly, @�A=@pB > 0. Note also that, in
the �rst period for �i(xi; xj ; p�i ; p�j ), the �rst-order condition is
@�A@xA
+ !@�B@xA
= 0,
since the game is tough with respect to R&D investments: @�B=@xA < 0, necessarily at equi-
librium @�A=@xA > 0.7
For t� su¢ ciently large, evaluated at ! = 0, we get
sign
�dp�Ad!
����!=0
�> 0, sign
�dp�Bd!
����!=0
�> 0,
sign
�dx�Ad!
����!=0
�< 0, sign
�dx�Bd!
����!=0
�> 0 and sign
�@�A@xB
����!=0
�< 0.
Therefore, the direct e¤ect is negative (as in the standard game), whereas the strategic e¤ect
has one positive component and one negative component. For t� su¢ ciently large:
d�Ad!
����!=0
=
0B@ (�)@�A@pA
(+)
dp�Ad!
+
(+)
@�A@xA
(�)dx�Ad!| {z }1CA
DIRECT EFFECT
+
0BB@(+)
@�A@pB
(+)
dp�Bd!
+
(�)@�A@xB
(+)
dx�Bd!| {z }
STRATEGIC EFFECT
1CCA � 0.
While the R&D investment choices are strategic substitutes and therefore introduce a nega-
tive strategic e¤ect, price choices are strategic complements and therefore introduce a positive
strategic e¤ect. This positive strategic e¤ect, (@�A=@pB) (dp�B=d!), can make PPO acquisition
pro�table.
The intuition is as follows. At period 2, for some given xi; xj , a higher ! softens the
competitive pressure of �rm A, which results in a higher pA. Since price choices are strategic
complements, �rm B also increases its price: pB. Speci�cally,
@pA@!
= 23t��A � �(xA � xB)
(3� !)2 = 2@pB@!
.
That is, the increase in pA is twice the increase in pB. Since R&D investments make �rm
A tough (@�B=@xA < 0) and prices are strategic complements, at period 1 �rm A adopts a
puppy dog strategy: A under-invests so as not to trigger an aggressive response from its rival.
A higher ! makes the second-period game less tough since prices increase with !, but since
the increase in pB is half of the increase in pA, �rm A under-invests even more to reduce the
competitive pressure in period 2. Thus, xA decreases and because of R&D investments are
strategic substitutes, xB increases. The impact of the changes of the choice variables on A�s
pro�t is intuitively clear:
� The increase in pA decreases �A because A is overpricing (recall that A maximizes �A +!�B)
7 In particular, for �i = ! = 0, @�A=@xA = �=6 > 0.
15
� The decrease in xA decreases �A because A is under-investing (because of the tough natureof the subgame)
� The increase in pB increases �A because for the same price pA, �rm A obtains a higher
market share
� The increase in xB decreases �A because it has a negative direct e¤ect on A�market share,and moreover it makes competition more tough in the second period
Therefore, only the positive strategic e¤ect of ! on rival price can induce A to acquire some
�nancial interests in �rm B.
6 Concluding Remarks
This paper has studied how asymmetries in passive partial ownership (PPO) holdings or asym-
metries in initial competitive advantage a¤ect R&D investments, competition, and welfare. We
build a two-period model with two �rms, such that in the �rst period �rms invest in R&D to
increase product quality, and in the second period �rms compete in prices à la Hotelling for
the demand of a di¤erentiated product that is purchased by continuum of consumers that buy
from either of the �rms. We characterize the Subgame Perfect Equilibrium of the game, and we
consider the second-best welfare benchmark. Our model applies to markets in which rival �rms
have PPO holdings for purely �nancial reasons, and in which PPO holdings are small so that
�rms do not obtain control rights. In addition, our model is relevant in markets where R&D
spillovers are negligible due to high patent protection.
