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    Wholesale Bargaining: Models

    and Antitrust Implications

    Joshua Gans

    Melbourne Business SchoolUniversity of Melbourne

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    Background Papers

    Joint work with Catherine de Fontenay

    RAND Journal of Economics, 2005

    Review of Network Economics, 2005

    IJIO, 2004 Bilateral Bargaining with Externalities

    Applications

    Concentration Measures and Vertical Market Structure

    (JL&Eforthcoming)

    Markets for Competitive Advantage (w/ Michael Ryall)

    Network Bargaining (Martin Byford)

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    Wholesale Markets

    Posted prices

    Spengler (JPE): double

    marginalisation

    Salinger (QJE): successive

    Cournot oligopoly

    Take it or leave it offers

    Hart and Tirole (1990)

    OBrien and Shaffer (1992)

    McAfee and Schwartz (1994) Segal (1999)

    Marx and Shaffer (2004)

    Bargaining

    Inderst and Wey (2003)

    OBrien and Shaffer (2004)

    Segal and Whinston (2001)

    Stole and Zwiebel (1996)

    Grossman-Hart-Moore

    MacDonald and Ryall (2004)

    Brandenberger and Stuart

    (2006)

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    Antitrust Issues: Traditional Views

    How do we analysecompetition between

    sellers into a wholesalemarket?

    Same as any horizontalmarket

    Versus countervailingpower from buyers

    How do we analyse vertical

    restrictions?

    Perfect efficient contracting:vertical practices only

    chosen for efficiency

    reasons

    Versus firms with market

    power who can use practices

    to extract rents

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    New Results

    Changes in competition (e.g., concentration) in

    upstream markets have a different impact on

    final consumers than changes in downstream

    markets

    Vertical practices can have anti-competitive

    effects and result in a redistribution of rents

    Can use quantitative bargaining models to

    analyse trade-offs

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    Outline

    1. Our Bargaining Model and Result

    2. Treatment of Upstream Competition

    3. Analysis of Vertical Integration4. Future Directions

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    The Research Goal for Strategy

    Environmental

    Characteristics:

    Consumer demand

    Resource availability

    Production technology

    Bargaining power

    Surplus

    Generated

    Surplus

    Division

    Payoffs to

    owners of

    factors ofproduction

    Given environmental characteristics, what

    are the expected payoffs to factor owners?

    That is, what determines appropriability.

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    Cooperative Bargaining Theory

    The Benefits

    Relates environmentalcharacteristics to surplus

    division Easy to compute

    E.g., Myerson-Shapleyvalue is weighted sum ofcoalitional values

    The Problems

    Presumption thatcoalitions operate to

    maximise surplus Requires observable andverifiable actions

    Coalitional externalities

    are usually assumedaway If considered, impact on

    division only (Myerson)

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    Non-Cooperative Bargaining Theory

    Benefit: Robustpredictions in thebilateral caseNash bargaining

    Rubinstein and Binmore-Rubinstein-Wolinsky

    Problem: Bilateral casein isolation cannot dealwith externalities

    coalitional formation

    D1

    U1

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    We need a theory that can deal with

    this Competitive Externalities

    Ds and Us may be competing

    firms

    Cant negotiate

    Bilateral Contracts:

    Ds and Us cannot necessarily

    observe supply terms of

    others

    Connectedness does notnecessarily imply surplus

    maximisation

    D1

    UA

    D2

    UB

    while being tractable and intuitive.

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    Our Approach

    Bilaterality

    Assumes that there are no actions that can be

    observed beyond a negotiating pair

    Potential for inefficient outcomes

    Non-cooperative bargaining

    Does not presume surplus maximisation

    Looks for an equilibrium set of agreements

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    Our Results

    In a non-cooperative model of a sequence of bilateralnegotiations

    There exists a Perfect Bayesian Equilibrium whereby Coalitional surplus is generated by a Nash equilibrium

    outcome in pairwise surplus maximisation Division is based on the weighted sum of coalitional

    surpluses

    We produce a cooperative division of a non-

    cooperative surplus Strict generalisation of cooperative bargaining solutions Collapses to known values as externalities are removed

    Non-cooperative justification for cooperative outcomes

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    Some Notation

    Actions

    qij is the input quantity

    purchased by Di from Uj

    tij is the transfer from Di to Uj

    (A1) Can only observeactions and transfers you are a

    party to (e.g., UB and D2cannot observe q11 ort11)

    Primitive Payoffs

    Di: (qiA+qiB,q-iA+q-iB)ti1ti2

    Uj: t1j + t2j c(q1j+q2j)

    Usual concavity assumptionson (.) and c(.)

