1D - Public Company Reporting Topics (U.S. SEC Reporting Requirements, Earnings per Share, and Segment Reporting) Flashcards
Which of the following forms must be filed quarterly with the SEC?
Form 10-K
Form 990
Form 10-Q
Form 1065
Form 10-Q The most common forms are the 10-K and the 10-Q. These forms must be filed electronically on EDGAR unless this filing causes hardship on the filing company. Form 10-K is the required annual report.
It provides a comprehensive report of a company’s business and financial condition, including audited financial statements. Form 10-Q is the quarterly report required to be filed with the SEC by all publicly traded companies.
The Form 10-Q contains financial statements, a discussion from the management, and a list of “material events” that have occurred with the company.
SEC Form 10-__ is the quarterly report
SEC Form 10-__ is the annual report
Q
K
A firm has basic earnings per share of $1.29. If the tax rate is 30%, which of the following securities would be dilutive?
Cumulative 8%, $50 par preferred stock
10% convertible bonds, issued at par, with each $1,000 bond convertible into 20 shares of common stock
7% convertible bonds, issued at par, with each $1,000 bond convertible into 40 shares of common stock
6%, $100 par cumulative convertible preferred stock, issued at par, with each preferred share convertible into four shares of common stock
7% convertible bonds, issued at par, with each $1,000 bond convertible into 40 shares of common stock
Dilutive securities reduce earnings per share. To determine dilution, a conversion basis must be stated. Each 7% bond yields $70 ($1,000 × 7%) of interest; the net-of-tax interest is $49 ($70 × (1 − .30)). The conversion increases the number of shares by 40. The earning per share on the converted bonds is only $1.225 (49/40) thus diluting the basic earnings per share of $1.29.
Dilution (dilutive): A ___in EPS
Antidilution : An ___in earnings-per-share
___-___ ___ ___: The number of shares determined by relating (a) the portion of time within a reporting period that common shares have been outstanding to (b) the total time in that period.
___ EPS: The amount of earnings for the period available to each share of common stock outstanding
Reduction
Increase
Weighted-average common shares (WACS):
Basic EPS
Norsk Corporation has convertible bonds as part of its capital structure. The bonds have a face value of $100,000 and were issued at $105,417. The stated interest on the bonds is 8%. The amount of premium amortization for the first year was $1,700. If Norsk has an income tax rate of 40%, what is the amount that will be added to the numerator in the computation of diluted earnings per share?
$6,300
$8,000
$4,800
$3,780
$3,780
The amount to be added back is the after-tax amount of the interest expense on the bonds. The annual interest expense on the bonds is equal to the cash payment less the premium amortization, since the bonds were issued at a premium. The annual cash payment is $8,000 ($100,000 × .08).
The net annual interest expense is $8,000 – $1,700 = $6,300. The net annual interest expense is multiplied by the tax rate and then that amount is subtracted from the annual interest expense to arrive at after-tax interest expense ($6,300 × .40 = $2,520; $6,300 – $2,520 = $3,780).
The amount can be more efficiently computed in the following manner: $6,300 × (1 – .40) = $3,780.
A company had 400,000 shares of common stock issued and outstanding on January 1, year 1, and had the following equity transactions for year 1:
Transactions Date
Issued 200,000 new shares for cash April 1
Issued new shares as a result of a 3-for-1 stock split July 1
Purchased 300,000 shares treasury stock for cash October 1
What should the company use as the denominator for the calculation of basic earnings per share for the year ended December 31, year 1?
1,325,000
1,075,000
1,575,000
1,650,000
1,575,000
Options to purchase common stock are excluded from the computation of diluted EPS if:
their exercise price is greater than the average market price.
they are employee compensation and the employee may not be able to sell the stock until some future date.
their exercise price is less than the average market price.
they are issued as part of employee compensation arrangements.
their exercise price is greater than the average market price.
Options have a diluting effect when the average market price of the common stock exceeds the exercise price of the options. (Note that options would not be exercised by holders if the option price exceeds the market price.)