In contrast to previous �ndings, we �nd that PPO can increase total surplus in markets with
competition in prices and quality-enhancing R&D with no spillovers. This is due to asymmetries
in either PPO holdings between rivals, or due to one of the �rms enjoying a su¢ ciently large
initial competitive advantage. The target �rm or the �rm with the initial competitive advantage
over-invest in R&D in relation to when there are no PPO holdings, leading to a higher market
share, which means that a larger proportion of consumers buy a good of higher quality. This
leads to greater aggregate utility than if there were no PPO holdings. If consumers give su¢ cient
high value to quality in relation to cost of R&D and transport then total surplus will be larger.
Our �nding suggests that competition authorities should take into account the potential
bene�cial e¤ects of asymmetric PPO holdings in markets with competition in prices, and quality-
enhancing R&D even if there are no spillovers.
Our paper suggests a few open questions for future research. Future work could study the
welfare e¤ects of asymmetries in active partial ownership stakes. Furthermore, the paper calls
for the development of further empirical work which investigates the role of asymmetries (either
in PPO stakes or in initial competitive advantage) on prices and R&D investments.
16
References
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7 Appendix
The following appendix provides a proof of the propositions in the text.
17
Proof of Proposition 1 We start solving backwards and use the �rst order condition at
t = 2: @�i@pi
= 0 for i = A;B. Hence, the reaction functions for for �rms i; j = A;B and i 6= jare
pi(!;!) =(1� !)�i + (1� !)�(xi � xj) + pj + (1� !)t
2(1� !) :
Finding the �xed point we note that
pi(!;!) =(1� !)
(2! � 3) (2! � 1)(�i(1� 2!) + t(3� 2!) + �(xi � xj)(1� 2!));
with si = 12t(�i + �(xi � xj) + (pj � pi) + t) and pj � pi = �2 (�i + �(xi � xj))
1�!3�2! .
Substituting these expressions into pro�ts for each �rm, we can then solve at t = 1 for the
optimal amount of R&D investment: @�i@xi
= 0 for i; j = A;B and i 6= j such that the second
order condition, �t (2! � 3)2 � �2 > 0 is satis�ed and that the stability condition requires that����@2�A@x2A
@2�B@x2B
���� > ���� @2�A@xA@xB
@2�B@xB@xA
���� ;which is equivalent that �t (2! � 3)2 � 2�2 > 0 applies. From the �rst order condition, we
obtain
xi(!;!) =��t (1� !) (2! � 3) + ��i
�t (2! � 3)2 � �2� �2 (1� !)(1� !)(�t (2! � 3)2 � �2)
xi:
Hence, �nding the �xed point, �nd the results stated in Proposition 2.�
Proof of Corollary A Let us draw comparative statics of the equilibrium allocation with
symmetric PPO with respect to !.
@s�(!)
@!=��i
�t� (2! � 3)2 + 2�2
�(t� (2! � 3)2 � 2�2)2
,
and
@p�i (!)
@!= t
(t� (2! � 3)2 � 2�2)2 ��i� (2! � 1)2 (t� (2! � 3)2 � 2�2(5� 4!))(1� 2!)2 (t� (2! � 3)2 � 2�2)2
;
and
@x�i (!)
@!= ��
��9t�� 2�2 � 12t�! + 4t�!2
�2 � 4t�2�i (3� 2!)3�� (2! � 3)2 (�4t�!2 + 12t�! + 2�2 � 9t�)2
:
Let us consider several cases:
� If �i = 0 then @s�(!)@! = 0, @p
�i (!)@! > 0, @x
�i (!)@! < 0.
� If �i < 0 then @s�(!)@! < 0, @x
�i (!)@! < 0, and
sign(@p�i (!)
@!) = sign((t� (2! � 3)2 � 2�2)2 ��i� (2! � 1)2 (t� (2! � 3)2 � 2�2(5� 4!))):
18
� If �i > 0 then @s�(!)@! > 0, and
sign(@x�i (!)
