Partnering w/Finance and Accounting Another “Big Big Cost Activity” Activity for Consideration: The Secret World of Vendor Incentives* Brandt Allen (Paul Farris) Darden Business School University of Virginia February, 2011 Austin Marketing Accountability Standards Board of the Marketing Accountability Foundation *Submission by Brandt Allen, Paul Farris, David Mills & Robert Sack We receive incentives in the form of reductions to amounts owed and/or payments from vendors related to cooperative advertising allowances, volume rebates and other Receivables consist of the following: promotional consideration. . . . Many 1, January 3, of the incentives are January provided under long-term agreements 2005 (terms in 2004 excess of one year), while others Trade: are basis. $ 435 Wholesale (Note 3) negotiated on an $ annual --Retail 34,654 24,594 60,097 56,727 Installment 7,506 10,418 Other 7,815 1,755 110,072 93,929 (8,103) (9,130) $ 101,969 $ 84,799 Vendor Total receivables Less: Allowance for doubtful accounts Receivables, net 2 Copyright © 2011 MASB PepsiCo, Inc. and Subsidiaries Consolidated Statement of Income ($ millions) Gross Revenues G R Vendor Incentives Provision for Returns, Other $ ??? (???) (???) Net Revenue Cost of Sales $43,232 $ (20,099) Selling and administrative Amortization of intangible assets Operating Profit ● ● ● Net Income (15,026) (15 026) ( 63) 8,044 ● ● ● $ , $5,979 3 Copyright © 2011 MASB How does the accounting work? Important difference: “Off-invoice” Contingent 4 Copyright © 2011 MASB How Big is this Practice? Hundreds of $Billions annually in US Largely invisible 5 Copyright © 2011 MASB They Go by Many Names Vendor incentives, rebates, trade discounts, supplier funds rebates funds, rebates, kickbacks kickbacks, slotting fees fees, advertising allowances, dealer incentives, co-operative advertising, markdown money, bill backs, buy downs, off-invoice ff i i allowances, ll return t privileges, i il l lease incentives, charge backs, push money, price protection, penalties, pay-to-stay, lease incentives, spiffs, payments deductions, scandowns, supplier funds, MAP, margin protections, exclusivity, volume incentives. 6 Copyright © 2011 MASB Vendor Incentives What we call them: Discounts, Allowances, Promotions, payments, market development funds, spiffs.. To T or from f whom: h V d Vendors, suppliers, li dealers, d l customers, trade How payment is made: Off Off-invoice invoice, bill backs backs, rebates, scandowns/buydowns, kickbacks, proof of performance.. 7 Copyright © 2011 MASB Vendor Incentives (cont’d) For what: Advertising, g, displays, p y , early y ordering, g, reducing price, maintaining price (MAP), margin protections, slotting, sales targets, share targets, growth targets, targets exclusivity exclusivity… Voluntary or Involuntary: Offers, program, deductions, charge backs, fines…. 8 Copyright © 2011 MASB Big Pictures: Why do firms do this? Risk sharing Enlisting E li ti reseller ll cooperation, ti increase i selling effort Forestall competition Coordinate pricing throughout the channel Coercion C i …because b th they can 9 Copyright © 2011 MASB Issues Earnings Management Fraud Program Effectiveness – do these incentives actually work? Antitrust implications..just because you can doesn’t mean you should. Aid and abet pricing practices that are questionable 10 Copyright © 2011 MASB Financial Fraud: The Story of Dell and Intel UNITED STATES DISTRICT COURT DISTRICT OF COLUMBIA SECURITIES AND EXCHANGE COMMISSION, 100 F Street,, N.E. Washington, g , D.C. 20549 Civil Action No. COMPLAINT Plaintiff, vs. DELL INC., MICHAEL S. DELL, KEVIN B. ROLLINS, JAMES M. SCHNEIDER, LESLIE L. JACKSON, NICHOLAS A. R. DUNNING Case: 1:10-cv-01245 Assigned g To: Leon,, Richard J. Assign