The Accounting Process, Part Three - Module 4 of 6
The Accounting Process, Part Three
Intangible Assets
Intangible assets include patents, copyrights, trademarks, service marks,
trade names, franchising rights and trade secrets.[1] Some intangible assets are recorded as
deferred charges, such as costs of incorporation or software development. Acquisition of intangible assets can, as with
other assets, be recorded as expenses as they are accrued or alternatively,
included as part of the cost of development or acquisition and spread out over
the life of the asset. Recall that an expense is deducted from revenue
on the income statement while acquisition and capitalization of an asset
affects the assets and liabilities on the balance sheet.
The
practice of spreading an intangible asset’s cost over the lifetime of the asset
is called “amortization.” If it is not
possible to discern the value of an asset or its ultimate value when developed,
such as with intellectual property, it’s impossible to amortize its cost and its
costs must be periodically expensed.
For example, Acme Corporation spends $100,000 on
advertising and promotion for a new wearable technology product. Acme cannot immediately determine whether
this innovative product will succeed so it records the $100,000 expenditure as
an immediate expense, not an amortized cost.[2] Acme also acquires a patent for $300,000 from
Labtech Corporation with a life of 15 years.
Here, Acme amortizes the asset at a cost $20,000 a year for fifteen
years.[3]
Research
and development and computer software development costs are specifically cited
by the rules of accounting as expenses rather than asset acquisitions that can
be amortized.[4]
Following
the acquisition of an intangible asset, a firm can amortize its cost only if
its useful life can be determined. Otherwise, it can only be treated as an
expense. However, businesses must
periodically determine if any intangible asset has acquired a useful life due
to change in circumstances, in which case the asset must be amortized over its
remaining life.[5]
Goodwill, a
business’s reputation,[6] is
an intangible asset that is typically relevant when another business is
acquired. Goodwill is part of the acquired company’s value, not a separately
identifiable asset.[7] Goodwill is typically computed as the market
value of the business- as evidenced by its acquisition value- over its intrinsic
value.[8] If, after a periodic assessment, a company
appears to have lost value, its goodwill amount is similarly reduced.[9] Rather than performing periodic assessments,
private companies may simply amortize goodwill over a period not to exceed 10
years when purchasing a company.[10]
For example, Acme Corporation is valued at $10,000,0000 and its non-goodwill assets are valued at $9,000,000. The difference of $1,000,000 is Acme’s intangible goodwill.[11] If Beta Company purchases Acme for $10,000,000, it can amortize the $1,000,000 it paid for Acme’s goodwill over 10 years.
Securities and Debt
Instruments
A
business might purchase corporate or government bonds to earn interest
payments.[12] A bond is simply a loan. The issuer is the
borrower, and it repays the bond's principal amount at its maturity date.
Interest may be periodically recorded as income or, if a payment is pending,
interest may be recorded as accrued. Historically,
investors clipped physical coupons from a bond and mailed them in to get their
periodic payments. Thus, bonds that gave
out periodic payments acquired the name “coupon bonds,” though today they are
normally handled electronically. The
rate of interest is called the coupon rate.
Dividing the annual amount of the coupon payment by the bond's face
value gives the coupon rate.[13]
For example, Acme Corporation buys a ten-year bond for
$1,000,000 and periodic semi-annual interest payments at 7%, which pays $35,000
twice a year. Acme records the payments as
an increase to its interest revenue and an increase to its cash account.
The
amount that a bond pays is called its "yield." The yield can be simply the coupon rate.
However, when interest rates change, the value of the bond can increase or
decrease (when rates rise, the value of current bonds locked in at the previous
interest rates fall, and vice-versa).[14]
For example, Acme Corporation buys a $1,000,000 bond at a
10% annual rate of interest. Assume interest rates rise to 12.5% and
consequently, the bond's price falls to $927,900 to simulate a competitive over-all
12.5% rate of return, commensurate with other investments in the market. If prevailing rates fall to 7.5%, the bond's
price would rise to $1,101,150.
Bonds
that sell at a price under their face value are called “discount bonds” and
bonds that sell over their face value are called “premium bonds.” Dividing the annual coupon payments by the
bond price determines the bond's yield.
If the bond is selling at face value, then its yield is the same as its
coupon rate. Otherwise, the difference between the face value and price must
also be considered.[15]
A
company can also acquire stock in another company. There are three ways
to record acquisitions of another company's stock.[16] If a company owns less than 20% of another
company's stock, it simply records the stock acquisition at cost and this is
called, appropriately enough, "the cost method."[17] The investing company records any dividends
it received as income. The investing company
may adjust the value of the stock account to reflect the market value of the
shares.
For example, Acme buys 150,000 shares of LabCo for $10
per share. Acme records a reduction of
$1,500,000 in its cash account and an increase by the same amount of its
investments account. LabCo issues a quarterly dividend payment of $0.10, which
entitles Acme to a $15,000 dividend payment.
Acme increases its cash and dividend income accounts accordingly.