@!) = sign(4t�2�i (3� 2!)3 �
�9t�� 2�2 � 12t�! + 4t�!2
�2);
sign(@p�i (!)
@!) = sign((t� (2! � 3)2 � 2�2)2 ��i� (2! � 1)2 (t� (2! � 3)2 � 2�2(5� 4!))):
�
Proof of Proposition 2 The �rst order conditions for �rm A, @�A@pA= 0, and for �rm B
@�B@pB
= 0 imply
pA(!; 0) =1
2(�A + �(xA � xB) + pB(1 + !) + t):
Substituting the expression of pB into A�s price reaction function we obtain:
pA(!; 0) =1
3� ! (t(3 + !) + (1� !)(�A + �(xA � xB)));
and from the earlier proposition we know that
pB(!; 0) =1
3� ! (3t��A � �(xA � xB));
with s(!; 0) = 12t(3�!)(t(3 � 2!) + �A + �(xA � xB)). Now, we can solve t = 1 optimal
amount of R&D. The �rst order condition for A satis�es: We obtain that @�A@xA
= 0 and the
second order condition is satis�ed if �t(3 � !)2 � �2 > 0, and the stability condition requires
that �t(3� !)2 � 2�2 > 0. The �rst order condition, implies the following reaction function:
xA(!; 0) = ��A + t(!
2 � 5! + 3)� �xB(�t (3� !)2 � �2)
;
and the �rst order condition for B and reaction function are analogous to the benchmark
model without PPO. Hence,
xB(!; 0) =3t�� ��A
(t� (! � 3)2 � �2)� �2xA
(t� (! � 3)2 � �2);
and hence by �nding the �xed point the results of Proposition 3follow.�
Proof of Corollary B Let us draw comparative statics of the equilibrium allocation with
asymmetric PPO with respect to !.
@x�A(!)
@!= ��
�
(9� !) (3� !)3 t2�2 � 2 (3� !)3 t�2�A � (7� 2!) (3� !)2 ��2t+ 2�4
(! � 3)2��t� (3� !)2 + 2�2
�2 ;
19
@x�B(!)
@!= ��
�
2 (3� !)3�At�2 � 6t2�2 (3� !)3 + (3� 2!) (3� !)2 t��2 + 2�4
(3� !)2��t� (3� !)2 + 2�2
�2 ;
@s�A(!)
@!=�3 (! � 3)2 t2�2 + t��2(!2 � 4! � 3) + �A�(2�2 + t� (! � 3)2) + 2�4
2��t� (3� !)2 + 2�2
�2 ;
@p�A(!)
@!= t
2�4(3� 2!) + 6 (! � 3)2 t2�2 + ��2t(�3!2 + 26! � 39) + 2�A�(2�2(2� !)� (! � 3)2 t�)��t� (3� !)2 + 2�2
�2 ;
@p�B(!)
@!= �t(�3 (3� !)
2 t2�2 + t��2(!2 � 4! � 3) + 2�4 +�A�((3� !)2 t�+ 2�2))��t� (3� !)2 + 2�2
�2 .
Let us consider several cases:
� When �A = 0 then
@p�A(!)
@!= t
�2t�� �2
�(3t� (! � 3)2 � 2�2 (3� 2!))
(9t�� 2�2 � 6t�! + t�!2)2;
@p�B(!)
@!=3t2�2 (! � 3)2 � t��2
�!2 � 4! � 3
�� 2�4
(9t�� 2�2 � 6t�! + t�!2)2,
which means that @p�A(!)@! > 0 and @p�B(!)
@! < 0.
For R&D investments, we observe that
@x�A(!)
@!=�
�
� (9� !) (3� !)3 t2�2 + (7� 2!) (3� !)2 �t�2 � 2�4
(! � 3)2��t� (3� !)2 + 2�2
�2 ;
@x�B(!)
@!=�
�
6t2�2 (3� !)3 � (3� 2!) (3� !)2 t��2 � 2�4
(3� !)2��t� (3� !)2 + 2�2
�2 ;
which means that under most circumstances @x�A(!)@! < 0 and @x�B(!)
