•1 FASB Update MTSU Accounting Alumni Appreciation Day April 28, 2016 Paula B. Thomas, CPA, DBA Deloitte Foundation Professor of Accounting Middle Tennessee State University Topics Extraordinary Debt •2 Items Issuance Costs Inventory – Subsequent Measurement Classification of Deferred Tax Items Classification and Measurement of Equity Investments Revenue Leases Recognition •3 Extraordinary Items Extraordinary Items •4 ASU 2015-01 issued as part of FASB’s simplification initiative Extraordinary items eliminated from U.S. GAAP To be considered an extraordinary item under existing U.S. GAAP, an event or transaction must be unusual in nature and must occur infrequently. Stakeholders questioned the decisionusefulness of labeling events as extraordinary and indicated that it is difficult to ascertain whether an event or transaction satisfies both criteria. Extraordinary Items Will •5 no longer Segregate operations extraordinary items from ordinary Separately present these items net of tax after income from continuing operations Disclose per-share data for extraordinary items Current guidance for events that are unusual or infrequent is retained Effective for annual periods beginning after December 15, 2015 •3 Debt Issuance Costs Debt Issuance Costs ASU 2015-03 issued as part of FASB’s simplification initiative Under current GAAP, debt issuance costs are reported on the balance sheet as a deferred charge (asset) New rules require debt issuance costs to be reported on the balance sheet as a direct reduction from the related debt liability Amortization is recognized as interest expense Effective for annual periods beginning after December 15, 2015 •4 •3 Inventory Measurement Inventory Measurement ASU 2015-11 issued as part of FASB’ simplification initiative Replaces today’s lower of cost or market test with a lower of cost and net realizable value test Applies only to inventories for which cost is determined by methods other than last-in first-out (LIFO) and the retail inventory method (RIM). Entities that use LIFO or RIM will continue to use existing impairment models. When net realizable value is less than cost (due to damage, physical deterioration, obsolescence, changes in price levels or other causes), entities will recognize the difference as a loss in earnings in the period in which it occurs. •4 Inventory Measurement Current GAAP requires consideration of “market,” subject to a “floor” and a “ceiling.” “Market” is initially deemed to be current replacement cost, but it must be compared to a “ceiling” (net realizable value), which it cannot exceed, and to a “floor” (net realizable value, less an approximately normal profit margin), which it cannot fall below. FASB determined that the multiple possible outcomes that can result from applying current GAAP make the subsequent measurement of inventory unnecessarily complex. •4 Inventory Measurement Entities already calculate net realizable value when applying today’s lower of cost or market Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. No change in that calculation. Effective in fiscal years beginning after December 15, 2016 Early adoption permitted •4 •3 Classification of Deferred Tax Items Balance Sheet Classification of Deferred Tax Items ASU 2015-17 issued as part of FASB’s simplification project Companies will classify all deferred tax assets and liabilities as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts. Effective dates: Public business entities for annual periods beginning after December 15, 2016 For all other entities for annual periods beginning after December 15, 2017 Can early adopt •4 Classification and Measurement of Equity Investments •3 Equity Investments: Current GAAP Most equity investments are classified as either held for trading or available for sale (AFS). For AFS equity securities, any changes in fair value are recognized in other comprehensive income (OCI) Investments in nonmarketable equity securities other than equity method investments or those that result in consolidation of the investee are measured at cost (less impairment) unless the fair value option has been elected. •4 Equity Investments: Changes ASU 2016-01 requires entities to carry all investments in equity securities, including other ownership interests such as partnerships, unincorporated joint ventures, and limited liability companies, at fair value Changes in fair value will be recognized in net income. Does not apply To investments accounted for by the equity method When investee is consolidated When the entity has elected the practicability exception to fair value measurement •4 Equity Investments: Changes Because equity securities will no longer be accounted for as AFS securities or by using the cost method, entities holding these investments could see significant volatility in earnings. For investments without a readily determinable fair value, companies can elect a practicability exception investment will be measured at cost, less impairment, plus or minus observable price changes (in orderly transactions) of an identical or similar investment of the same issuer. •4 Equity Investments: Changes Current GAAP requirement to assess whether an impairment is other than temporary is eliminated Effective date For public companies, the new standard is effective for fiscal years beginning after December 15, 2017. For all other entities, including not-for-profit entities and employee benefit plans, the guidance is effective for fiscal years beginning after December 15, 2018. Early adoption permitted •4 •3 Revenue Recognition Revenue Recognition Overview After much deliberation, the FASB and IASB released a final standard, part of the