1D Public Company Flashcards
Form 10-Q
Used for quarterly reports. Similar to annual information but less detailed and usually unaudited.
Form 10-K
Annual reports.
Form 8-K
Announce major events that shareholders should know about.
Non-accelerated filer
Less than $75 milliion in market capitalization
10-K deadline: 90 days
10-Q deadline: 45 days
Accelerated filer
Greater than $75 milliion but less than $700 million in market capitalization
10-K deadline: 75 days
10-Q deadline: 40 days
Large accelerated filer
Greater than $700 milliion in market capitalization
10-K deadline: 60 days
10-Q deadline: 40 days
Significant components of Form 10-Q
Part I - Financial Information - (Financial Statements, Mgmt discussion and analysis, disclosure about market risk, controls and procedures)
Part II - Other Information - (legal proceedings, risk factors, unregistered sales of equity securities, defaults on senior securities, mine safety disclosures, other information, exhibits)
Significant components of Form 10-K
Part I (business, risk factors, unresolved staff comments, properties, legal proceedings, mine safety disclosures)
Part II (Market for equity, financial data, Mgmts discussion and analysis, disclosure about market risk, financials, changes/disagreements with accountants)
Part III (Corporate governance, executive compensation, security ownership, certain relationships, director independence, accounting fees.
Part IV (exhibits, financial schedules)
Discrete view of interim reporting
each interim period is treated as a separate accounting period (IFRS)
Integral view of interim reporting
interim periods are viewed in context of annual reporting (US GAAP)
Reportable Segment tests
10% or more of
a. Combined Revenue b. Absolute value of profit/loss c. Combined Assets
Total reportable segments must cover 75% or more of consolidated sales
Traceable costs
directly related to a segment
common costs
apply to all segments
Reportable operating segment disclosures
- Revenue (internal, external, interest, equity in earnings)
- Expenses (interest, depreciation, taxes)
- Profits
- Assets, expenditures for assets, equity method investments
- Unusual and/or infrequent items
Basic EPS
Net income - CY preferred dividends
_______________
Weighted average number of shares outstanding
Diluted EPS
Net income - CY preferred dividends + after tax interest on convertible debt
_______________
Weighted average number of shares outstanding + potentially dilutive common shares
Simple capital structure
does not contain any potentially dilutive securities and only basic EPS is required.
Complex capital structure
contains potentially dilutive securities. Both basic EPS and diluted EPS are required
Stock dividends and stock splits are not weighted
True. Exception: If shareholder can receive either stock or cash with stock dividend, treat as if shares outstanding.
Treasury stock is never a part of EPS
True.
Included in CY preferred dividends for basic EPS
- Dividends on preferred stock
- Dividends in arrears
- Down round features
Unless actually converted, assume convertible bonds, convertible preferred stock, stock options and warrants are converted at the beginning of the year.
True
For options and warrants, if the exercise price exceeds the market price…
the security is anti-dilutive and increases EPS.