@! > 0.
@s�A(!)
@!=�3 (! � 3)2 t2�2 + t��2(!2 � 4! � 3) + 2�4
2��t� (3� !)2 + 2�2
�2 ;
which implies that when � is high in relation to t� then @s�A(!)@! > 0. Otherwise, @s
�A(!)@! < 0.
When �A 6= 0 then
20
sign
�@p�A(!)
@!
�= sign(2�4(3�2!)+6 (! � 3)2 t2�2+��2t(�3!2+26!�39)�2�A�((! � 3)2 t��2�2(2�!)));
sign(@p�B(!)
@!) = sign((3 (3� !)2 t2�2 � t��2(!2 � 4! � 3)� 2�4 ��A�((3� !)2 t�+ 2�2))),
sign(@s�A(!)
@!) = sign(�3 (! � 3)2 t2�2 + t��2(!2 � 4! � 3) + 2�4 +�A�(2�2 + t� (! � 3)2)):
Notice that sign(@p�B(!)@! ) = �sign(@s
�A(!)@! ), and
sign(@x�A(!)
@!) = sign(�t2�2 (9� !) (3� !)3 + (7� 2!) (3� !)2 �t�2 � 2�4);
@x�B(!)
@!= sign(6t2�2 (3� !)3 � (3� 2!) (3� !)2 t��2 � 2�4):
�
Proof of Corollary 2 The comparison of prices when the second order conditions are
satis�ed and �i = 0 is as follows:
p�i (0; 0)� p�B(!; 0) = �t!(3� !)t�+ �2
9t�� 2�2 � 6t�! + t�!2 < 0;
p�i (!;!)� p�i (0; 0) = t!
1� 2! > 0;
p�i (!;!)� p�B(!; 0) = t!t� (! + 2) (3� !)� �2 (3� 2!)
(1� 2!) (9t�� 2�2 � 6t�! + t�!2) ;
p�i (!;!)� p�A(!; 0) = t!t� (3! + 1) (3� !) + �2
�2!2 � 7! + 1
�(1� 2!) (9t�� 2�2 � 6t�! + t�!2) ;
p�A(!; 0)� p�i (0; 0) = t! (3� !)2t�� �2
9t�� 2�2 � 6t�! + t�!2 ;
p�A(!; 0)� p�B(!; 0) = t!t� (3� !)� �2 (4� !)9t�� 2�2 � 6t�! + t�!2 :
and the results from the Corollary follow since we also apply the second order conditions.
Let us now analyze the investment in R&D
21
sign(x�i (!;!)� x�i (0; 0)) = sign
0@�i ��9t�� 2�2
� �t� (2! � 3)2 � 2�2
�12t�2 (3� 2!) (3� !)
1A ;sign(x�A(!; 0)� x�B(!; 0)) = sign
��A �
t! (5� !)2
�;
sign(x�A(!; 0)� x�A(0; 0)) = sign �A �
�(3� !) (9� 2!) t�� �2
� �9t�� 2�2
�3t�2 (3� !) (6� !)
!;
and ((3�!)(9�2!)t���2)(9t��2�2)
3t�2(3�!)(6�!) > 0 is positive. Furthermore,
sign(x�B(!; 0)� x�B(0; 0)) = sign �9t�� 2�2
� �t� (3� !) (6� !) + �2
�3t�2 (! � 3) (! � 6)
��A
!;
sign(x�A(!; 0)�x�A(!;!)) = �sign
0@�(3� !) �!2 � 6! + 6� t�+ �2�+ 3t�2�A (2� !) (3� !) (3� 2!)�t� (2! � 3)2 � 2�2
�1A :
Then, we note that:
sign(x�B(!; 0)� x�B(!;!)) = sign
0@ �A+
+(2�4+t2�2(3�!)(!2�7!+9)(2!�3)2+t��2(2!3�24!2+72!�63))
3t�2(2�!)(3�!)(3�2!)
