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FinQuiz Notes 2 0 1 9
1. INTRODUCTION
Companies invest in the debt and equity securities of Example of Equity Securities:
other companies for various reasons, for example, to: • Common stock
• Diversify their asset base. • Non-redeemable preferred stock
• Enter new markets.
• Obtain competitive advantages. Factors that determine the percentage of equity
• Achieve additional profitability.
ownership a company acquires in an investee include:
• Resources available
Example of Debt Securities: • Ability to acquire the shares
• Commercial paper • Desired level of influence or control
• Corporate and government bonds and notes
• Redeemable preferred stock
• Asset-backed securities
3.2.1) Held-for-Trading
NOTE:
Held-for-trading investments are debt or equity securities
that are acquired with the intent to sell them in the near
§ Under U.S.GAAP, contractual cash flows over the term.
asset’s contractual life are used to calculate
effective interest rate. Contractual cash flows are
only used if it is difficult to reliably estimate the Accounting Treatment:
expected cash flows over the expected life of the
security. • Initially, held-for-Trading securities are reported at Fair
§ Under IFRS, estimated cash flows over the expected value on the balance sheet.
life of the asset are used to calculate effective • No transaction costs are included in fair value;
interest rate. neither initially nor subsequently.
• At each reporting date, these investments are re-
Accounting Treatment under U.S.GAAP: measured and reported at fair value.
• Any unrealized gains or losses associated with
changes in fair value are reported in income
• Initially, held-to-maturity securities are recognized at statement.
initial price paid on the balance sheet. Typically, • Interest received on debt securities and dividends
initial fair value is the same as the initial price paid. received on equity securities are reported in income
• Subsequent to initial recognition, held-to-maturity statement.
securities are reported at amortized cost using
effective interest rate method at each reporting
date. 3.2.2) Designated at Fair Value
• Any discount (par value> fair value) or premium (par Under both IFRS and U.S.GAAP, companies are allowed
value < fair value) that exists at the time of purchase to initially designate investments at fair value that might
is amortized over the life of the security. otherwise be classified as available-for-sale or held-to-
• Any interest payments received are adjusted for maturity.
amortization and are reported as interest income in
income statement.
Accounting Treatment:
• Any realized gains or losses arising from the sale of
security before maturity are recognized in income
statement of the period. • Initially, designated at fair value securities are
reported at Fair value on the balance sheet.
Summary of Accounting Treatment of Held-to-Maturity: • No transaction costs are included in fair value;
neither initially nor subsequently.
• At each reporting date, these investments are re-
1. Balance sheet value = Amortized cost of Bond measured and reported at fair value.
2. Interest Revenue = Beginning value of Bond • Any unrealized gains or losses arising from changes in
(Issuance Price) × Market interest rate at issuance. fair value are reported in income statement.
Ø Interest Revenue is recognized in the Income • Interest received on debt securities and dividends
Statement. received on equity securities are reported in income
3. Amortized Discount = Interest Revenue – Coupon statement.
Payment
4. Amortized Premium = Coupon Payment - Interest
Summary of Accounting Treatment
Revenue
5. Year End carrying value of Bond = Beginning value of
Bond (Issuance Price) + Amortized Discount - Income Balance Statement
Amortized Premium Statement Sheet of
Note: Year End carrying value of Bond is Shareholder
recognized on the Balance Sheet. s’ Equity
6. Realized Gain or loss = Sale price of Bond – Carrying Held-to- § Interest § Initially, N/A
value of bond at year end maturity income reported
Note: Realized Gain or loss is recognized in the = Market at
Income Statement. rate × amortized
Initial fair cost
value of which is
a debt equal to
security Fair value
Or –
Reading 14 Intercorporate Investments FinQuiz.com
i. When a security initially recognized as Available-for- Impairment loss = Security’s carrying value – PV of
Sale, is reclassified to other category, the cumulative security’s estimated future cash flows discounted at the
amount of gains/losses previously recognized in Other security’s original (initial) effective interest rate
Comprehensive Income is recognized in the income
statement on the date of reclassification.