    D1

    UA

    D2

    UB

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    Network State

    Network

    Bilateral links form a graph of

    relationships denoted byK

    Initial state:K=

    (1A,1B,2A,2B) If a pair suffer a breakdown

    (e.g., D1 and UA), the new

    network is created

    New state:K= (1B,2A,2B)

    (A2) The network state (K) ispublicly observed

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    Possible Contracts

    BilateralityAs terms of other pairs are unobserved by at least

    one member of a pair, supply terms cannot be

    made contingent upon other supply contract terms Network Observability

    As the network state is publicly observed supplyterms can be made contingent on the network state

    Example:

    q11(1A,1B,2A,2B) = 3 and t11(1A,1B,2A,2B) = 2 and

    q11(1A, 2A,2B) = 4 and t

    11(1A, 2A,2B) = 5 and so on.

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    Extensive Form

    Fix an order of pairs (in this case 4) Precise order will not matter for equilibrium we focus on

    Each pair negotiates in turn Randomly select Di or Uj

    That agent, say Di, makes an offer {qij

    (K), tij

    (K)} for all possibleKincluding Di and Uj.

    If Uj accepts, the offer is fixed and move to next pair

    If Uj rejects, With probability, 1- , negotiations end and bargaining recommences over the

    new networkKij. Otherwise negotiations continue with Uj making an offer to Di.

    Binmore-Rubinstein-Wolinsky bilateral game embedded in asequence of interrelated negotiations Examine outcomes as goes to 1.

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    Beliefs

    Game of incomplete information

    Need to impose some structure on out of equilibrium beliefs

    Issue in vertical contracting (McAfee and Schwartz; Segal) in that

    one party knows what contracts have been signed with others and

    offer/acceptance choices may signal those outcomes Simple approach: imposepassive beliefs

    Let be the set of equilibrium agreements

    When i receives an offer fromj of or

    i does not revise its beliefs about any other outcome of the game,

    { ( ), ( )}ij ij ij K

    q K t K

    ( ) ( )ij ij

    q K q K ( ) ( )ij ijt K t K

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    Equilibrium Outcomes: Actions

    Bilateral Efficiency

    A set of actions satisfied bilateral efficiency if for all ij in

    K,

    Suppose that all agents hold passive beliefs. Then, as

    approaches 1, in any Perfect Bayesian

    equilibrium, each qij(K) is bilaterally efficient (given

    K).

    1 2 ( ) arg max ( , ( ) ( )) ( ( ))ijij x iA iB iA iB j jq K q q q K q K c q q K + + +

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    Equilibrium Outcomes: Actions

    Suppose that all agents hold passive beliefs. Then, as approaches 1, in any PerfectBayesian equilibrium, each qij(K) is bilaterally efficient (givenK).

    Intuition Negotiation order: 1A,1B,2A,2B and suppose that 1A and 1B have agreed to the equilibrium

    actions

    If 2A agree to the equilibrium action, 2B negotiate and as this is the last negotiation, it isequivalent to a BRW case so they choose the bilaterally efficient outcome

    If 2A agree to something else, D2 will know this but UB wont UB will base offers and acceptances on assumption that 2A have agreed to the equilibrium outcome

    (given passive beliefs)

    D2 will base offers and acceptances on the actual 2A agreement. Indeed, D2 will be able to offer (andhave accepted) something different to the equilibrium outcome

    Given this, will 2A agree to something else? D2 will anticipate the changed outcome in negotiations with UB

    Under passive beliefs, UA will not anticipate this changed outcome (so its offers dont change)

    D2 will make an offer based on:

    By the envelope theorem on q2B , this involves a bilaterally efficient choice ofq2A .

    22 2 2 2 1 1 1 2 1 2 2 arg max ( ( ), ) ( ) ( ( ))

    A A q A B A A B A A B B Aq q q q q q c q q c q q x + + + +

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    Equilibrium Outcomes: Payoffs

    Result: As approaches 1, there exists a perfect

    Bayesian outcome where agents receive:

    This is each agents Myerson-Shapley value over

    the bilaterally efficient surplus in each network.

