305 - FINAL Flashcards
Shareholders’ equity (slides)
Think of it as “leftovers” after debts have been paid
1. includes amt. “earned” by comp. for shareholders (RE, reinvested earnings, accum. earnings)
- includes amt. invested by shareholders - contributed capital
- includes adjustment for transactions not included in NI or unrelated to shareholders (Accum. other comp. income AOCI)
- –gain/loss from available for sale sec., postretirement benefits, derivatives, foreign currency translation
primary equity transactions
—issue stock, repurchase stock, issue div., close out NI
CS vs. PS
Common
- -all comps. have - voting rights
- -occasional div. - low div. preference
- -right to aintain ownership
- -residual claim
PS
- -only some comp. - no voting rigts
- -freq. fixed div.
- -high div. preference and higher claim in liquidation
- -hybrid btwn D and E
more expensive for CS with voting rights!!! - diff. classes of common stock and changes price
Par value
- -value stated in corp. charter below which shares of that class cannot be issued
- -no relationship to mkt. value
- -called “stated value” or “nominal value”
- -par value on PS is used to determine the DIV
meaningless today – costco’s par value is .0001
in Noodles IPO ex. – showed comparative BS where common stock inc. by $63K and APIC inc. by 109.1M
- –so estimated total IPO proceeds = 63K + 109.1M = 109.2M
- -then looked at BS to see that IPO proceeds were used to inc. current assets by 2.2M and PPE inc. by 31.3M and debt dec. by 87.4M and stock repurchases!!
GAAP allows 2 diff. acct. methods for share repurchases
- RETIREMENT (cost) method
- -fully retire the shares
- -reduce CS and PIC-CS accounts
- -reduce cash
- -diff. in prices flows through PIC-SR acct. and potentially RE - treasury stock
- -considered temp. reduction
- -reduce shareholders equity and indirectly by putting into temporary contra-equity TS account
- -reduce cash
- –stock is repurchased byt he comp. but not retired - TS is like a holding account that they will use again
- –comp. acquires treasury stock to use in compensation (options, bonuses) or to use in stock div. issuance
dividends and the dates
Not REQ. to pay but becomes a LIABILITY once it is DECLARED
- Date of declaration
–date the board declares div. and comp. RECORDS liab. associated with div.
RE XXX
DIV. Payable. XXX - Date of record
- -stockholders as of this date are recorded and entitled to rec. div. pmt.
- –ex.div. date – to be an owner at date of record, investor must purchase shares before this date (2 days before date of record)
- -NO JOURNAL for either date - date of pmt.
–cash is paid out and recorded
DIV payable XXX
cash XXX
stock splits
ex. corp. has 20,000 shares, $5 par stock with mkt. price of $200 – announce a 2 for 1 stock split
Goal: to reduce the share price to inc. marketability and affordability of the stock
ex. corp. has 20,000 shares, $5 par stock with mkt. price of $200 – announce a 2 for 1 stock split
- –now each has 2 shares of $2.50 par stock for every one prev. owned
- -market price of $100 each
THERE IS NO JOURNAL ENTRY FOR SPLITS
- To dec. mkt. price of stock to attract more investors
- to inc. # shares outsanding
- dec. (split) the par value
effect:
—NO CHANGE in value of corp., va. of total equity or RE
net assets =
“common stock” acct. on BS always held at
shareholders equity (A - L)
par value
characteristics of sole proprietorship and partnership
- ease of formation – few legal formalities
- limited life – esasily terminated – decide by owners to just stop
- unlimited liability
- -proprietor and partnership are personally responsible for all debt – can go after personal assets – no legal separation btwn personal and bus. accounts
Corp. characteristics
- -chartered by the state – ownership by shares of stock
- -separate legal entities - legally distinct from person’s responsible for creation
- -incorporated by state in which they are organizedand subject to that state’s tax laws
- Limited liability (MAJOR BENEFIT)
- -in bankruptcy max loss any stockholder has is thier investment in the comp.