1A :Notice that when �A = 0 then x�B(!; 0)� x�B(!;!) = !�
(t�(3�!)(!2�7!+9)��2)�(3�2!)(3�!)(t�(2!�3)2�2�2)
> 0.
For the combined R&D of both �rms, we notice that for all �i: X�(!;!) �X�(0; 0) = �2!3�
�3�2! < 0, X
�(!; 0) �X�(!;!) = !��(3�2!)(3�!) > 0, and X
�(!; 0) �X�(0; 0) = �!�3�(3�!) < 0.
�
Proof of proposition 3 Let us �rst assume that �i = 0 then xA0 = xB0 and
TS�(0; 0) = xB0 +
�2�2
9�� t
4
�;
TS�(!;!) = xB0 +�2(1� !)� (3� 2!)
�2� !3� 2!
�� t
4;
22
TS�(!; 0) = xB0 +
+�t3�3
�2!2 � 6! + 9
�(3� !)4 + t��4
��2!3 + 5!2 + 24! � 36
�(! � 3)2
4� (3� !)2 (t� (3� !)2 � 2�2)2+
+4�6 (2� !) (4� !) + 2t2�2�2�!4 � 8!3 + 28!2 � 63! + 54
�(! � 3)2
4� (3� !)2 (t� (3� !)2 � 2�2)2:
Now, let us compute the di¤erences when �i = 0. We �rst note that
TS�(!;!)� TS�(0; 0) = �!�2(3� !)9� (2! � 3)2
< 0;
in fact note that @TS�(!;!)@! = ��2
�(3�2!)3 < 0. Hence,
TS�(!; 0)� TS�(0; 0) = !�4�6 (6� !) +�t��4
�18!2 � 77! � 24
�(! � 3)2
36� (! � 3)2 (9t�� 2�2 � 6t�! + t�!2)2+
+ !2t2�2�2
�18! � 24!2 + 5!3 � 27
�(! � 3)2 � 9t3�3! (! � 3)4
36� (! � 3)2 (9t�� 2�2 � 6t�! + t�!2)2:
Hence,
sign(TS�(!; 0)� TS�(0; 0)) =
sign(�4�6 (6� !)� t��4�18!2 � 77! � 24
�(! � 3)2
+2t2�2�2�5!3 � 24!2 + 18! � 27
�(! � 3)2 � 9t3�3! (! � 3)4):
The �rst, third and fourth terms are negative for the range of ! considered. The second
term is positive for the range of ! considered. Hence when � is large in relation to t� then
total surplus with asymmetric PPO may be larger than with no PPO, and hence also than with
symmetric PPO.
Another comparison is as follows:
TS�(!; 0)� TS�(!;!) =
!12�6 (2� !)� t��4
��93! + 126!2 � 60!3 + 8!4 + 24
�(! � 3)2
4� (2! � 3)2 (! � 3)2 (9t�� 2�2 � 6t�! + t�!2)2+
+!2t2�2�2
��36! + 25!3 � 14!4 + 2!5 + 27
�(! � 3)2 � t3�3! (2! � 3)2 (! � 3)4
4� (2! � 3)2 (! � 3)2 (9t�� 2�2 � 6t�! + t�!2)2:
Note that the �rst, second and third terms are positive while the fourth term is negative.
Then, if � is small in relation to t� are large then the last term could potentially dominate the
previous two terms. Hence, if some conditions are satis�ed then total surplus with asymmetric
PPO may be smaller than with symmetric PPO. �
23
Proof of Corollary 2 Let us �rst assume that �i 6= 0 then
TS�(0; 0) =1
2
�(xA0 + x
B0 ) +
3��2A9t�� 2�2
�+
�1 +
9�2�2A(9t�� 2�2)2
��2
9
�2
�� t
4
�;
TS�(!;!) =(xA0 + x
B0 )
2+�2(1� !)� (3� 2!)