FASB ASC 260-10-45-28A states that stock-based awards are included in diluted EPS even if the employee may not be able to sell them until some future date.
In financial reporting of segment data, which of the following must be considered in determining if an industry segment is a reportable segment?
Both sales to unaffiliated customers and intersegment sales
Sales to unaffiliated customers
Intersegment sales
Neither sales to unaffiliated customers nor intersegment sales
Both sales to unaffiliated customers and intersegment sales
After an enterprise has identified its operating segments (including those that represent an aggregation of two or more separate segments), it must report separately information about each operating segment that meets any one or more of the following tests.
Those segments that meet at least one of the tests represent reportable segments for which specified information must be reported.
- Revenue test: If its revenue is 10% or more of the combined revenue of all operating segments (for purposes of this test, revenue includes both sales to external customers and intersegmental sales or transfers)
-
Profitability test: If the absolute amount of its reported profit or loss is 10% or more of the greater, in absolute amount, of:
- the combined reported profit of all operating segments that did not report a loss or
- the combined reported loss of all operating segments that did report a loss
- Asset test: If its assets are 10% or more of the combined assets of all operating segments
Information about two or more operating segments may be aggregated into a single operating segment only if the segments have similar economic characteristics and are similar in each of the following areas:
a. The nature of the ___ and services
b. The nature of the ___processes
c. The type or class of ___for their products and services
d. The ___used to distribute their products or provide their services
e. If applicable, the nature of the ___ environment, for example, banking, insurance, or public utilities
Products
Production
customer
Methods
Regulatory
After an enterprise has identified its operating segments (including those that represent an aggregation of two or more separate segments), it must report separately information about each operating segment that meets any one or more of the following tests. Those segments that meet at least one of the tests represent reportable segments for which specified information must be reported.
a. ___test: If its revenue is 10% or more of the combined revenue of all operating segments (for purposes of this test, revenue includes both sales to external customers and intersegmental sales or transfers)
b. ___test: If the absolute amount of its reported profit or loss is 10% or more of the greater, in absolute amount, of:
(1) the combined reported profit of all operating segments that did not report a loss or
(2) the combined reported loss of all operating segments that did report a loss
c. ___test: If its assets are 10% or more of the combined assets of all operating segments
Revenue
Profitability
Asset
n operating segment must have all of the following characteristics, except:
engages in activities that may earn revenues and incur expenses.
separate legal standing as a sole proprietorship, partnership, corporation, or corporate joint venture.
its operating results are regularly reviewed by the chief operating decision maker.
discrete information about that part of the enterprise is available.
separate legal standing as a sole proprietorship, partnership, corporation, or corporate joint venture.
An important dimension of FASB ASC 280-10-50-1 is the notion of operating segments, which are defined as components of a business enterprise:
- that engage in business activities from which the enterprise may earn revenues and incur expenses (including transactions with other segments),
- whose operating results are regularly reviewed by the enterprise’s chief operating decision maker to make decisions about resource allocation and to assess performance, and
- for which discrete financial information is available.
An important dimension of operating segments, which are defined as components of a business enterprise:
- that engage in ___ activities from which the enterprise may earn revenues and incur expenses (including transactions with other segments),
- whose operating results are regularly ___ by the enterprise’s chief operating decision maker to make decisions about resource allocation and to assess performance, and
- for which discrete ___ information is available.
business
reviewed
financial
Which of the following are required as part of the filing of the Form 10-K?
Neither a comprehensive report of a company’s business and financial condition nor audited financial statements are required.
Both a comprehensive report of a company’s business and financial condition and audited financial statements
A comprehensive report of a company’s business and financial condition
Audited financial statements
Both a comprehensive report of a company’s business and financial condition and audited financial statements
Form 10-K is the required annual report. It provides a comprehensive report of a company’s business and financial condition, including audited financial statements.
Form ___ is the required annual report. It provides a comprehensive report of a company’s business and financial condition, including audited financial statements.
10-k
A company is an accelerated filer that is required to file Form 10-K with the U.S. Securities and Exchange Commission (SEC). What is the maximum number of days after the company’s fiscal year-end that the company has to file Form 10-K with the SEC?