Date: 7/22/2010 Description: General Civil Defendants. Plaintiff Securities and Exchange Commission (The “Commission” or SEC”) alleges as follows: 11 Copyright © 2011 MASB Financial Disclosures Dell Our profitability is affected by our ability to achieve favorable pricing with our vendors and contract manufacturers, including g through g negotiations g for vendor rebates, marketing funds, and other vendor funding received in the normal course of business. Because these supplier negotiations are continuous and reflect the ongoing competitive environment, the variability in timing and amount of incremental vendor discounts and rebates can affect our p profitability. y These vendor programs may change periodically, potentially resulting in adverse profitability trends. INTEL Revenue Recognition We recognize net revenue when the earnings process is complete, as evidenced by an agreement with the customer, transfer of title, and acceptance, if applicable, as well as fixed pricing and probable collectability. We record pricing allowances, including discounts based on contractual arrangements with customers, when we recognize revenue as a reduction to both accounts receivable and net revenue. 12 Copyright © 2011 MASB Accounting for Contingent Incentives 13 Copyright © 2011 MASB PHARMACEUTICAL SEGMENT (Dollars in Millions) MEDICAL DEVICES AND DIAGNOSTICS SEGMENT Balance at Beginning of Period 2009 Accrued rebates (1) $ Accrued returns Accrued promotions Subtotal Reserve for doubtful accounts Reserve for cash discounts Total $ 2008 Accrued rebates (1) $ Accrued returns Accrued promotions Subtotal $ Reserve for doubtful accounts Reserve for cash discounts Total $ Accurals Balance at Payments/ Beginning Other of Period (Dollars in Millions) Balance at Beginning of Period Accurals Balance at Payments/ Beginning Other of Period 2009 1,261 490 107 1,858 48 23 1,929 1,249 345 263 1,857 26 24 1,907 3,975 147 330 4,452 37 462 4,951 3,331 168 414 3,913 24 376 4,313 (2) (4,172) (295) (353.00) (4,820) (2) (437) (5,259) (3,319) (23) (570) (3,912) ((2)) (377) (4,291) 1,064 342 84 1,490 83 48 1,621 1,261 490 107 1,858 48 23 1,929 Accrued rebates (1) $ Accrued returns Accrued promotions Subtotal Reserve for doubtful accounts Reserve for cash discounts Total $ 416 189 47 652 109 34 795 2008 Accrued rebates (1) $ Accrued returns Accrued promotions Subtotal $ Reserve for doubtful accounts Reserve for cash discounts Total $ 336 190 18 544 96 24 664 (1)Includes reserve for customer rebates of $327 million at January 3, 2010 and $344 million at December 28, 2008, recorded as a contra asset. (1)Includes (2) Includes $115 million adjustment related to previously estimated accrued sales reserves. (2) 2,229 74 120 2,423 50 416 2,889 1,947 99 208 2,254 36 257 2,547 (2) (2,191) (43) (94.00) (2,328) (16) (418) (2,762) (1,867) (100) (179) (2,146) ((23)) (247) (2,416) 454 220 73 747 143 32 922 416 189 47 652 109 34 795 reserve for customer rebates of $311 million at January 3, 2010 and $304 million at December 28, 2008, recorded as a contra asset. Includes $56 million adjustment related to previously estimated accrued sales reserve. 14 Copyright © 2011 MASB How did the Dell/Intel Scheme work? 2003 – 2007 : 20 straight quarters Total incentives paid - $4.3 $4 3 b Q1 ´07 payment was $720 m – p g income 76% of operating Dell company paid $100 m SEC penalty – Michael Dell paid $4 m SEC penalty – November ´09 - $1.25 b to AMD $1.5b to EU 15 Copyright © 2011 MASB Why should MASB be involved? Full disclosure Financial controls – SOX Internal clarity/visibility Compliance – the antitrust letter Marketing Accountability 16 Copyright © 2011 MASB Thank-you! y Marketing Accountability Standards Board of the Marketing Accountability Foundation