Accounting Treatment of Impairment loss under IFRS:
ii. When a debt security is reclassified from available-
for-sale to Held-to-maturity category, the cumulative
amount of gains/losses previously recognized in Other 1) The carrying amount of the security is reduced either
Comprehensive Income is amortized over the directly or by increasing the allowance account.
remaining life of the security as an adjustment of yield 2) The loss is recognized in income statement.
(interest income). 3) If in subsequent periods the impairment loss
decreases, previously recognized loss can either be
decreased directly by increasing the carrying
amount of security or by reducing the allowance
3.6 Impairments account.
4) The amount of reversal of loss is recognized in
A financial asset (debt or equity) is impaired when the income statement.
carrying Amount of an asset is permanently >
Recoverable Amount of an asset. Available for sale (both debt & equity Securities) under
IFRS:
Under IFRS: For equity securities examples of loss events may impair
the security include:
• At each reporting period, Held-to-maturity and
Available-for-Sale financial assets are assessed for • Significant changes in the technological, market,
impairment. Held-for-Trading securities and economic and/or legal environments that have an
investments designated are NOT assessed for adverse impact on the investee, which indicate that
impairment because they are reported at fair value the initial cost of the equity investment may not be
and any impairment loss is already recognized in recovered.
income statement immediately. • A significant or prolonged decline in the fair value of
• Any current impairment is recognized in profit or loss an equity investment below its cost.
immediately.
Accounting Treatment of Impairment loss under IFRS:
Held-to-Maturity (under IFRS):
A debt security is considered impaired if one or more loss
1) The cumulative loss that had been recognized in
events occur after its initial recognition. Such loss events
Other Comprehensive Income is reclassified from
include: equity to income statement as a reclassification
adjustment.
o Significant financial difficulty of the issuer. Where,
o Default or delinquency in interest or principal Cumulative loss = Acquisition cost (net of any
payments. principal repayment & amortization) – current fair
o Restructuring of debt due to financial difficulty faced value – Impairment loss previously recognized in
by the issuer. income statement (if any)
o Bankruptcy or other financial reorganization of the 2) Impairment losses on Available for Sale Equity
borrower. Securities cannot be reversed.
3) Impairment losses on Available for Sale Debt
Securities can be reversed and the amount of
Following events are not considered loss events: reversal is recognized in income statement.
o The disappearance of active market for the entity’s Under U.S.GAAP: Available for sale and held-to-maturity
securities. securities are considered impaired only when the
o A downgrade of an entity’s credit rating or a decline
decline in their value is other than temporary.
in fair value of a security below its cost or amortized
cost.
Reading 14 Intercorporate Investments FinQuiz.com
The new standard i.e. IFRS 9 is not based on portfolio • Debt instruments are measured either at amortized
approach of the current standard and it does not use cost or at fair value through profit or loss.
terms available-for-sale and held-to-maturity. Under the • Equity instruments are measured at fair value through
new standard, there are three classifications for financial profit or loss (FVPL) or at fair value through other
assets: comprehensive income (FVOCI).
Ø Equity investments held-for-trading must be
measured at fair value through profit or loss
1) Fair value through profit or loss (FVPL) (FVPL).
2) Fair value through other comprehensive income Ø Other equity investments can be measured at
(FVOCI) FVPL or FVOCI; however, once measured at
3) Amortized cost FVPL or FVOCI, the company cannot reverse the
choice.
• Financial assets that are derivatives are measured at
4.1 Classification and Measurement fair value through profit or loss (except for hedging
instruments).
• When initially acquired, all financial assets are • If the asset falls within the scope of this standard,
then embedded derivatives are treated as the
measured at fair value.
hybrid contract.
• Subsequently, financial assets are measured at • Financial liabilities other than derivatives are initially
either fair value or amortized cost. recognized at fair value and subsequently measured
at amortized cost (i.e. initial amount net of principal
Under the new standard, financial assets can be repayments adjusted by the amortization of any
measured at amortized cost only if they meet the difference between the initial amount and the
following two criteria: maturing amount using the effective interest
method).
Joint ventures are arrangements in which the parties with Under IFRS, common characteristics of joint ventures are
joint control have rights to the net assets of the as follows:
arrangement. Joint ventures are required to use equity
method under IAS 28. They can use proportionate 1) A contractual arrangement exists between two or
consolidation in rare cases under IFRS and U.S. GAAP. more ventures.