60 days
75 days
120 days
90 days
75 days
Annual 10-K reports are due within 75 days for fiscal years for accelerated filers as defined in 17 CFR 240.12b-2. The requirement is 90 days for other filers. The deadline for filing quarterly reports (10-Q) is 40 days for accelerated filers.
Which of the following factors determines whether an identified segment of an enterprise should be reported in the enterprise’s financial statements under FASB ASC 280-10-50-12 (Quantitative Thresholds)?
- The segment’s assets constitute more than 10% of the combined assets of all operating segments.
- The segment’s liabilities constitute more than 10% of the combined liabilities of all operating segments.
Neither I nor II
I only
Both I and II
II only
I only
FASB ASC 280-10-50-12 establishes three primary criteria for determining reportable segments: “A public entity shall report separately information about an operating segment that meets any of the following quantitative thresholds…:
- “Its reported revenue, including both sales to external customers and intersegment sales or transfers, is 10 percent or more of the combined revenue, internal and external, of all operating segments.
- “The absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount, of either:
- “The combined reported profit of all operating segments that did not report a loss
- “The combined reported loss of all operating segments that did report a loss.
- “Its assets are 10 percent or more of the combined assets of all operating segments.”
Which of the following combinations of capital structure and EPS reporting is correct?
Simple capital structure requires the reporting of basic and diluted EPS.
Complex capital structure requires the reporting of only basic EPS.
Complex capital structure requires the reporting of basic and diluted EPS.
Simple capital structure requires the reporting of only diluted EPS.
Complex capital structure requires the reporting of basic and diluted EPS.
When an entity that is required to report earnings per share (EPS) has a simple capital structure, the entity is required to only report basic EPS on the face of the income statement.
When an entity that is required to report EPS has a complex capital structure, it is required to report both basic EPS and diluted EPS on the face of the income statement.
Timp, Inc., had the following common stock balances and transactions during 20X1:
01/01/X1 Common stock shares outstanding 30,000
02/01/X1 Issued a 10% common stock dividend 3,000
07/01/X1 Issued common stock for cash 8,000
12/31/X1 Common stock outstanding 41,000
======
What was Timp’s 20X1 weighted-average shares outstanding?
37,000
41,000
36,750
41,800
37,000
Stock splits and stock dividends are treated ___ in the computation of EPS, both for the current period and any prior periods presented for comparative purposes.
retroactively (this means that it adjusts all historical information to reflect the split/dividend)
Disclosure is required by publicly held companies if 10% or more of total revenues are derived from:
intersegmental sales or transfers only.
sales to external customers only.
sales to external customers and intersegmental sales or transfers.
sales to external and internal customers only.
sales to external customers and intersegmental sales or transfers.
After an enterprise has identified its operating segments (including those that represent an aggregation of two or more separate segments), it must report separately information about each operating segment that meets any one or more of the following tests:
- Revenue test: If its revenue is 10% or more of the combined revenue of all operating segments (revenue includes both sales to external customers and intersegmental sales or transfers)
-
Profitability test: If the absolute amount of its reported profit or loss is 10% or more of the greater, in absolute amount, of:
- the combined reported profit of all operating segments that did not report a loss or
- the combined reported loss of all operating segments that did report a loss
- Asset test: If its assets are 10% or more of the combined assets of all operating segments
A U.S. public company with a worldwide public float of $800 million at the end of the second quarter of the fiscal year is required to file its annual report with the U.S. SEC on:
Form 10-K within 75 days after the end of the reporting period.
Form 10-Q within 45 days after the end of the reporting period.
Form 10-K within 60 days after the end of the reporting period.
Form 10-Q within 40 days after the end of the reporting period.
Form 10-K within 60 days after the end of the reporting period.
The Form 10-K represents the annual report for public entities and the Form 10-Q represents the quarterly report. Entities classified as large accelerated filers must file their annual Form 10-K within 60 days of the end of the reporting period. The large accelerated filer status applies to entities with a public float of $700 million or more.
