© 2005 by robert f. halsey, all rights reserved agenda leasing fas 13 criteria for capitalization ...

© 2005 by Robert F. Halsey, all rights reserved

Agenda

Leasing FAS 13 criteria for capitalization Lessee and lessor accounting Capitalization of operating leases (FedEx mini-case) Synthetic leases

VIEs Legitimate financing technique Consolidation under Fin-46 (Target mini-case)

Derivatives Campbell soup mini-case


Alternative accounting treatments for leases depend on structure:

Operating lease

Capital lease

•No asset and liability are recorded on the lessee’s balance sheet

•Lease payments are reported as expense when paid.

•Both the leased asset and the lease liability are recorded on the lessee’s balance sheet•Subsequently, depreciation expense is reported relating to the asset and interest expense is recorded on the liability.


GAAP outlines 4 criteria for capitalization:

How do we know whether to account for the lease as “operating” or “capital”?

If any one or more of the above tests are met, the lease must be capitalized.

Transfer of ownership test: does the lease: transfer ownership at termination?

Bargain purchase option test: does the lease contain a bargain purchase option?

Economic life test: is the lease term at least 75% of the estimated economic life of the asset?

Recovery of investment test: is the present value of the minimum lease payments > 90% of the fair value of the leased property?


Record the leased asset and the lease liability at the present value of the lease payments or the fair market value of the leased asset, whichever is less.

Use lessee’s incremental borrowing rate to discount unless the implicit interest rate in the lease is known and is less

The leased asset is depreciated using the lessee’s normal depreciation method over the economic life of asset ( for criteria #1 and #2) or the lease term (criteria #3 and #4)

The lease liability is amortized just like a bond, by the effective interest method

Accounting for Capital Leases - Lessee


FedEx mini-case

1. What is the balance of lease assets and lease liabilities as reported on its balance sheet? How do you know?

2. Using a 10% discount rate, estimate the amount of assets and liabilities that FedEx fails to report as a result of its off-balance-sheet lease financing.


Year ($ millions)

Operating Lease Payment

Discount Factor (i=0.10)

Present Value

1 ............................ $1,501 0.909 $1,365 2 ............................ 1,235 0.826 1,021 3 ............................ 1,162 0.751 873 4 ............................ 1,053 0.683 719 5 ............................ 1,028 0.621 638 >5 .......................... 8,791 5.574 3,558 Average life.......... 8.55 years $8,174

What is an alternate approach to selecting the discount rate?


We can impute the discount rate FedEx uses to compute the present value of its capital leases by trial and error. It appears that the company is using a 3.5% discount rate as follows:

Year ($ millions)

Operating Lease Payment

Discount Factor (i=0.035)

Present Value

1 ............................ $12 0.96618 $12

2 ............................ 12 0.93351 11

3 ............................ 12 0.90194 11

4 ............................ 12 0.87144 10

5 ............................ 12 0.84197 10

>5 .......................... 253 14.73769* 149**

Average life.......... 21.08 years*** $203

* Present value of an annuity of 21.08 years at 3.5%

** $12 x 14.73769 x 0.84197 = $149

*** $253 ÷ $12/year = 21.08 years


FedEx mini-case concluded

3. What financial ratios from ROE disaggregation (such as margins, turnover, and leverage) are affected and in what direction (increased or decreased) by its off-balance-sheet lease financing? What insights do the inclusion of leased assets and liabilities give you about FedEx’s financial performance? In general, how does the failure to recognize assets and liabilities affect duPont ratios? Can you think of any other situations in which this effect will arise?

4. What features of the leases do you think allow the company to classify

them as operating rather than capital. That is, how does the lease structure allow the GAP to avoid the four criteria outlined above? Why would FedEx prefer to have its leases accounting for as operating rather than capital?


Restatements Abound!When it comes to bookkeeping snafus, lease accounting may be the new revenue recognition. It all started in November, when KPMG LLP told fast-food chain CKE Restaurants Inc. that it had problems with the way CKE recognized rent expenses and depreciated buildings. That led CKE to restate its financials for 2002 as well as some prior years…By winter, the Big Four accounting firms had banded together to ask the Securities and Exchange Commission's chief accountant to clarify rules on lease accounting. Retail and restaurant trade groups began battling rule makers about the merits of issuing such guidance. Now, about 250 companies have announced restatements for lease-accounting issues similar to CKE's, and the number continues to rise daily. "We'd be shocked if this isn't the biggest category of restatements we've ever seen," says Jeff Szafran of Huron Consulting Group LLC, which tracks restatements.

WSJ, 4/05


Accounting for Leases - Lessors Given the payment amount, the entry the lessor

makes at the inception of the lease is as follows:

The lease payments receivable is equal to the total payments to be received by the lessor during the lease term, the leased asset is credited for the price the lessor paid for it and the difference between the receivable and the asset cost is unearned income.

The unearned inc is netted from Lease/R on the B/S

Lease payments receivable xxx

Leased asset xxx

Unearned income xxx


CAT’s financing leases


Sales Type Leases - Lessor

FMV of leased asset is greater than the BV of the asset

Cost of Goods sold xxx

Lease payments receivable xxx

Sales (PV of lease pmts) xxx

Unearned income xxx

Inventory xxx


Sales Type Leases

GAAP takes the position that the earning process is complete, hence the recognition of sales revenue


Operating leases - Lessor Record rent expense (income) when paid

(received) – leased asset and receivable not capitalized

Asset remains on Lessor’s balance sheet and is depreciated as usual. HP:


Operating Leases - Lessee

Record rent expense when paid. No recognition of rented asset or rent liability.

