Regulating Mergers and Acquisitions of U.S. Electric Utilities: Industry Concentration and Corporate Complication

Scott Hempling, attorney, and adjunct professor, Georgetown University Law Center, US

Contents: Part I The transactions: Sales of public franchises for private gain, undisciplined by competition, producing a concentrated, complicated industry no one intended 1. Diverse strategies, common purpose: selling public franchises for private gain 2. Missing from utility merger markets: competitive discipline 3. The structural result: concentration and complication no one intended Part II The harms: Economic waste, misallocation of gain, competitive distortion, customer risks and costs 4. Suboptimal couplings cause economic waste 5. Merging parties divert franchise value from the customers who created it 6. Mergers can distort competition: market power, anticompetitive conduct and unearned advantage 7. Hierarchical conflict harms customers Part III Regulatory lapses: Visionlessness, reactivity, deference 8. Regulators' unreadiness: checklists instead of visions 9. Promoters' strategy: frame mergers as simple, positive, inevitable 10. How do regulators respond? By ceding leadership, underestimating negatives and accepting minor positives 11. Explanations: passion gaps and mental shortcuts Part IV Solutions: Regulatory posture, practices and infrastructure 12. Regulatory posture and practice: less instinct, more analysis; less reactivity, more preparation 13. Regulatory infrastructure: strengthen regulatory resources, clarify statutory powers, assess mergers’ effects References Index