move toward a single set of global accounting standards. Companies in all industries will use a new five-step model to recognize revenue from customer contracts. The intent is greater consistency and comparability throughout the global capital markets and across industries. •20 Revenue Recognition – Overview (continued) The new guidance Replaces virtually all current revenue guidance, including industry-specific guidance Has greatly enhanced disclosure requirements Will require significant judgment (e.g., with variable consideration and whether collectability is probable) •21 Revenue Recognition: The Basics Definitions: Revenue is income from “ordinary activities” A contract has enforceable rights and obligations between two or more parties A customer receives a good or service Scope exclusions Leases, insurance, financial instruments, certain guarantee contracts and certain nonmonetary exchanges •22 Step 1: Identify contract(s) with customer The contract may be written, verbal, or implied by customary business practice. Contract must have commercial substance Collectability must be probable at the inception of the contract Combine contracts when they are entered into at or near the same time and are negotiated as a package, payment of one depends on the other goods/services promised are a single performance obligation. •23 Step 2: Identify separate performance obligations in the contract(s) Performance obligations are promises in a contract to transfer goods or services. Promises in a contract must be for distinct goods or services to be a performance obligation All promises for distinct goods or services must be evaluated regardless of whether they are inconsequential or perfunctory •24 Step 3: Determine the transaction price Entity must determine the amount of consideration to which it expects to be entitled in exchange for the promised goods or services in the contract Transaction price can be a fixed amount or can vary because of discounts, rebates, performance bonuses/penalties, contingencies, etc. Include an estimate of variable consideration only to the extent that it is probable (IFRS: highly probable) Noncash consideration measured at fair value •25 Step 4: Allocate the transaction price Price must be allocated to separate performance obligations This may be the standalone selling price of a good or service when sold separately to a customer in similar circumstances and to similar customers. If a standalone selling price is not directly observable, estimate it by considering all information that is reasonably available, such as market conditions, specific factors, and class of customers. •26 Step 5: Recognize revenue when performance obligation is satisfied Point in Time Recognize revenue when the promised goods or services are transferred to the customer. Performance obligation is deemed satisfied when control of the underlying goods or services is transferred to the customer Control may transfer over time (e.g., as an entity performs janitorial services) •27 Where might your company feel impact? Compensation and bonus plans. Revenue recognition can trigger bonus payments. Consider how timing changes for revenue recognition affect these and other internal arrangements. Contracts. Existing terms could take on new meaning under the new standard, so you may need to re-negotiate debt covenants or customer contracts to maintain the original intent. Technology. You may need to update your current software to capture new information that might not have been necessary before. •28 Where might your company feel impact? (cont.) Tax implications. The timing of cash tax payments could be affected if, for example, you recognize revenue sooner than in the past. Controls and processes. The standard requires you to make more estimates and disclosures, calling for new controls and processes. Investor relations. Stakeholders will want to know how your revenue recognition will change and how the new standard affects your company’s financial picture. •2 9 Effective dates US GAAP – Public Companies Annual periods beginning after December 15, 2017 Early adoption is permitted US GAAP – Nonpublic Companies Annual periods beginning after December 15, 2018 IFRS Annual periods beginning after January 1, 2018 •30 •3 Changes to Lease Accounting The Big Changes For lessees, most leases will be on the balance sheet The asset will be an intangible “right-of-use” asset Classification will drive expense recognition Short-term lease exception Lease term of 12 months or less and no purchase option that the lessee is reasonably certain to exercise For lessors, the model is not significantly changed Though there are some changes, including Eliminating current GAAP’s real estatespecific guidance Eliminating leveraged lease classification •4 Background ASU 2016-02 results from joint project by FASB and IASB initiated in 2008 Current lease rules have been criticized for a variety of reasons Unnecessary complexity Arbitrary bright line rules Emphasis of form over substance One of the biggest “culprits” in off balance sheet financing •3 3 Background, continued Basic lease accounting model has not changed in more than 30 years Capital leases (meeting 1 of 4 criteria for lessee) Operating leases (if none of those criteria are met) FASB concluded that A lessee’s obligation to make lease payments meets the Concept 6 definition of a liability A lessee’s right to use the underlying asset during the lease term meets the Concept 6 definition of an asset •3 4 Scope The new standard applies to leases of all assets except Leases of intangible assets, including licenses of internal-use software Leases to explore for or use