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We develop an organizational governance model with a single buyer
and endogenous upstream entry. Investments and control rights over
assets and actions are immediately contractable; production is contractable
after uncertainty resolves. We show the following: Supplier
competition eliminates pre-entry bargaining frictions. To minimize
post-entry bargaining frictions, control rights over assets and actions
are always bundled. If entry is sufficiently cheap, there is frictionless
post-entry competition, sometimes due to buyer sponsorship. Otherwise,
only one supplier enters. There is vertical integration if the asset’s
expected profitability is highest in the buyer’s favorite use; if not, the
buyer contracts with an autonomous supplier.