If
a company acquires 20% or more of the voting stock of another company, but less
than a majority, the acquiring company records the acquisition under "the
equity method."[18] The
investing company is presumed to have some significant influence over the
second company, but not full control. It records its share of the second
company's income or loss on its financial records, in proportion to its
ownership.
For example, Acme Corporation purchases 25% of LabCo.
Labco reports $100,000 in income in its financial statements for a given year. Acme would consequently record a $25,000 gain
in its investment and income accounts because that gain reflects its proportional
ownership of LabCo’s stock.
If
a company forms a new company or acquires a majority of another company's
voting stock, that is a takeover that results in the first company,
called the “parent company,” controlling the second company, called the
“subsidiary company.” The financial
statement columns of the acquiring parent company and the acquired subsidiary
company are combined and the amounts are netted together.[19] While the process is straightforward, a
business will need to eliminate duplicate reporting.
For example, Acme Corporation acquires 70% of LabCo’s
stock. Acme is called the “parent” and
LabCo is called the “subsidiary.” Acme’s
financial statements show $120,000 in revenue and LabCo’s financial statements
show $90,000 in revenue. Acme would combine its financial statements with LabCo’s
financial statements into one statement that shows $210,000 in revenue.
A
business might also issue its own debt instruments to raise capital.
These are usually long-term obligations, meaning that their term for repayment
extends more than a year. Bonds are
types of debt instruments. Bonds may be “unsecured” which means the bondholder
has no recourse to make claims against the assets of the company if the company
becomes insolvent. An unsecured bond is
called a “debenture bond.” Bonds may
alternatively be secured by assets the company owns, such as property, plant or
equipment.
Accounting
for bond issues involves a bond payable account for the amount the
company must repay at maturity and an interest expense account for the
company's periodic interest payments.[20]
A business may issue debt that an investor may, at the investor's option, convert to another form of ownership. This is known as “convertible debt.”[21] The investor could, for example, purchase a bond convertible at the investor’s option to common stock. If the stock price is increasing it might be a profitable transaction for the investor, a perk that can entice investors.
Capital Accounts
Capital accounts indicate the values in the company held by the owners of
a business.[22] As we have observed, the owners of a
corporation are called “shareholders” and they have fractional ownership of a
business denominated in units of ownership called "shares." Share ownership entitles a person to participate
in the management of a business by voting on important matters, such as major
financial changes and for the board of directors. Share ownership additionally entitles shareholders
to a percentage of the company's profits, typically in proportion to the
shareholder's interest and payable in periodic installments called
"dividends."
Stock
may come in different forms. “Common stock” is ordinarily voting stock which
gives the owners of the shares the power to vote for directors, who, in turn,
appoint officers to run the company. “Preferred stock” shareholders ordinarily
do not have voting rights, but they receive their dividends ahead of common
stock shareholders.
In
accounting, the value of stock is bifurcated into the par value and additional
paid-in capital. Stock is typically issued at a nominal value called
"par value," which often bears little relation to the actual value of
the stock. Any excess value is recorded in a separate account called
"contributed capital in excess of par value" or more simply,
"additional paid-in capital."
For example, Acme Corporation issues 1,000 shares of
common stock, par value of $1 and selling for $40 per share. It records common stock at $1,000 and
additional paid-in capital of $39,000.
Aside
from receiving cash from the sale of stock, businesses may also receive noncash
property in exchange for company stock, in which case the transaction is
recorded at the fair market value of the property received.
For example, Acme Corporation buys a manufacturing plant
worth $1,000,000 by transferring to the seller 10,000 shares of its common
stock at $10 per share, for a total of $100,000 in common stock, and excess
paid-in capital of $900,000.
In
addition, businesses must record net income, after deducting distributions and
dividends to shareholders, in an account called "retained
earnings." Negative retained
earnings are recorded as "accumulated deficit."[23]
A
business declares dividends by having the board of directors announce the
dividends as of the "declaration date." Particulars of the payment
are made on the "date of record." The "ex dividend date"
occurs just before the date of record and only those who have stock as of that
date are entitled to dividends. Historically, dividend payments were mailed,
but many firms pay dividends electronically today.[24]
A
business also may distribute property or stock as a dividend payment instead of
cash. It may also distribute the right to purchase additional shares at a price
less than the current market price of the stock. A business may "split” its
stock by doubling the number of outstanding shares, which will accordingly
reduce its par value[25]
or it may enact a "reverse stock split" which will reduce its
outstanding shares and consequently increase its par value.
For example, Acme Corporation has 10,000 shares of
authorized outstanding common stock valued at $30 per share. It splits its
stock by giving its shareholders numbers of shares equivalent to double the amounts
they currently possess and halving its stock value to $15 per share. Alan holds 500 shares worth $1,500 and valued
at $30 per share. After the stock split
Alan owns 1,000 shares, still worth $1,500, now valued at $15 per share. Twice
the shares, half the price, same value.