minerals, oil, natural gas, and similar nonregenerative resources Leases of biological assets, including plants and living animals Leases of inventory Leases of construction in progress •3 5 Definition Whether a contract contains a lease is determined at the inception of the arrangement. Contract is determined to be/contain a lease if it conveys Right to control the use of an identified asset for a period of time in exchange for consideration Specific rules for substitution rights Right to obtain substantially all of the economic benefit •3 6 Lease Term Lease term Includes periods any non-cancelable Optional periods included if reasonably certain to extend “reasonably certain” is considered to be a high threshold •3 7 Lease Payments Lease payments Fixed payments Purchase option (if reasonably certain of exercise) Payments for penalties for terminating the lease (unless reasonably certain not be to exercised) Variable lease payments that depend on an index or rate Residual value guarantees – amounts probable of being owed (lessees only) •3 8 Classification Criteria Lease classification is determined at inception Governed by 5 criteria (similar to current guidance) New rules consider whether a lease is economically similar to the purchase of a nonfinancial asset from the perspective of control In contrast to the risks and rewards of ownership approach used in current GAAP •3 9 Classification Criteria Lease transfers ownership of the underlying asset to the lessee by the end of the lease term Lease grants the lessee an option to purchase the underlying asset that the lessee is reasonably certain to exercise Lease term is for the major part of the remaining economic life of underlying asset n/a for leases beginning at or near the end of the underlying asset’s economic life Present value of the sum of the lease payments and any residual value guaranteed by the lessee (not already reflected in the lease payments) equals or exceeds substantially all of the fair value of the underlying asset (new): Underlying asset is of such a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term •4 0 Lease Classification Lessees Lease that meets any of the criteria is a finance lease Lease that does not meet any of the criteria is an operating lease Short-term Lease lease exception term of 12 months or less and no purchase option that the lessee is reasonably certain to exercise •4 1 Lessee Accounting All leases (within scope) with lease terms greater than 12 months must be recorded as a right-of-use asset and a lease liability Both finance and operating leases are initially measured as the present value of the lease payments Principle distinction between the two types of leases is the income statement impact Financing leases have declining expense during lease term Operating leases have straight-line expense •4 2 Lessee Accounting Subsequent measurement ROU asset Finance lease Amortize the right-of-use asset on a straightline basis over shorter of lease term or asset useful life Subject to impairment testing Operating lease Straight-line expense recognition presented as a single income on the income statement Subject to impairment testing •4 3 Lessee Accounting, cont. Subsequent measurement Liability Finance lease Increase liability based on effective interest method using discount rate determined at inception Interest reported separately from amortization on income statement Results in “front-loaded” expense Reduce liability by lease payments Operating lease Measure at present value of remaining lease payments using discount rate determined at lease inception •4 4 Lease Classification Lessors Lease that meets any of the criteria is a sales-type lease Lease that does not meet any of the criteria is either Direct financing lease if control is relinquished, as determined by: PV of the sum of lease payments and any residual value guaranteed by lessee and/or any other unrelated third party equals or exceeds substantially all the fair value of the underlying asset Collectibility Operating is probable lease •4 5 Lessor Accounting – Sales-Type Derecognize the underlying asset Recognize net investment in the lease and selling profit Collectability of payments must be probable •4 6 Lessor Accounting Direct Financing Distinction between a sales-type and direct financing lease is that in a salestype lease, the lessee obtains control of the underlying asset and the lessor recognizes selling profit and sales revenue upon lease commencement Accounting Same as for sales-type leases, except that any selling profit (not normal) would be deferred and included in the net investment in the lease •4 7 Lessor Accounting Operating Leases Continue to recognize the underlying asset Recognize lease payments as income over the lease term Normally on a straight-line basis •4 8 Why is this important? The proposed lease accounting guidance will affect almost every company and for some, the proposed changes may be significant. Metrics such as EBITDA and net income will be affected. These in turn will likely affect loan covenants, credit ratings, and other external measures of financial strength. Lessees will need to consider business process changes in multiple areas, including finance and accounting, IT, procurement, tax, treasury, legal, operations, corporate real estate and HR. •49 Effective date and transition Remember that existing leases are not grandfathered Public business entities (PBEs) Effective for calendar year 2019 and interim periods within that year All other entities Except existing leveraged leases Effective for calendar year 2020 and interim periods in 2021 Early adoption permitted •5 0 •51 Questions and Discussion