    ( )( )16 3 (1 ,1 , 2 ,2 ) (1 ,1 , 2 , 2 ) 2 (1 , 2 ) (1 , 2 ) ( , ) 2 ( , )UAv A B A B c A B A B j j c j j iA iB c iA iB = + +

    ( )( )11 6 3 (1 ,1 , 2 , 2 ) (1 ,1 , 2 ,2 ) 2 (1 , 2 ) (1 , 2 ) ( , ) 2 ( , )Dv A B A B c A B A B j j c j j iA iB c iA iB = + +

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    Remarks

    Stole and Zwiebel adopt a similar approach in proving theirnon-cooperative game yields a Shapley value Make mistake: do not specify belief structure

    Our most general statement shows that the solution concept is

    a graph-restricted Myerson value in partition function space. The symmetry in the buyer-seller network case masks some additional

    difficulties in the general case

    There is some indeterminacy in the complete graph case

    The cooperative game solution concept has never been stated before

    Nor has it been related to component balance and fair allocation So our proof does cooperative game theory before getting to the steps

    before

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    Ultimate Solution

    1 1 1 ( , ) ( 1) ( 1)! ( , )( 1)( )N

    p P

    i

    T P i T P P PT T

    N L p v T L N p N T

    =

    where:

    Nis the set of agents

    Pis a partition over the set of agents with cardinalityp

    PN is the set of all partitions ofN

    L is the initial network (i.e., initial set of bilateral links)

    LP is the initial network with links severed between partitions definedbyP.

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    Additional Results

    (No component externalities) Suppose that primitivepayoffs are independent of actions taken by agentsnot linked the agent Obtain the Myerson value over a bilaterally efficient

    surplus.

    (No non-pecuniary externalities) Suppose that theprimitive payoffs are independent of the actions theagent cannot observe Obtain the Myerson value.

    If agreements are non-binding and subject torenegotiation, the results hold.

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    Computability

    m buyers

    S1 S2

    ( )

    1

    0 0

    1

    0 0 0

    ( 1)

    ( , 2)2

    ( 2)( 1) |

    2 1

    s i

    m x

    S

    s i

    m x h i

    m s hm m s m s h

    s h i

    s

    m iv v m s

    s m i

    m s h

    m m s i v s hs h m i m h

    = =

    +

    = = =

    = +

    + + + +

    ( , 2)v m s

    ( ) |v s h

    Bilaterally efficient surplus

    with m-s buyers supplied by

    both suppliers

    Bilaterally efficient surplus ifs

    buyers are supplied only by S1

    and h are supplied only by S2

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    Upstream Competition

    Why upstream competition should be

    treated differently when there iswholesale bargaining?

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    2 x 2 Structure (NI)

    UA UB

    D1 D2

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    Model Structure & Notation

    2 upstream & 2 downstream assets each with an associatedmanager (necessary for the asset to be productive); integrationchanges ownership but not need to use manager

    Uj can produce input quantities, q1j & q2j toD1 andD2 at cost,

    cj(q1j, q2j); quasi-convex

    D1 earns (gross) profits of 1(q1A,q1B;q2A,q2B); concave in (q1A,q1B)

    and non-increasing in (q2A,q

    2B).

    Industry profit outcomes:

    1 1

    2 2

    1 2 , 1 1 1 2 2 2 2 2 1 1 1 2 1 2,

    ( ) max ( , , , ) ( , , , ) ( , ) ( , )A BA B

    A B q q A B A B A B A B A A A B B Bq q

    D D U U q q q q q q q q c q q c q q +

    1 11 , 1 1 1 1 1( ) max ( , ,0,0) ( ,0) ( ,0)

    A B A B q q A B A A B B DU U q q c q c q

    11 1 1 1( ) max ( , 0,0,0) ( , 0)

    A A q A A A DU q c q

    11 2 1 1 2 1( , ) max ( ,0,0, ) ( ,0)A A B q A B A A DU D U q q c q

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    Upstream Merger

    UA UB

    D1

    D2

    D2

    UA UB

    D1

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    Incentives to Merge

    Upstream firms jointly gain:

    One third of the profits from a UB Monopoly

    Intuition: the possibility that a breakdown could

    generate this was used by downstream firms as

    leverage on the other upstream firm

    Downstream firms jointly lose this

    Face higher transfers

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    Impact on Efficiency

    Bilateral negotiations for upstream supply under

    upstream competition

    Bilateral negotiations for upstream supply under

    upstream monopoly

    No difference in outcomes so no impact on efficiency

    1 1 1 1 2 2 1 2max ( , ; , ) ( , )

    Aq A B A B A A Aq q q q c q q

    1 1 1 1 2 2 1 2 1 2max ( , ; , ) ( , ) ( , )Aq A B A B A A A B B Bq q q q c q q c q q

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    Upstream Competition

    Changes to upstream competition have a different

    impact to changes in downstream competition

    Fragmentation amongst downstream firms drives

    impact on consumers, input and output choices. Itconstrains upstream market power.