A business
can also repurchase its outstanding shares, which reduces the number of shares available
on the market. This repurchased stock is called "treasury stock."[26] Employees may share in the stock ownership of
the company by exercising "stock options," which can be classified as
equity or liabilities depending upon how they are structured.[27]
Similar to a corporation, partners in a partnership each have capital accounts in the partnership.[28] The partnership agreement provides for the profit and loss allocations of the partners. Some partners may contribute more than others in terms of work or capital and share differently in the profits and losses.[29] Capital accounts may also be used to indicate that a partner is owed money for any capital contributions she has made to the partnership.
Some Other Types of
Assets
A
business's treatment of leases is another accounting consideration. A
lease may be classified as an “operating lease” or a “capital lease.”[30] An operating lease is recorded as an
expense, which reflects periodic rental payments. A capital lease is
recorded as a cost that is amortized for the term of the lease.
In
a capital lease, the business acquires title and ownership of the asset at the
conclusion of the lease term or has the option to purchase the asset for a
reduced price as a "bargain purchase option." How rental payments are
structured or how the term of the lease is set up can also enable a business to
classify a lease as a capital lease under the rules of accounting.
The
difference between the two is in the balance statement and the calculations of
a business's financial health. An
operating lease is merely the periodic payment of rental expenses but does not
affect the underlying assets of the business. A capital lease changes the
assets and liabilities of a business because it involves the acquisition of an
asset financed by a creditor.
For example, Acme Corporation considers acquiring a
machine under a lease agreement for $1,000 per month on a three-year
lease. The lease payments do not affect
Acme’s balance sheet and are expenses reported only on income statements. But say Acme’s management decides it will
acquire the machine under a capital lease that will enable it to own the
machine after five years. This
acquisition now increases Acme’s assets, because it is acquiring the machine.
It also increases its liabilities, because it is financing the machine with
lease payments.[31]
Tax accounting
is very complex as tax accountants’ key job is typically to minimize taxes. There
is tension between maximizing the value of the shareholders’ investments and
minimizing revenue and its associated tax liability. The tax code allows
businesses to deduct losses. The Code even allows businesses to project losses
against past years’ financial statement amounts to produce a refund. This
aspect of the tax code is called "carryback" and a company may reach
back up to two years to project its current losses to past years to reduce its
tax liability, and up to three years in some cases.
A
company may also use present losses as “carryforward” to reduce tax liability in
future years. This option is available for up to twenty years. Businesses may elect to combine carrybacks
and carryforwards as would work best in the circumstances.
Assets
held by the company in employees’ retirement or pension accounts must also be
considered in a company’s accounting. There are two essential types of
retirement plans.[32] In a “defined benefit plan,” the beneficiary
receives a fixed amount upon retirement according to the employee's salary,
years of service and age.[33] An employer must set aside the amount its
retirees will expect to collect and, depending on retirements and fund
performance, the company may need to make periodic adjustments, which may
involve contributions to shore up the funds or address excess contributions.
In
a “defined contribution plan,” the employer makes contributions to the
employees’ retirement funds.[34] The employees can typically choose the
composition of their investment portfolios. The employer guarantees no
particular level of income upon retirement. The assets of the retirement plan
are held in a trust and not reflected on the balance sheet of the
employer.
In our next module, we’ll turn to
preparation of financial statements and documents.
[1] See Charles H. Meyer. Accounting and Finance for Lawyers in a Nutshell. 16. (6th ed.) 189-196. 2017.
[2] For a similar example, Meyer, 192.
[3] Amortization is usually for the full amount. See Meyer, 194-195.
[4] Meyer, 192-193.
[5] Meyer, 194-195.
[6] Lawrence A. Cunningham. Introductory Accounting, Finance and Auditing for Lawyers. (6th ed.) 133-137. 2006.
[7] Meyer, 196.
[8] Meyer, 198.
[9] Meyer, 199.
[10] Meyer, 200.
[11] For a similar example, see Meyer, 200.
[12] Meyer, 201-205; Cunningham, 262-264.
[13] Meyer, 202.
[14] Cunningham, 263.
[15] Cunningham, 263-264.
[16] See generally, Cunningham, 124-127.
[17] Meyer, 215.
[18] Meyer, 219.
[19] Meyer, 223-224; Cunningham, 128-129.
[20] Meyer, 253-256; Cunningham, 263.
[21] See generally, Meyer, 264-269.
[22] See generally, Cunningham, 153-158.
[23] Meyer, 339-340.
[24] Meyer, 340-341.
[25] Cunningham, 166.
[26] Meyer, 347.
[27] Meyer, 353.
[28] Meyer, 372.
[29] Meyer, 374-375.
[30] Mayer, 273-275; Cunningham, 138-141. Several recent changes have occurred affecting how leases are treated which are beyond the scope of this discussion.
[31] Meyer, 273-275.
[32] Meyer, 316-321; Cunningham, 142-143.
[33] Meyer, 320.
[34] Meyer, 317.