The quarterly Form 10-Q must be filed within 40 days for large accelerated filers. However, this problem asks about the annual report only.
10K deadlines
- Large Accelerated Filer (More than $700m in revenue)
- Accelerated Filer (At least $100m in revenue)
- Non-accelerated Filer (Less than $100m in revenue)
10-Q Deadlines
- Large Accelerated Filer (More than $700m in revenue)
- Accelerated Filer (At least $100m in revenue)
- Non-accelerated Filer (Less than $100m in revenue)
10K deadlines
- 60 days
- 75 days
- 90 days
10-Q Deadlines
- 40 days
- 40 days
- 45 days
Which of the following is not an item that is required to be disclosed about reportable segments’ profit or loss (assuming that the item was included in the determination of profit or loss)?
Rent expense
Revenues from transactions with other operating segments of the same enterprise
Interest expense
Depreciation, depletion, and amortization expense
Rent expense
FASB ASC 280-10-50-22 specifically lists the following as requiring disclosure:
- Revenues from external customers
- Revenues from transactions with other operating segments of the same enterprise
- Interest revenue
- Interest expense
- Depreciation, depletion, and amortization expense
- Unusual items as described in FASB ASC 225-20
- Equity in the net income of investees accounted for by the equity method
- Income tax expense or benefit
- Significant noncash items other than depreciation, depletion, and amortization expense
An enterprise must disclose a measure of profit or loss and total assets for each reportable segment. an enterprise must disclose the following about each reportable segment if the specified amounts are included in the segment’s measure of profit or loss:
a. Revenues from ___customers
b. Revenues from transactions with other ___ segments
c. ___revenue
d. ___expense
e. ___, depletion, and amortization expense
External
operating
interest
interest
Depreciation
Unusual
Which of the following reports would a company file to meet the U.S. Securities and Exchange Commission’s requirements for unaudited, interim financial statements reviewed by an independent accountant?
Form 10-K
Form S-1
14A Proxy Statement
Form 10-Q
Form 10-Q
SEC Form 10-Q is the quarterly report and would be used to file interim information.
Form 10-K is the required annual report. SEC Form S-1 is the initial registration form for new securities required by the SEC for public companies. The SEC requires that shareholders of a company whose securities are registered under Section 12 of the Securities Exchange Act of 1934 receive a proxy statement (pursuant to Section 14(a)) prior to an annual or special meeting.
A and B only
Five
To be a reportable segment, the segment must report revenue, profit, or assets of 10% of the total entity. Segment F does not have 10% of any of these attributes, so it is not reported as a segment, leaving five reportable segments (A–E).
Which of the following forms must be filed annually with the SEC?
Form 10-K
Form 10-Q
Form 990
Form 1065
Under federal securities laws, publicly traded companies are required to file forms with the SEC periodically. The forms are available to anyone using the EDGAR database at www.sec.gov. The most common forms are the 10-K and the 10-Q. These forms must be filed electronically on EDGAR unless this filing causes hardship on the filing company.
Form 10-K is the required annual report. It provides a comprehensive report of a company’s business and financial condition, including audited financial statements. Form 10-Q is the quarterly report required to be filed with the SEC by all publicly traded companies. The Form 10-Q contains financial statements, a discussion from the management, and a list of “material events” that have occurred with the company.
Which of the following is the annual report that is filed with the United States Securities and Exchange Commission?
Form 10-K
Form S-1
Form 8-K
Form 10-Q
Form 10-K
SEC Form 10-K is the required annual report; it provides a comprehensive picture of a company’s business and financial condition, including audited financial statements.
SEC Form 10-Q is the quarterly report. SEC Form 8-K reports current events which may have a material or significant impact on a company’s performance; it is filed as needed. Form S-1 is the initial registration form for public companies issuing new securities.
Opto Co. is a publicly traded, consolidated enterprise reporting segment information. Which of the following items is a required enterprise-wide disclosure regarding external customers?
Information on major customers is not required in segment reporting.