- -protects investors from losses beyond inv. – barrier btwn personal assets
- -under law a corp. is a “person” - easy to transfer ownership – buy/sell shares
- ability to raise large amts. of capital
- doublt taxation (worst downside)
- -corps. are separate legal entities –so taxed independent of owners – so profits paid out in div. are taxed twice
ex. taxable income - 10M and t = 40%
1. corp. income tax = 10M - 4M = 6M
2. income tax on div. = 6M * .4 = 2.4M
- -total income tax = 4M + 2.4M = 6.4M = 64% taxed
- close gov. regulation
- -req. audit and periodic fin. stmts. - less freedom
- -chartered by states so watched by state gov. and fed (SEC) watches
starting corp. and corp. governance
- study state corp. laws
- apply to state official for a charter
- if approved state issues articles of incorporation and gives legal status
corp. governance is through the BOARD OF DIRECTORS
- -elected by shareholders - one is chariman of the board
common stock
–right to vote (elect board) - right to buy shares, right to rec. cash div., right to ownership (residual income) and they are the real owners of the comp.
pref. stock
- -give up some ownership rights for more protection (no vote)
- -fixed cash div. and priority in bankruptcy
- -can be convertible
issuing stock
–par value
Par value - a nominal value assigned to and printed on the face of each share of corp. stock
- -value has nothing to do withmkt. value
- -illegal to issue stock below par value
par value * # shares = company’s “legal capital”
—debit cash and credit equity accts. (CS, APIC, PS)
par value + paid in capital in excess of par = contributed capital
par = min. contributed in bankruptcy shareholders were req. to contribute up to par value – so now make really small
ex. issue 1000 shares with $1 par for va CS $50/share
cash 50,000
CS 10000
paid in capital excess of par, CS. 49,000
if no par value then just do cash and credit common stock
also works for non-cash considerations
ex. issued 5000 shares of $1 par value CS valued at $40 per share for land — reported at FAIR value on dat acquired
Land (5000 * 40). 200,000
CS 5000
APIC, common 195000
accounting for stock repurchases
treasury stock - repurchased shares
- bc mgmt. wants stock for options/bonuses
- thinks stock is undervalued
- wants to stimiluate trading of comp. stock
- remove shares from mkt. to avoid takeover
- wants to inc. EPS reported by dec. # shares
- good use of comp. CF - excess cash
acct. for on COST BASIS = called COST METHOD
- –stock debit at mkt. value on date of repurchase
ex. 100 shares of $1 par value CS reqacuired for $60per share
treasury stock, CS. 6000
cash 6000
if reissue 40 of the 100 rebought shares that were orig. bought for $60 per share reissued at 80 per share
cash (40 * 80) 3200
TS, common (60 * 40) 2400
Paid in capital, TS 800
PAID IN CAPITAL, TS — where report “gains” “losses”
now has balance of 3600 (60 * 60 shares left) in TS ACCOUNT
another equity example
- $40 par PS issued 1000 shares at $45 per share
- $1 par CS issued 1000 shares at $50 per share
- $1 par CS, issued 5000 shares for land with fair mkt. value of $200K
- TS common purchased 100 shares at $60, reissued 40 at 80 and reissed 30 at 40 and reissued 20 at 45
BS equity balance?
- so Pref. stock 40,000
paid in capital in excess of par 5000
—total contributed capital = 45000 - CS 6000 (bc $1 par on 6000 shares)
paid in capital in excess of par = 244,000
—total contributed capital = 250,000 - TS 6000
cash 6000
100 shares - 40 - 30 - 20 = 10 left at 60 = 600 TS balance
so equity on BS = 250,000 - 600 + 100,000 RE = 394,400 BS equity balance
Retained earnings
portion of corp. owner’s equity that have been EARED from PROFITABLE OPERATIONS and NOT distribued to stockholders
RE DOES NOT = CASH!!!!!!!!
- –RE can be really big if sum. amt. of NI they have made that has not been paid out as div.
- -cash = an asset - cash balance on a certain date
- -RE = cumulative earnings that have been retained since start of business - one source of cash
- -comp. can have large RE and have NO cash
RE T acount ----Credit Beg. balance --less div. for year --less net LOSS for year \+ NI for year = end credit balance
if has a debit balance – then have a cumulative loss for several years (-NI)
although both cash and RE can move in same direction
- NI —> inc. RE –> and NI is accrual based, not cash based
- cash from earnings –> invested in productive assets (PP&E, Inventory) or used to pay off loans – not put in as cash
cash dividends
why do comps. pay them? – reg. CFs to investors? signal of fin. strength?
