SECURITIES INNOVATIONS: A HISTORICAL AND FUNCTIONAL PERSPECTIVE

Published date01 January 1995
AuthorPeter Tufano
DOIhttp://doi.org/10.1111/j.1745-6622.1995.tb00265.x
Date01 January 1995
Journal of Applied Corporate Finance
WINTER 1995 VOLUME 7.4
Securities Innovations: A Historical and Functional Perspective
by Peter Tufano
Harvard Business School
90
JOURNAL OF APPLIED CORPORATE FINANCE
SECURITIES INNOVATIONS:
A HISTORICAL AND
FUNCTIONAL PERSPECTIVE
by Peter Tufano,
Harvard Business School*
90
BANK OF AMERICA JOURNAL OF APPLIED CORPORATE FINANCE
*This article is a condensed version of “Securities Innovations: A Historical and
Functional Perspective,” which appeared in the book, Cases in Financial Engineer-
ing: Applied Studies of Financial Innovation (Prentice Hall, 1995) by Scott Mason,
Robert C. Merton, Andre F. Perold, and Peter Tufano. The recent case studies
discussed in this article are described in greater detail in the book. I would like to
thank Don Chew for his editorial assistance.
1. John Moody, “Preferred Stocks as Investments,” Annals of the American
Academy of Political and Social Sciences, 35 (May, 1910), p. 545).
2. The concept of functional analysis was introduced in Merton, “Operation
and Regulation in Financial Intermediation: A Functional Perspective,” in P.
Englund, ed., Operation and Regulation of Financial Markets (Stockholm: The
Economic Council, 1993). The ideas underlying the functional perspective have
been developed in the co-authored volume, Global Financial Systems: A Func-
tional Perspective (forthcoming HBS Press, 1995) by D. Crane et al.
provisions—as providing the principal impetus for
modern securities innovations. But the limits of
such a purely institutional approach are suggested
by the historical record of innovation that, in the
U.S., stretches back at least 150 years. Innovation
predates many of these relatively recent institu-
tional factors—the U.S. income tax, for example,
was not introduced until 1913. By focusing exclu-
sively on the present, institutionally-based explana-
tions fail to capture what appear to be timeless
aspects of securities innovation.
The rich history of financial innovation, com-
bined with a multitude of institutional explana-
tions, leads us to seek more basic explanations
for the phenomenon. In this article, I adopt the
functional approach suggested by Robert C. Merton,
which decomposes financial products and institu-
tions into a set of “permanent” functions that they
deliver.2 This approach calls attention to similari-
ties among diverse securities. For example, the
dynamic trading strategy of portfolio insurance
must be compared with exchange-traded put op-
tions and explicit guarantees by insurers, because
even though the three are cloaked in different
institutional garb, they address a common prob-
lem: risk management. Similarly, in the 19th cen-
tury, three quite different innovations—voting trusts,
bond covenants, and preferred stocks—all at-
tempted to resolve conflicts between stockholders
and bondholders.
he past two decades have produced a
remarkable number and variety of seem-
ingly new securities. Collateralized mort-
gage obligations (CMOs), high-yield
bonds, municipal bond swaps, exchangeable bonds,
Nikkei put warrants, adjustable-rate and auction-
rate preferred stocks, PERCS, SuperShares, interest-
rate swaps, and natural gas derivatives—all these are
just a few of the inventions of the past 20 years.
But innovation is not new to the U.S. financial
system. In 1910, John Moody, founder of Moody’s
ratings, lamented the bewildering innovations of his
own day:
Twenty-five years ago it was comparatively easy
to acquire a sound knowledge of the general invest-
ment field...[but now] the different types of securities
have multiplied in number to an almost unlimited
extent...[T]he different types of [securities] which are
daily sought for investment nowadays are often so
different...that not only must each class be judged by
itself, but a great many issues of the same general
class have distinct traits which go far to affect directly
their position and value as investments.1
Eighty-five years later, many observers must share
Moody’s sentiments as they puzzle over financial
engineers’ latest handiwork.
Some finance scholars have identified “institu-
tional” factors—such as particular tax or regulatory
T

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