2) A contractual arrangement establishes joint control.
Under both IFRS and U.S.GAAP:
Under both IFRS and U.S.GAAP, companies are required
§ The investor is presumed to have significant to use the equity method of accounting for joint
influence, but no control, over the investee’s business ventures.
activities when an investor holds 20 to 50% of the
voting rights of an associate (investee), either directly
or indirectly (i.e. through subsidiaries). In this case, it is 5.1 Equity Method of Accounting: Basic Principles
preferred to use equity method of accounting
because it reflects the economic reality of this Equity Method of Accounting is used for investments in
relationship and provides a more objective basis for associates. Equity method is also known as “One-line
reporting investment income. Consolidation”. The equity method provides a more
§ The investor is presumed to have neither influence objective basis for reporting investment income because
nor control over the investee’s business activities the investor can potentially influence the timing of
when an investor holds less than 20% of the voting dividend distributions.
rights of an associate (investee), either directly or
indirectly (i.e. through subsidiaries). Under equity method of accounting:
Total value of the investment = Original investment + Note: After initial recognition, a company can choose to
(Earnings − Dividends) use either a cost model or a revaluation model to
measure its PP&E. Under the revaluation model, PP&E
• If the investment value reduces to zero, the investor whose fair value can be measured reliably can be
discontinues using equity method and no further carried at a revalued amount i.e. fair value at the date
losses are recorded. If in subsequent period investee of the revaluation less any subsequent accumulated
reports profits then investor can resume using the depreciation.
equity method provided that the investor’s share of
the profits equals the share of losses not recognized Purchase price xxx
during the suspension of the equity method. Less: (% of Ownership Interest × Book Value of (xxx)
Investee’s Net Assets)
= Excess Purchase Price xxx
Less: Attributable to Net Assets:
Practice: Example 2, -Plant & Equipment (% of Ownership Interest × (xxx)
Volume 2, Reading 14. difference between book value & fair value)
-Land (% of Ownership Interest × difference (xxx)
Investment Costs that Exceed the Book Value of between book value & fair value)
5.2 = Residual Amount (Treated as Goodwill) xxx
the Investee
There are two types of cost models used to report When the investor’s share of the fair value of the
property, plant and equipment (PPE): associate’s net assets > cost of investment:
1) Historical cost model: In this method, long-lived • Carrying amount of the investment is reduced by the
assets are reported at historical cost as follows: difference between investor’s share of the fair value
Historical cost – Accumulated Depreciation or of the associate’s net assets and cost of investment.
Amortization – Impairment loss • Difference between investor’s share of the fair value
2) Revaluation cost model: In this method, long-lived of the associate’s net assets and cost of investment is
assets are reported at Fair value as follows: included as income in the determination of the
Fair value – Accumulated depreciation or amortization – investor’s share of the associate’s profit or loss in the
Impairment losses period in which the investment is acquired.
§ Under U.S GAAP, companies are allowed to use
only historical cost model.
§ Under IFRS, companies can use both models. Practice: Example 3,
Volume 2, Reading 14.
When the cost of the Investment > investor’s
proportionate share of the investee’s (associate’s) Net 5.3 Amortization of Excess Purchase Price
Identifiable tangible and intangible assets.
Investment in associate:
Ø The difference is first allocated to specific assets Purchase price xxx
using fair values. Add: Investor’s share of Investee’s Net Income xxx
Ø These differences are then amortized to the investor’s (% of Ownership Interest × Investee’s net
proportionate share of the investee’s profit or loss income)
over the economic lives of the assets whose fair Less: Dividends received (% of Ownership (xxx)
values exceed book values. Interest × Dividends paid)
Less: Amortization of excess purchase price (xxx)
Under both IFRS and U.S.GAAP, attributable to plant & equipment (Amount
Goodwill = Cost of acquisition – Investor’s share of the attributable to PP&E* ÷ Remaining life of PP&E)
fair value of the Net Identifiable assets = Balance in investment in Investee xxx
Where,
Ø Goodwill is included in the carrying amount of the *Amount attributable to Plant & Equipment = % of
investment and is not reported separately.