    Extreme: permit upstream mergers when there is no

    vertical integration

    Leads to additional upstream investment (maybe over-

    investment)

    May lead to reduced downstream entry

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    Vertical Integration

    What is the competitive impact of

    vertical integration?

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    Effect of Integration

    UA

    UB

    D1 D2

    UA

    UB

    D1 D2

    UA UB

    D1

    D2

    FI

    BI

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    WillD1 and UA profit from VI?

    ( )

    11 22

    11 26

    11 2 26

    ( )

    ( )

    ( ) ( )

    UC A B

    UC A

    B B

    D D U U

    D D U

    D D U D U

    +

    +

    FI

    BI

    UC UM

    ( )

    1

    1 221

    1 26

    11 26

    ( )

    ( )

    ( ) ( )

    UC A B

    UC A

    A B B

    D D U U

    D D U

    DU U D U

    +

    +

    11 22

    11 26

    ( )

    ( )

    UM A B

    UM A

    D D U U

    D D U

    +

    ( )

    11 22

    11 26

    12 1 26

    ( )

    ( )

    ( ) ( )

    UM A B

    UM A

    A B B

    D D U U

    D D U

    D U U D D U

    +

    +

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    Comparisons

    FI versus BI

    UC versus UM

    As downstream products become more differentiated, strategic VI ismore likely under upstream competition than upstream monopoly

    1 2 2 ( ) ( ) B A B D D U D U U

    ( )1 1 2 23

    1 2 1 2

    ( ) ( )

    ( ) ( )

    B B

    UM A B UC A B

    D D U D U

    D D U U D D U U

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    Impact on Efficiency

    Bilateral negotiations for upstream supply under NI

    Bilateral negotiations for upstream supply under VI

    Incentive to raise rivals costs

    1 1 1 1 2 2 1 2max ( , ; , ) ( , )

    Aq A B A B A A Aq q q q c q q

    1 1 1 1 2 2 1 2max ( , ; , ) ( , )

    Aq A B A B A A Aq q q q c q q

    2 1 1 1 2 2 2 2 2 1 1 1 2max ( , ; , ) ( , ; , ) ( , )Aq A B A B A B A B A A Aq q q q q q q q c q q

    +

    2 2 2 2 1 1 1 2max ( , ; , ) ( , )

    Aq A B A B A A Aq q q q c q q

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    VI and Foreclosure

    Upstream competition

    With homogenous inputs (and some symmetry), VI does not change

    efficiency

    Upstream monopoly

    VI leads to industry profit maximisation (with symmetry and

    substitutability);D2 is not supplied any inputs

    Under FI,D2 still receives a payoff of:

    Technical foreclosure but downstream firm still valuable in

    disciplining internal negotiations

    ( )2

    11 212

    ( ) ( ) ( ) D A B i jv FI D D U U DU =

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    An Outsourcing Issue

    Outsourcing (make vs buy) decision Typically assumes new function or no sunk assets in the

    industry Major outsourcing decisions: typically involve existing

    assets that must be divested or scrapped Dilemma If outsource to existing firm, vulnerable to lack of upstream

    competition in the future (lack of long-term contracts).

    If create new independent supplier, assets divested may not

    be worth as much. Examples: GE to Matsushita vs Samsung; Motorola to

    BenQ.

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    Outsourcing Dilemma

    UA

    D1

    UB

    D2

    UA-U

    B

    D1 D2

    or ?

    Create UA

    or sell assets to UB?