Depreciate leasehold improvements over UL or lease term (not including renewals). Amortization of Leasehold Improvements - The staff believes

that leasehold improvements in an operating lease should be amortized by the lessee over the shorter of their economic lives or the lease term, as defined in paragraph 5(f) of FASB Statement 13 ("SFAS 13"), Accounting for Leases, as amended. The staff believes amortizing leasehold improvements over a term that includes assumption of lease renewals is appropriate only when the renewals have been determined to be "reasonably assured," as that term is contemplated by SFAS 13.


Synthetic Leases

Qualify as operating lease treatment under GAAP Qualify as a capital asset for IRS

Advantages: Off-balance sheet financing Accelerated tax write-off (depreciation and interest vs.

lease payments) Also, lease payments are generally less


SPE Investors ($ 3%) Lender ($ 97%)

Property

Lease (ROR on 3% investment + interest pmts on loan

+residual value guaranty)

Typical Options at termination:

1. Purchase property at original cost (lessee gets appreciation)

2. Sell property (lessee guarantees residual value for SPE)

3. Extend lease


Variable Interest Entities (VIEs)

Legitimate financing techniqueMonitization of assetsProject FinancingReal Estate Financing (synthetic leases)

GM


Securitization of A/R with an SPE

• SPEs (Trusts, limited partnerships, LLCs, Corporations)

• Highly leveraged (3-10% equity) – asset backed securities

• Limited scope of activity (generally not self-sustaining businesses) – A/R securitizations, synthetic leases

• Bankruptcy protected (lower financing costs)

Previously not consolidated with transferor

Transfers are sales

No on-balance sheet recognition of assets and liabilities

Current consolidation rules are based on percentage of stock owned to define “control” (e.g., > 50%). FIN46, “Consolidation of Variable Interest entities” has more subjective definition of “control”

Entity is classified as a VIE, either1. total equity at risk is insufficient to finance its operations

(<10% of assets) or2. VIE lacks any one of the following:

• Ability to make decisions• Obligation to absorb losses• Right to receive returns

Primary beneficiary• Ability to make decisions• Obligation to absorb losses• Right to receive returns

Primary beneficiary may own no voting stockNote: VIE/Primary Beneficiary status may arise subsequent to formation of the SPE:

– Payments of dividends/fees are considered a return of equity and can reduce investment below 10%.

– Hedging transactions, credit enhancements, guarantees, etc can mitigate 1st dollar loss and lead to consolidation.


Effects Synthetic leases are likely to be affected (require

consolidation) because the equity holders do not bear first dollar loss (residual value guarantees)

A/R securitizations may also be affected unless the SPE is reorganized (securities firms may have already found a way around consolidation rules).

F/S effects of consolidation: Assets/liabilities will increase as SPEs are

consolidated. Cumulative adjustment to I/S (below income from continuing operations) for FMV of equity consolidated.

Capital costs will likely increase to qualify a SPE and avoid consolidation as credit providers bear more risk. Will this impact capital availability?


Dell mini-case

1. For what purpose has Dell established a relationship with the consumer finance company, CIT?

2. What percentage does Dell own of DFS? How was it able to avoid consolidation of this entity prior to FIN 46(R)?

3. What are the effects of FI46(R) on Dell’s balance sheet and income statement? 4. What has been Dell’s response going forward?


Qualifying Special Purpose Entities (QSPEs) A transfer of financial assets in which the transferor surrenders control over

those assets is accounted for as a sale to the extent that consideration other than beneficial interests in the transferred assets is received in exchange. The transferor has surrendered control over transferred assets if and only if all of the following conditions are met: The transferred assets have been isolated from the transferor-put

presumptively beyond the reach of the transferor and its creditors, even in bankruptcy or other receivership.

Each transferee (or, if the transferee is a qualifying special-purpose entity (SPE), each holder of its beneficial interests) has the right to pledge or exchange the assets (or beneficial interests) it received, and no condition both constrains the transferee (or holder) from taking advantage of its right to pledge or exchange and provides more than a trivial benefit to the transferor.

The transferor does not maintain effective control over the transferred assets through either (1) an agreement that both entitles and obligates the transferor to repurchase or redeem them before their maturity or (2) the ability to unilaterally cause the holder to return specific assets, other than through a cleanup call.

(SFAS 140)


Derivatives

Examples: Swaps, forwards, futures used to mitigate risk

Problems: Previously little information provided to investors

about speculative risk Orange County and others brought this to attention of

regulators

FAS 133 – effective date fiscal years beginning after 6/15/00


Derivatives – balance sheet effects

Report derivatives on the balance sheet at fair market value together with the related asset (liability)

Since assets change, equity must change to maintain the accounting identity – the issue is whether the change in equity is reflected in income (same issue as with marketable securities).


Derivatives – income statement effects Accounting for income effects of changes in value

depends on character of derivative: Speculative report in income statement like

trading securities Hedging:

Fair value hedges (swaps) - report gains (losses) on both underlying asset and derivative in I/S (mostly offsetting so little I/S effect)

Cash flow hedges (futures/forwards) - report gains (losses) in Other Comprehensive Income (OCI) until transaction is completed, then recognize in I/S


Campbell Soup mini-case

1. Describe, specifically, what Campbell Soup is trying to accomplish with its interest rate exposure derivatives.

2. Describe, specifically, how Campbell Soup mitigates its foreign exchange risk. 3. What effects do derivatives have on its balance sheet and income statement?

© 2005 by robert f. halsey, all rights reserved agenda leasing fas 13 criteria for capitalization ...

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