Ownership Interest of investor × (Fair value of P&E – Book
Ø Goodwill is not amortized; rather, it is assessed for
impairment on a regular basis, and written down for value of P&E)
any identified impairment.
Less: Dividends paid (xxx) Under IFRS, an investment is considered impaired when:
= Ending net assets xxx
Add: Investor’s proportionate share of Investee’s xxx
Ø There is an objective evidence of impairment as a
recorded net assets (% of Ownership Interest ×
result of one or more loss events.
Ending net assets)
Ø Loss event has an impact on the investment’s future
Add: Unamortized excess purchase price (Excess xxx cash flows, which can be reliably estimated.
purchase price – Amount attributable to PP&E)
= Investment in Investee xxx
Accounting Treatment of Impairment loss:
In the subsequent periods, the investment is reported at Reversal of Impairment Loss: Under both IFRS and U.S
fair value and unrealized gains and losses arising from GAAP, reversal of impairment losses is NOT allowed.
changes in fair value as well as any interest and
dividends received are included in the investor’s profit or 5.6 Transactions with Associates
loss (income).
There are two types of transactions with associates:
Under the Fair value method: 1) Upstream Transactions: Transactions from associate
to investor are called upstream transactions. In case
• The investor’s proportionate share of the investee’s of upstream transactions,
profit or loss, dividends or other distributions, is not
reported on the investor’s balance sheet.
• Excess of cost over the fair value of the investee’s • Profit on the inter-company transaction is recorded
identifiable net assets is not amortized and no on the associate’s income statement.
goodwill is created. • The investor’s share of the unrealized profit is
included in the Equity income of the investor’s
income statement.
Add: Equity income (as calculated above)* xxx Add: Realized profit (% of goods unsold × xxx
Less: Dividends received (% of Ownership (xxx) Unrealized profit)
Interest × Dividends paid) = Equity Income to be reported as a line item on xxx
= Value of Investment in Associate’s company at xxx Investor’s Income statement
the end of year
6. BUSINESS COMBINATIONS
Business combinations involve the combination of two or Motivations behind Business Combinations:
more entities into a larger economic entity. In business
combinations, investor usually has greater than 50% • Synergies
ownership interest in the investee. • Cost savings
• Tax advantages
• Coordination of production process
• Efficiency gains in the management of assets
Reading 14 Intercorporate Investments FinQuiz.com
these costs are recognized by the acquirer in future 6.2.6) Recognition and Measurement when Acquisition
periods as they are incurred. Price is less than Fair value
In an acquisition method when purchase price is less
Difference between IFRS & U.S.GAAP: than fair value of the target’s net assets, the acquisition
is referred to as Bargain Acquisition.
• IFRS include contingent liabilities if their fair values
Currently, under both IFRS and U.S.GAAP, companies are
can be reliably measured.
required to recognize the difference between the fair
• U.S.GAAP includes only those contingent liabilities
that are probable and can be reasonably value of the acquired net assets and the purchase price
estimated. immediately as a gain or loss.
6.2.4) Recognition and Measurement of Financial Under the acquisition method, the allocation of
Assets and Liabilities purchase price would be as follows:
The acquirer is allowed to reclassify the financial assets
and liabilities of the acquiree depending on the Fair value of the stock issued xxx
contractual terms, economic conditions, and the Less: Book value of Investee’s net assets xxx
acquirer’s operating or accounting policies, existing at = Excess purchase price xxx
the acquisition date.
Fair value of the stock issued xxx
6.2.5) Recognition and Measurement of Goodwill Less: Fair value allocated to identifiable net (xxx)
Under IFRS, goodwill can be measured using two assets
methods: = Goodwill xxx
Accounting Treatment of Impairment Loss under IFRS: Special purpose entities (SPEs) (under IFRS whereas,
variable interest entity or special purpose entity under
U.S.GAAP) are non-operating entities, which are created
i. First of all, the goodwill that has been allocated to
the cash-generating unit is reduced by the amount to meet specific needs of the sponsoring entity.
of impairment loss. Forms of SPEs:
ii. Once the goodwill of the cash-generating unit has a) Corporation
been reduced to zero, the remaining amount of loss b) Trust
is then allocated to all of the other assets in the c) Partnership
cash-generating unit on a pro rata basis.
d) Unincorporated Entity
iii. Impairment loss is recorded as a separate line item
in the consolidated income statement.