�2� !3� 2!
�� t
4+
�2�2A (2! � 3)2
(t� (2! � 3)2 � 2�2)2
�2�2(1� !)� (2! � 3)2
� t
4
�+
��2A(3� 2!)2(t� (2! � 3)2 � 2�2)
:
Total surplus with asymmetric PPO is beyond the scope of this paper. The comparison of
the previous two suggests that
TS�(!;!)� TS�(0; 0) = � !�2(3� !)9� (2! � 3)2
+
+!�2i t�
2�4t��2
�4!3 + 12!2 � 54! + 27
��(9t�� 2�2)2 (t� (2! � 3)2 � 2�2)2
+
+!�2i t�
2�9t2�2 (6� 5!) (2! � 3)2 � 4�4
�4!2 � 13! + 12
��(9t�� 2�2)2 (t� (2! � 3)2 � 2�2)2
;
it sign can be re-written as
sign(TS�(!;!)� TS�(0; 0)) = sign��2i�� �
�where � =
�4t��2
�4!3 + 12!2 � 54! + 27
�+ 9t2�2 (6� 5!) (2! � 3)2 � 4�4
�4!2 � 13! + 12
��and � =
�2(3�!)(9t��2�2)2(t�(2!�3)2�2�2)2
9t�(2!�3)2 . �
Proof of Proposition 4. i) Symmetric PPO
We �rst need to calculate the second-best welfare optimal R&D investment taking as given
the equilibrium prices at t=2. As such, we have that s = �t(2!�3)+�A+�(xA�xB)2t(3�2!) , and hence
@s(!)@xA
= ��2t(2!�3) and
@s(!)@xB
= �2t(2!�3) :The �rst order condition is then
@TS
@xA=
@s
@xA�A + �(xA � xB)
@s
@xA+ �s� t
2(2s� 2(1� s)) @s
@xA� �xA;
and the second order condition is
@2TS
@x2A=�2(5� 4!)� 2t� (2! � 3)2
2t (2! � 3)2< 0;
which is equivalent to �2 < 2�t(2!�3)2(5�4!) and note that @2TS
@xA@xB= � �2(5�4!)
2t(2!�3)2 < 0. If the stability
condition �t (2! � 3)2 � �2(5 � 4!) > 0. Hence, we obtain the reaction functions in the �rst
period
24
xi =��i (5� 4!) + �t (2! � 3)2
2t� (2! � 3)2 � �2(5� 4!)� �2 (5� 4!)2t� (2! � 3)2 � �2(5� 4!)
xj :
Then, �nding the �xed point we obtain the second-best e¢ cient R&D investments:
x���i (!;!) =�
2�
�1 +
��i(5� 4!)(t� (2! � 3)2 � �2(5� 4!))
�As a special case, we �nd that with no PPO
x���i (0; 0) =�
2�
�1 +
��A(9t�� �2)
�
ii) Comparison of the equilibrium and e¢ cient R&D investments.
Comparing the expression of the second best optimal R&D and expression with the equilib-
rium one, we obtain that x�(!;!)�x���i (!;!) = ��t2�2(2!�3)4�2�4(5�4!)+t��2(7�4!)(2!�3)2�t�2�i(3�4!)(3�2!)3
2�(3�2!)(t�(2!�3)2�2�2)(t�(2!�3)2��2(5�4!)),
which implies
sign(x�i (!;!)� x���i (!;!)) = �sign(�si +�i)
where �si =(t�(2!�3)2�2�2)(t�(2!�3)2��2(5�4!))
t�2(3�4!)(3�2!)3 > 0.
With no-cross ownership we obtain that x�i (0; 0) � x���i (0; 0) = � �10�4+63t��2�81t�2(�i+t)
2�(3�2!)(9t��5�2)(9t��2�2) ,
which implies
sign(x�i (0; 0)� x���i (0; 0)) = �sign(�s0i +�i);
where �s0i =(9t��5�2)(9t��2�2)
81t�2> 0.