    Integration implies common ownership of assets

    Assume that D1 and D2 do not compete and fixed gain from outsourcing,

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    Results

    D1 chooses to outsource to UB over an independent firm if

    Established outsourcing reducesD1s profits by

    But increases total upstream profits (UA and UB) by

    Always occurs Choose the option that harmsD2 the most; that is where the rents

    are coming from

    ( )1 1 2 1 212 2 ( ) ( ) j A BD D U D D U U

    ( )1 1 2 1 26 2 ( ) ( ) j A BD D U D D U U

    1 2 1 22 ( ) ( ) j A BD D U D D U U

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    Summary

    Outsourcing and upstream competition

    Standard view: more likely to outsource when upstream

    markets are competitive

    Here: outsourcing incentives stronger if can preserve orestablish upstream market power

    Outsourcing and competitive advantage

    Standard view: outsourcing gives comp adv

    Here: outsourcing more desirable if harms otherdownstream firms but no comp adv as supply on equal

    terms

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    Quantitative Evaluation

    How can mergers impacting on

    vertical market structure beevaluated?

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    Wholesale Bargaining

    Nfirms indexed by i

    Each may operate in an upstream and/or

    downstream segment

    si: downstream share

    i: upstream share

    Perfect substitutes (downstream)

    Market demand:P(Q)

    Costs: upstream (Ci(.)), downstream (ci(.))

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    Lerner Index for Vertical Chain

    Negotiations between i andj:

    ( )max ( ) ( ,.) (.) ( ) (.) ( ,.)ijq ij ik i ij i jk j j ijk j kP Q q q c q C P Q q c C q

    + +

    ( )

    ( ) ( ) ( ) 0

    ( ) ( ) 1

    ji

    ij ij

    ji

    ij ij

    Cc

    ik jk q qk

    Cc

    q q ik jk ki j

    P Q P Q q q

    P P Q q q s sP P

    + + =

    + = = +

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    Vertical HHI

    The average Lerner index is:

    If there is a preference for internal supply,

    2

    1

    N

    ii HHI s

    =

    1 1 1

    1 1( / ) ( / )

    N N

    i i i ii i i iii i s s q Q HHI s q Q

    = =+ = +

    1

    1max{ , }

    N

    i i iiVHHI s s

    ==

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    Properties

    Ranges between 0 (perfect competition) and 10,000

    (downstream monopoly)

    Collapses to HHI (Downstream) when all downstream

    firms are net buyers of inputs or non-integrated If there is integration then VHHI > HHI

    Upstream concentration not relevant

    Non-integrated upstream mergers do not change VHHI

    Only look upstream if merger involves a net supplier

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    Some Examples

    Example 1: 4 equal sized upstream firms and 10 equal sized

    downstream ones Up HHI = 2500; Down-HHI = 1000 = VHHI

    Vertical merger leaves HHIs unchanged (no concern) butraises VHHI to 1150 (potential concern)

    Example 2: 8 downstream firms with 10% share and a 9 th with 20%

    share

    If vertical merger involves large firm then HHI does notchange but VHHI goes from 1300 to 1400 (no concern)despite higher concentration.

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    Approach #2: Successive Oligopoly

    Firms post unit prices in wholesale market

    With linear demand and costs (and homogenousinputs):

    Like bilateral bargaining but with additionaldistortions (that can be removed by verticalintegration)

    ( )2

    ( min[ , ])( min[ , ])1 1

    1 min[ , ]1 1 1 1

    max[ , ] ( ) i i i j j ji ii

    N N N N s s s

    j j j j j j s j j j i

    VHHI s s s

    = = = =

    = + +

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    Application: Exxon-Mobil in CaliforniaCompany Upstream (Refining) Market Share

    (%)

    Downstream (Retailing) Market Share (%)

    Chevron 26.4 19.2

    Tosco 21.5 17.8

    Equilon 16.6 16

    Arco 13.8 20.4

    Mobil 7 9.7Exxon 7 8.9

    Ultramar 5.4 6.8

    Paramount 2.3 0

    Kern 0 0.3

    Koch 0 0.2

    Vitol 0 0.2

    Tasoro 0 0.2

    PetroDiamond 0 0.1

    Time 0 0.1

    Glencoe 0 0.1

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    Concentration Measures

    ConcentrationMeasure

    Pre-Merger Post-Merger Post-Mergerwith ExxonRefineryDivestiture

    Post-Mergerwith ExxonRetailDivestiture

    Upstream HHI 1800 1900 1800 1900

    Downstream HHI 1600 1800 1800 1600

    VHHI Contracting 2100 2400 2400 2100

    VHHI Cournot 2200 2500 2700 2100

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    Future Directions

    Other Vertical Practices

    Exclusive dealing

    Negotiations over linear prices

    Quantitative Analysis

    Construct simulation model of bargaining

    Empirical tests of vertical market structure

    concentration measures and pricing