Last month Apple raised $17bn in a bond issue. Not because it needs the money; the company currently has reserves of $145bn, and the eye-watering margins on its products generate cash at a rate that perhaps only a central bank can emulate. Apple is raising money because its money is in the wrong places and it would face tax bills if it repatriated the money to the US. The transaction illustrates a paradox in the modern relationship between business and finance. Companies have never had so little need for capital nor so much engagement with capital markets.
不久前,苹果(Apple)通过发行债券筹集了170亿美元资金。苹果发行债券,不是因为苹果需要资金——该公司目前有1450亿美元的现金储备,其产品令人垂涎的利润率创造现金的速度或许也只有央行能媲美。苹果之所以筹资,是因为它的资金没有放在合适的地方,而如果它要将资金调回美国,就需要纳税。这一融资案体现出商业和金融现代关系中的一个悖论。企业的资金需求从未像现在这样低,与资本市场的关系也从未像现在这样紧密。
In the 19th century, railroads raised funds from private investors to finance costly infrastructure. Later, large manufacturing corporations raised capital in much the same way.
19世纪时,铁路从私人投资者那里筹集资金,为成本高昂的基础设施建设提供资金。后来,大型制造业企业也以基本同样的方式筹集资金。
But only a few businesses today, mainly utilities, have the capital- intensive character typical of those early days of industrialisation. A railroad was a railroad, a brewery was a brewery, and these plants had no alternative uses. But now capital is much more fungible. The typical modern company operates from an office block, a shop or a shed, and it is now relatively unusual for a business to own the premises from which it operates. Employees today generally do not know who owns the building in which they work, or the desk at which they sit. They do not know because it does not matter. Their boss tells them what to do, not because he owns the means of production, but because he has been appointed as the boss.
但如今只有少数企业仍然保留着工业化早期时那种资金密集型特征,其中大多数是公用事业企业。铁路就是铁路,啤酒厂就是啤酒厂,这些工厂没有其他用途。但如今资金的可替代性更高了。一家典型的现代企业可能在一栋办公楼、一家商尝或一个工作棚里办公,如今一家企业拥有所在经营场所房产的情况也比较少见。今天的员工通常不知道他们办公所在地的房产所有者是谁,也不知道他们面前的办公桌所有者是谁。他们不知道,因为这不重要。老板之所以能给员工分配任务,不是因为他拥有这些生产资料,而是因为他被任命为老板。
A modern company, such as Apple, is knowledge-based, outsources its manufacturing and has little need of any tangible capital at all. A new business will need investment to meet its initial operating losses but can expect to become cash generative at an early stage of its life. If the company seeks a public listing on an exchange, the likely purpose is to provide a liquidity event for early-stage investors, or to reassure employees that their options have value, rather than to raise money to expand the business. Facebook took in cash from investors because it could, while admitting that it had no particular use for it. We still use the word “capitalism” when we refer to the institutions of the modern market economy but it has become a misleading term.
苹果等现代企业以知识为基础,将制造过程外包,因此基本上不需要多少有形资本。一家新成立的企业在初期会需要投资来弥补运营亏损,但不久应该就能产生收益了。如果该公司试图在交易所公开上市,其目的可能不是为了筹集资金以拓展业务,而是为了向早期的投资者提供变现机会,或让员工确信自己的期权有价值。Facebook从投资者那里吸收资金,因为它可以这样做。与此同时,它承认这些资金对自己并没有什么用处。在提到现代市场经济体制的时候,我们依然会使用“资本主义”这个词,但这个说法已变得名不副实了。
When large companies do access capital markets, the reasons – as in Apple’s case – more likely relate to financial engineering, or the acquisition of existing assets, than to new investment. Their corporate treasurers may be trying to make a turn on foreign exchange or on credit risk or yield curve differentials. Mostly these activities are only tenuously related to the operations of the company.
当大型企业真的选择到资本市场上筹资时,更大的可能是:它们的选择与金融工程有关,或者是为了收购一些现成的资产,而不是为了进行新的投资。苹果就是一例。他们的财务主管可能是希望改变外汇、信贷风险或者收益率曲线差异方面的状况。大多数情况下,这些筹资活动与公司运营关系不大。
Nevertheless, company executives are far more attentive to capital markets than they were. Great industrialists once viewed markets with disdain. It is hard to imagine Alfred Sloan of General Motors or Harry McGowan of ICI making regular checks on their company’s share price, still less taking time out of their schedules to schmooze junior analysts at investor conferences.
然而,现在的企业高管比以前更加关注资本市常过去那些伟大的实业家曾经对资本市场不屑一顾。很难想象,通用汽车(General Motors)的艾尔弗雷德·斯隆(Alfred Sloan)或者是英国帝国化学工业(ICI)的哈里·麦高恩(Harry McGowan)会定期查看他们公司的股价,更别提抽出时间在投资者会议上与初级分析师聊天。
One reason is that executives are now given incentives through share options and other remuneration schemes to attend to share prices. Of course, managers always had a financial interest in their company: Sloan was a major holder of General Motors stock and institutional ownership was less widespread, and family and founder ownership more common, than today. But the incentives of those executives were related to the long-term success of the company, not its short-term share-price performance.
一个原因就是,如今股票期权和其他薪酬计划给了企业高管关注股价的动力。当然,经理人的经济利益始终与自己所在的公司相关——斯隆就是通用汽车的大股东。那时,机构持股不像现在这样普遍,家庭和创始人持股更常见一些。但那时的高管努力的动力与实现企业的长期成功有关,而与股价的短期表现关系不大。
These figures of the past never imagined that their positions would be threatened by unwanted takeover activity. To the extent that they had any mechanism of accountability at all, it was to an internal cadre rather than an external market. And so the relationship of capital markets to big business has undergone a fundamental shift. Corporate governance today is not an incidental feature in the relationship between companies and markets: corporate governance, not capital allocation, is the principal economic and social function of those capital markets.
过去的这些人物从未想象过,自己的地位会被敌意收购活动所威胁。他们即便受到任何问责机制的约束,问责者也只是企业内部骨干,而非外部市常由此可见,资本市场和大型企业的关系发生了深刻的变革。如今,公司治理在公司和市场的关系中已不再扮演小配角:各资本市场的主要经济和社会职能已不再是资本配置,而是公司治理。
When Apple borrowed, it did so not to raise funds for its business but to return to its shareholders cash secured from operations.
苹果在发债的时候,其目的不是筹集经营资金,而是将运营中获得的资金回报给股东。
Capital markets are no longer mechanisms for putting money into companies, but mechanisms for getting money out.
资本市场已不再是一种向公司注资的机制,而是一种解放资金的机制。 |
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