The fact that transactions with a particular external customer constitute more than 10% of the total enterprise revenues
The identity of any external customer providing 10% or more of a particular operating segment’s revenue
The identity of any external customer considered to be “major” by management
The fact that transactions with a particular external customer constitute more than 10% of the total enterprise revenues
The FASB requires the following with respect to enterprise-wide disclosures about major customers:
After an enterprise has identified its operating segments (including those that represent an aggregation of two or more separate segments), it must report separately information about each operating segment that meets any one or more of the following tests:
- Revenue test: If its revenue is 10% or more of the combined revenue of all operating segments (revenue includes both sales to external customers and intersegmental sales or transfers)
-
Profitability test: If the absolute amount of its reported profit or loss is 10% or more of the greater, in absolute amount, of:
- the combined reported profit of all operating segments that did not report a loss or
- the combined reported loss of all operating segments that did report a loss
- Asset test: If its assets are 10% or more of the combined assets of all operating segments
Criteria that identify operating segments that may be combined in identifying reportable segments include all of the following, except:
type or class of customer.
nature of products and services.
overlapping personnel.
distribution methods for products or services.
overlapping personnel..
In applying these criteria, operating segments may be combined in order to meet these criteria if they have the following similar characteristics:
- Nature of products and services
- Nature of the production processes
- Type or class of customer
- Distribution methods for products or services
- Nature of regulatory environment (if appropriate)
A U.S. publicly traded company’s second fiscal quarter ends on March 31. If the company is an accelerated filer, what is the latest date that the Form 10-Q should be filed with the U.S. Securities and Exchange Commission (SEC)?
May 30
June 29
May 10
May 15
May 10
SEC Form 10-Q is the quarterly report. Large accelerated filers ($700 million or more) and accelerated filers ($75 million or more and less than $700 million, and at least $100 million in annual revenues) must file their Form 10-Q within 40 days of quarter-end; non-accelerated filers (less than $75 million or less than $100 million in annual revenues) must file within 45 days.
Therefore, an accelerated filer with a second fiscal quarter-end of March 31 must file by May 10.
An entity is required to disclose:
All of the answer choices are correct.
the effect given to preferred dividends in income available to common shareholders.
a reconciliation of the numerators and denominators of the basic and diluted EPS computations.
securities that could be diluted in the future that were excluded from the current period’s diluted EPS because they were not dilutive.
a reconciliation of the numerators and denominators of the basic and diluted EPS computations.
FASB ASC 260-10-50 requires disclosure of a reconciliation, effect of preferred dividends, and antidiluted securities.
Basic earnings per share for income from continuing operations and for net income are reported:
on the face of the income statement.
if diluted earnings per share are presented.
in the notes to the financial statements.
for the current period only.
on the face of the income statement.
Basic EPS is reported on the face of the income statement.
A company reported net income available to common stockholders of $2,000,000 for the year ended December 31, year 2. The company had 1,500,000 shares of common stock outstanding as of January 1, year 2, and issued 500,000 additional shares of common stock on May 1, year 2. What amount is the company’s basic earnings per share for the year ended December 31, year 2?
$1.09
$1.33
$1.00
$1.20
$1.09
A company had the following outstanding shares as of January 1, Year 2:
Preferred stock, $60 par, 4%, cumulative 10,000 shares
Common stock, $3 par 50,000 shares
On April 1, Year 2, the company sold 8,000 shares of previously unissued common stock. No dividends were in arrears on January 1, Year 2, and no dividends were declared or paid during Year 2. Net income for Year 2 totaled $236,000. What amount is basic earnings per share for the year ended December 31, Year 2?
$4.21
$3.79
$3.66
$4.07
$3.79
Basic earnings per share (EPS) is net income divided by weighted-average common stock outstanding (WACSO). Net income must be reduced by preferred cumulative dividends.
- Net income - Preferred cumulative dividend = $236,000 - ($600,000 × 0.04) = $212,000
- WACSO = 50,000 shares + (8,000 shares × 9/12) = 56,000 shares
- Basic EPS = $212,000 ÷ 56,000 shares = $3.79/share