- stable comps pay large portion of income as div. – growing comps. pay small portion
- comps. are cautious about amt. bc large div. sets expectations for future div. amts. – but also interpret is as bad news if div. amt. dec. for duture div. pmts.
pmts. made on a PRO RATA BASIS – each owner rec. proportion based on ownership %
should comp. pay dividends??
- -could reinvest isntead
- -if they don’t they inc. RE – inc. future profits, growth and inc. price per share
accounting for cash dividends
three imp. dates
1. declaration date - when board of directors formally declares intent to pay div. and becomes LEGALLY OBLIGATED
dividends 8000
div. payable 8000
at yr. end when close out div. acct.
RE 8000
div. 8000
date of record 1/5 and paid 1/20 — btwn 1/5 and 1/20 if stocks trade, anyone who buys within 15 day period will not rec. dividend
another method is to debit straight to RE but better to put in temp. div. acct. bc can keep track of CS/PS div.
- date of record – btwn. declaration and pmt. date - name list – date set by board on which stockholders record are identified as those who will rec. div.
- -no journal entry - pmt. date – sending the cash
div. payable. 8000
cash 8000
dec. div. amt. = dec. share price
- -announcing large div. = inc. share price bc indiccates growth and future high pmts. - high expectations
div. preferences
when cash div. are declared by comp. with both PS and CS — Now allocated to 2 inv. classes and determined by rights of PS holders
2 diff. preferences in PS
- current div. preference
- -right to rec. current div. before CS holders – rec. div. as 5% of par ($2 in ex.)
- -PS has div. % with it —> (“5% preferred, $40 par value stock, 1000 shares outstanding)
- –the % is fixed – so behaves like int. pmts.
- -CURRENT DIV. PREF. = they rec. their % of par value before CS holders rec. any div. - cumulative div pref. –means if a certain year a comp. didn’t have any cash to pay div. — then next year (or next 5 years) later they have to pay prev. PS shares + current year before CS gets any of it
- –right to rec. current div. + DIV IN ARREARS before CS rec. any
- -but COMPS. are not req. to pay div. – amt. past unaid div. = div. in arrears
- -div. in arrears are not a liab. — only become an obligation if comp. reports/declares div. for following year —< instead reported in fin. stmt. notes
ex. with PS div.
PS: 5% $40 par value —> 1000 shares issued and oustanding
CS: $1 par value, 6000 shares issued, 5,990 oustanding
$40 * .05 = $2 per share PS * 1000 shares = 2000 pref. div.
- non-cum. no arrear div. = 1500 —> means PS gets 1500. and CS gets 0
- non-cum. and no arrear – div. = 3000 –> means PS gets 2000 and CS gets 1000
- cum and 2 years arrear – div. = 5000 —> means PS gets 5000 (bc owed 6000) and CS gets 0
- cum. and 2 year arrear – div. = 11,000 —> so PS gets 6000 and CS gets 5000
in last ex. (4) --- journal entries date of declaration div., PS 6000 div., CS 5000 div. payable 11,000
date of pmt.
div. payable. 11000
cash 11000
other items on IS
- other rev. and exp.
- extraordinary items
- discontinued operations
- other rev. and exp.
- –items incurred or earned from activities outside of normal operations of comp.
- –ex. manufacturing comp. rec. div. from inv. in stock of another firm
- -distinguish btwn operating rev. and other
- -or gains/losses from sale of assets - extraordinary items
- -used to report special non-operating gains/losses that are unusual infrequent, material in amt.
- -rare gains/losses from floods/fires
- -most COMMON is extraordinar gain –buying comp. for LESS than va of its identifiable assets - discontinued operations
- -in ex.yr. 2010 orig. sales nad costs reported – then 2011 cumulative stmts. showed diff. amts. for 2010 – bc if decide to discont. any form of operations – we remove impact from books – so fwd. looking
EPS
reported as EPS = earnings / # shares outstanding
BASIC EPS – based on historical info. – straight fwd. calc. of rpeorted NI and # shares outstanding during year
diluted EPS – considers stock stransactions that might happen in future
simple ex. basic EPS = 300,000 / 100,000 oustanding = $3 per share
diluted - have 50,000 stock options that could be exercised
= 300,000 / (100,000 + 50,000) = $2 per share