We also notice that do comparative statics of the second-best optimal quantity with respect
to !
sign(@x���i (!;!)
d!) = sign(�i):
This implies that when �i > 0 then increasing PPO increases the amount of e¢ cient R&D
investment.
iii) Asymmetric PPO. We �rst �nd the e¢ cient R&D investment under asymmetric PPO.
Note that
s =1
2t (3� !)(t(3� 2!) + �A + �(xA � xB))
and hence @s(!)@xA
= �2t(3�!) and
@s(!)@xB
= ��2t(3�!) . The �rst order condition is then
@TS
@xA=
@s
@xA�A + �(xA � xB)
@s
@xA+ �s� t
2(2s� 2(1� s)) @s
@xA� �xA
25
and hence
@TS
@xA=��A(5� 2!) + �2(xA � xB)(5� 2!) + t�
�2!2 � 8! + 9
�� 2t�xA (3� !)2
2t (3� !)2
the second order condition is satis�ed if
@2TS
@x2A=�2(5� 2!)� 2t� (3� !)2
2t (3� !)2< 0
and the stability condition requires that t�(3� !)2 � �2(5� 2!) > 0. Note that @2TS@xA@xB
=
��2(5�2!)2t(3�!)2 < 0. Hence, the best reaction function is
xA =��A(5� 2!) + t�
�2!2 � 8! + 9
�(2t� (3� !)2 � �2(5� 2!))
� �2(5� 2!)(2t� (3� !)2 � �2(5� 2!))
xB
For the acquired �rm we obtain the following
@TS
@xB=���A(5� 2!)2t (3� !)2
� �2(xA � xB)(5� 2!)
2t (3� !)2+�t(9� 4!)2t (3� !)2
� 2t� (3� !)2 xB
2t (3� !)2
@2TS
@x2B=�2(5� 2!)� 2t� (3� !)2
2t (3� !)2< 0
Then, from the �rst order condition, we obtain the reaction function
xB =���A(5� 2!) + �t(9� 4!)2t� (3� !)2 � �2(5� 2!)
� �2(5� 2!)2t� (3� !)2 � �2(5� 2!)
xA
Then, substituting one into the other, we obtain the e¢ cient R&D investments with asym-
metric PPO.
x���A (!; 0) = �(5� 2!)(��A � �2) + t�
�2!2 � 8! + 9
�2�(t� (3� !)2 � �2(5� 2!))
x���B (!; 0) = ��(��A + �2)(5� 2!) + t�(9� 4!)2� (t�(3� !)2 � �2(5� 2!)) :
The comparison leads to
sign(x�A(!; 0)� x���A (!; 0)) = sign(�aA ��A)
where �aA =�t2�2(2!+3)(3�!)3+t��2(!+1)(7�2!)(3�!)2�2�4(5�2!)
t�2(3�2!)(3�!)3 and
sign(x�B(!; 0)� x���B (!; 0)) = �sign (�B +�aB)
26
where �aB =t2�2(3�4!)(3�!)3+2�4(5�2!)�t��2(1�!)(7�2!)(3�!)2
t�2(3�2!)(3�!)3 :
Let us study the derivative of these two expressions with respect to !:
@x���A (!; 0)
d!=t���2(!2 � 5! + 5) + ��A (2� !) (3� !)� t� (3� 2!) (3� !)
�(t� (3� !)2 � �2(5� 2!))2
and
@x���B (!; 0)
d!=�t�
��2�!2 � 5! + 5
�+ ��A (2� !) (3� !)� t� (3� 2!) (3� !)
�(t� (3� !)2 � �2(5� 2!))2
Hence,
sign
�@x���A (!; 0)
d!
�= �sign
�@x���B (!; 0)
d!
�=
= sign��2(!2 � 5! + 5)� t� (3� 2!) (3� !) + ��A (2� !) (3� !)
��
27
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