Benefits of Non-consolidated SPEs to the Sponsoring
Company:
Goodwill Impairment Test under U.S.GAAP: Under
U.S.GAAP, goodwill impairment is tested using the
i. It helps the sponsoring company to avoid reporting
following two-steps approach.
assets and liabilities of the SPE.
a) Goodwill Impairment Test: Goodwill is impaired when ii. It helps the sponsoring company to reduce risk.
the carrying value of the Reporting Unit (including iii. It facilitates the sponsoring company to report large
Goodwill) > Fair value of the Reporting Unit amounts of revenues and gains because these
(including Goodwill). transactions are treated as sales.
b) Measurement of Impairment loss: iv. Non-consolidation of SPEs helps to improve
Impairment loss = Carrying value of Reporting unit’s sponsoring company’s asset turnover.
v. Non-consolidation of SPEs helps to reduce sponsoring
Goodwill - Implied Fair value of the Reporting unit’s
company’s operating and financial leverage.
Goodwill vi. Non-consolidation of SPEs facilitates to improve
Where, sponsoring company’s profitability.
Implied Fair value of the Reporting unit’s Goodwill = Fair vii. Non-consolidation of SPEs facilitates the SPE to obtain
value of the Reporting Unit – Fair value of the Reporting lower cost financing.
unit’s asset and liabilities.
It must be stressed that the financial performance
Accounting Treatment of Impairment Loss under measured by unconsolidated financial statements does
U.S.GAAP: not represent true performance. Therefore analyst should
always consolidate SPEs when analyzing financial
i. First of all, the goodwill that has been allocated to performance.
the reporting unit is reduced by the amount of
impairment loss. Forms of Beneficial Interest in SPE:
ii. Once the goodwill of the reporting unit has been
decreased to zero, no other adjustments are made • Debt instrument
to the carrying values of any of the reporting unit’s • Equity instrument
other assets or liabilities. • Participation right
iii. Impairment loss is recorded as a separate line item in • Residual interest in a lease
the consolidated Income Statement.
1) Total equity at risk is not sufficient to finance activities variable interest component, the primary beneficiary of
without financial support from other parties, or a variable interest entity (VIE) is required to consolidate
2) Equity investors lack any one of the following: the VIE irrespective of its voting interests (if any) in the VIE
a) The ability to make decisions; or its decision making authority. The primary beneficiary
b) The obligation to absorb losses; or is the party that will absorb the majority of the VIE’s
c) The right to receive returns;
expected losses, receive the majority of the VIE’s
expected residual returns, or both. The primary
Under U.S.GAAP, two-component consolidation model is beneficiary is also required to report the minority interest
used that includes both a variable interest component (if any) in its consolidated balance sheet and income
and a voting interest (control) component. Under the statement.
6.6.1) Illustration of an SPE for a Leased Asset
Risk of default
SPE borrows Sponsoring is assumed by
from debt company leases the sponsor and
market to the asset & uses it receives the
acquire an asset lease payments benefits of
from sponsoring to repay debt ownership of the
company or and provide leased asset in
from an outside return to equity the form of
source. holders. residual value
guarantee.
Advantages:
• Risk reduces because the asset is pledged as When SPE is consolidated by a sponsoring company,
collateral. Due to lower risk, the SPE is able to obtain then its financial impact on the sponsoring entity’s
low cost financing. consolidated balance sheet will be the same as the
• Equity investors are not exposed to all the business impact of borrowing directly against the receivables i.e.
risks of the sponsoring company; rather, they are only
• Equity/Total Assets ratio will be lower.
exposed to the business risks of restricted SPE.
• Debt/Equity ratio will be higher.
• Current ratios will be higher.
6.6.2) Securitization of Assets • Profitability ratios i.e. net profit margin, ROA, ROE and
return on total capital will be lower.
When receivables are securitized: