PREVIEW OF CHAPTER 15 Intermediate Accounting 15th Edition Kieso Weygandt Warfield 15-1 15 Stockholders’ Equity LEARNING OBJECTIVES After studying this chapter, you should be able to: 1. Discuss the characteristics of the corporate form of organization. 6. Describe the policies used in distributing dividends. 2. Identify the key components of stockholders’ equity. 7. Identify the various forms of dividend distributions. 3. Explain the accounting procedures for issuing shares of stock. 8. Explain the accounting for small and large stock dividends, and for share splits. 4. Describe the accounting for treasury stock. 9. Indicate how to present and analyze stockholders’ equity. 5. Explain the accounting for and reporting of preferred stock. 15-2 Stockholders’ Equity The Corporate Form Corporate law Capital stock or share system Variety of ownership interests Equity Issuance of stock Reacquisition of shares Preferred Stock Dividend Policy Features Financial condition and dividend distributions Accounting for and reporting preferred stock Types of dividends Stock split Disclosure of restrictions 15-3 Presentation and Analysis Presentation Analysis Measuring Corporate Performance Debt Versus Equity Decision 15-4 BUT: Stock financing may be necessary if debt is already at high levels. If a corp. is growing rapidly, often the huge funding needed for expansion can only be obtained in a public stock offering. Also, public stock financing can provide liquidity to insider’s investments. Different Forms of Organization Three primary forms of business organization Proprietorship One capital acct in which is recorded owner contributions, drawing, and profits One capital acct for each partner in which is recorded owner contributions, drawing, and profits Propr. Or Partnership Cash Capital - contributions Assets Capital – net income Capital – drawing Cash 15-5 Corporation Partnership Several kinds of capital accts: (1) contributed capital (stock), and (2) earned capital (retained earnings) Corporation Cash Capital Stock Assets Ret. Earnings – net income Ret. Earnings – dividends Cash The Corporate Form of Organization Usually by “corporation” we mean a “C” Corp. There is also an “S” Corp which is legally a corporation but is treated for tax purposes like a partnership: no double taxation cannot have more than 75 shareholders 15-6 SO 1 Identify and discuss the major characteristics of a corporation. The Corporate Form of Organization An entity separate and distinct from its owners. Classified by Purpose Not-for-Profit Publicly held For Profit Privately held Salvation Army American Cancer Society Gates Foundation 15-7 Classified by Ownership Nike General Motors IBM General Electric Cargill Inc. Advantages of a Corporation ADVANTAGES Separate legal existence; acts of firm don’t bind owners & vice versa. Limited liability of owners, who generally can’t be sued Transferable ownership rights; you can sell your equity quickly Ability to acquire capital; can raise huge amounts of cash. Continuous life; doesn’t dissolve when an owner dies. Professional management (usually come at big cost, though) 15-8 8 Disadvantages of a Corporation DISADVANTAGES Absentee Ownership - Management is appointed by the board whose members are elected by owners. Other than electing the board, owners have little to do with THEIR company. 15-9 Extensive government regulation Separate corporate income tax paid (one of the highest rates in the world). Same money is taxable to owners who receive corporate distributions. This results in a double tax. 9 The Corporate Form of Organization State Corporate Law Corporation must submit articles of incorporation to the state in which incorporation is desired. General Motors - incorporated in Delaware. U.S. Steel - incorporated in New Jersey. Accounting for stockholder’s equity follows the provisions of each states business incorporation act. 15-10 LO 1 Discuss the characteristics of the corporate form of organization. Forming a Corporation Forming a “C” Corporation Initial Steps: File application with the Secretary of State. State grants charter. Corporation develops by-laws. Companies generally incorporate in a state whose laws are favorable to the corporate form of business (Delaware, New Jersey). Corporations engaged in interstate commerce must obtain a license from each state in which they do business. 15-11 SO 1 Identify and discuss the major characteristics of a corporation. Regulation of Corporations 15-12 12 15-13 The Corporate Form of Organization Capital Stock or Share System In the absence of restrictive provisions, each share carries the following rights: 1. To share proportionately in profits and losses. 2. To share proportionately in management (the right to vote for directors). 3. To share proportionately in assets upon liquidation. 4. To share proportionately in any new issues of stock of the same class—called the preemptive right. 15-14 LO 1 Discuss the characteristics of the corporate form of organization. A picture illustration of shareholder rights 15-15 Stock Issue Considerations Prenumbered Shares Illustration 11-4 Name of corporation Stockholder’s name Signature of corporate official 15-16 SO 1 Identify and discuss the major characteristics of a corporation. Example of a proxy card, where owners vote using an absentee ballot. Notice that the owners don’t vote on much. 15-17 17 Stock Issue Considerations Primary Market: Corporation can issue common stock in an IPO or Secondary Offering: directly to investors or indirectly through an investment banking firm. Secondary Market: Once shares are sold, they can be resold to other investors on U.S. securities exchanges 15-18 New York Stock Exchange American Stock Exchange 13 regional exchanges NASDAQ national market Authorized Stock... Maximum amount of stock a corporation is allowed to sell as authorized by corporate charter. Issued Stock... Number of shares of issued stock have been sold and been paid for and that have not been cancelled. Outstanding Stock... Number of shares of issued stock that are being held by stockholders (does not include shares repurchased by the corporation and held in treasury (treasury stock) Example: XYZ Corp. has 12 million shares authorized, 4 million shares issued, and 3.5 million shares outstanding (0.5 million shares held in treasury stock) 15-19 The Corporate Form of Organization Variety of Ownership Interests Common stock represents basic ownership interest. Bears ultimate risks of loss. Receives the benefits of success. Not guaranteed dividends nor assets upon dissolution. Preferred stock is created by contract, when stockholders’ sacrifice certain rights (such as the right to vote) in return for other rights or privileges, usually dividend preference. 15-20 LO 1 Discuss the characteristics of the corporate form of organization. 129 NORTH ORANGE STREET WHAT’S YOUR PRINCIPLE 15-21 LO 1 The Corporate Form of Organization Variety of Ownership Interests Common stock is the residual corporate interest. Bears ultimate risks of loss. Receives the benefits of success. Not guaranteed dividends nor assets upon dissolution. Preferred stock is a special class of stock is created by contract, when stockholders’ sacrifice certain rights in return for other rights or privileges, usually dividend preference. 15-22 LO 1 15 Stockholders’ Equity LEARNING OBJECTIVES After studying this chapter, you should be able to: 1. Discuss the characteristics of the corporate form of organization. 6. Describe the policies used in distributing dividends. 2. Identify the key components of stockholders’ equity. 7. Identify the various forms of dividend distributions. 3. Explain the accounting procedures for issuing shares of stock. 8. Explain the accounting for small and large stock dividends, and for share splits. 4. Describe the accounting for treasury stock. 9. Indicate how to present and analyze stockholders’ equity. 5. Explain the accounting for and reporting of preferred stock. 15-23 Corporate Capital Common Stock Account Contributed Capital Additional Paidin Capital Preferred Stock Account Account Two Primary Sources of Equity Retained Earnings Account Other Components: Less: Treasury Stock 15-24 Plus or Minus: Accum. Other. Comprehensive Income LO 2 Identify the key components of stockholders’ equity. STOCKHOLDERS’ EQUITY OUTLINE (or Shareholders’ Equity) Paid-In Capital or Contributed Capital Capital Stock Preferred Stock, $par, % dividend, cumulative or participating, # of shares authorized, issued and outstanding Common Stock, $par, # of shares authorized, issued and outstanding Less: Treasury Stock, # of shares (if par value method, which is rare) Common Stock Subscribed, # of shares (very rare to have this) Common Stock Dividend Distributable, # of shares Additional Paid-In Capital (or Contrib. Cap. in Excess of Par, or Premium on CS) Excess Over Par - Common Excess Over Par - Preferred Excess Over Par - Treasury Donated Capital (from gov’t sources only) Earned Capital Retained Earnings Appropriated (set aside for a certain purpose) Unappropriated Accumulated Other Comprehensive Income (Unrealized gains/losses on AFS securities, excess of min. pension liability over UPSC, foreign currency translation gains/losses, or deferred compensation expense from stock options) Contra Equity Items: Less: Treasury Stock, # of shares (if cost method, which is common) Less: Subscriptions Receivable (very rare to have this) TOTAL STOCKHOLDERS’ EQUITY 15-25 15 Stockholders’ Equity LEARNING OBJECTIVES After studying this chapter, you should be able to: 1. Discuss the characteristics of the corporate form of organization. 6. Describe the policies used in distributing dividends. 2. Identify the key components of stockholders’ equity. 7. Identify the various forms of dividend distributions. 3. Explain the accounting procedures for issuing shares of stock. 8. Explain the accounting for small and large stock dividends, and for share splits. 4. Describe the accounting for treasury stock. 9. Indicate how to present and analyze stockholders’ equity. 5. Explain the accounting for and reporting of preferred stock. 15-26 Corporate Capital Issuance of Stock Shares authorized - Shares sold - Shares issued Accounting problems: 1. Par value stock. 2. No-par stock. 3. Stock issued in combination with other securities. 4. Stock issued in noncash transactions. 5. Costs of issuing stock. 15-27 LO 3 Corporate Capital Par Value Stock Low par values help companies avoid a contingent liability. Corporations maintain accounts for: 15-28 Preferred Stock or Common Stock. Paid-in Capital in Excess of Par (also called Additional Paid-in Capital or Premium on Common Stock or Contributed Capital in Excess of Par) LO 3 Corporate Capital Par Value Stock -- Par value for bonds is easy to understand – it equals the face or maturity value of the debt -- Par value for stock is more tricky – it constitutes minimum legal capital; because stockholders are contingently liable to contribute capital up to the legal minimum, par is usually set very low. For example, Ford’s par is $.01 and Pepsi’s is 1 2/3 cents. This minimizes the chance of stock being sold for less than par. E.g. If $5 par stock was sold for $4, the stockholder may have to contribute the difference ($1) to the company in the case of bankruptcy, because min. legal capital is $5. -- Dividend rates are often expressed as a percent of par. For example, a 6% dividend on preferred stock with par of $100 equals $6.00. -- Some states allow a stated value to substitute for par value (e.g. Nike, P&G.) Although some legal differences exist between stated and par values, for accounting purposes they are treated identically. 15-29 LO 3 Corporate Capital Illustration: Blue Diamond Corporation issued 300 shares of $10 par value common stock for $4,500. Prepare the journal entry to record the issuance of the shares. Cash 15-30 4,500 Common Stock (300 x $10) 3,000 Paid-in Capital in Excess of Par Value 1,500 LO 3 Corporate Capital Illustration: Some states require that no-par stock have a stated value. If a company issued 1,000 of the shares with a $5 stated value at $15 per share for cash, it makes the following entry. Cash Common Stock Paid-in Capital in Excess of Stated Value 15-31 15,000 5,000 10,000 LO 3 Corporate Capital No-Par Stock -- Many states now allow stock to be issued without a par value. This is becoming increasingly common. -- Advantages of no par stock: it avoids contingent liability for shareholders, and avoids confusion between par and fair values. -- Disadvantages of no par stock: some states levy a high tax on no par stock (e.g. Deleware); also, some states consider the total amount of no par stock to be legal capital, which could reduce the flexibility in paying dividends 15-32 LO 3 Corporate Capital Illustration: Muroor Electronics Corporation is organized with authorized common stock of 10,000 shares without par value. If Muroor Electronics issues 500 shares for cash at $10 per share, it makes the following entry. Cash Common Stock 15-33 5,000 5,000 LO 3 Corporate Capital Stock Issued with Other Securities (Lump-Sum) Two methods of allocating proceeds: 1. Proportional method. 2. Incremental method. 15-34 LO 3 Corporate Capital Illustration: Beveridge Corporation issued 300 shares of $10 par value common stock and 100 shares of $50 par value preferred stock for a lump sum of $13,500. Common stock had a recent market value of $20 per share, and preferred stock had a recent market value of $90 per share. Use the Proportional Method to record the sale of these shares because a recent price is available for both common and preferred shares. 15-35 LO 3 Corporate Capital Prepare the journal entry to record issuance of shares. Common shares Preferred shares Allocation: Issue price Allocation % Total Cash Number 300 100 Common $ 13,500 40% $ 5,400 Amount Total x $ 20.00 = $ 6,000 x 90.00 9,000 Fair Market Value $ 15,000 Preferred $ 13,500 60% $ 8,100 Proportional Method 13,500 Preferred Stock (100 x $50) 15-36 Percent 40% 60% 100% 5,000 Paid-in Capital in Excess of Par – Preferred PLUG 3,100 Common Stock (300 x $10) 3,000 Paid-in Capital in Excess of Par – Common PLUG 2,400 8,100 5,400 LO 3 Corporate Capital Illustration: Beveridge Corporation issued 300 shares of $10 par value common stock and 100 shares of $50 par value preferred stock for a lump sum of $13,500. The common stock had a recent market value of $20 per share, and the value of preferred stock is unknown. Use the Incremental Method to record the sale of these shares because a recent price is available for only common or preferred shares, but not both. 15-37 LO 3 Corporate Capital Prepare the journal entry to record issuance of shares. Common shares Preferred shares Allocation: Issue price Ordinary Total Cash 15-38 Number 300 100 Common $ 6,000 Amount Total x $ 20.00 = $ 6,000 x Fair Market Value $ 6,000 Preferred $ 13,500 (6,000) $ 7,500 Incremental Method 13,500 Preferred Stock (100 x $50) 5,000 Paid-in Capital in Excess of Par – Preferred PLUG 2,500 Common Stock (300 x $10) 3,000 Paid-in Capital in Excess of Par – Common PLUG 3,000 7,500 6,000 LO 3 Corporate Capital Stock Issued in Noncash Transactions The general rule: Companies should record stock issued for services or property other than cash at the fair value of the stock issued or fair value of the noncash consideration received, whichever is more clearly determinable. 15-39 LO 3 Corporate Capital Illustration: The following series of transactions illustrates the procedure for recording the issuance of 10,000 shares of $10 par value common stock for a patent for Arganda Company, in various circumstances. 1. Arganda cannot readily determine the fair value of the patent, but it knows the fair value of the stock is $140,000. Patents 140,000 Common Stock Paid-in Capital in Excess of Par - Common 15-40 100,000 40,000 LO 3 Corporate Capital 2. Arganda cannot readily determine the fair value of the stock, but it determines the fair value of the patent is $150,000. Patents 150,000 Common stock Paid-in Capital in Excess of Par - Common 15-41 100,000 50,000 LO 3 Corporate Capital 3. Arganda cannot readily determine the fair value of the stock nor the fair value of the patent. An independent consultant values the patent at $125,000 based on discounted expected cash flows. Patents 125,000 Common stock Paid-in Capital in Excess of Par - Common 15-42 100,000 25,000 LO 3 Corporate Capital Costs of Issuing Stock Direct costs incurred to sell stock, such as underwriting costs, accounting and legal fees, printing costs, and taxes, should be reported as a reduction of the amounts paid in (Paid-in Capital in Excess of Par). 15-43 LO 3 DISAPPEARING WHAT’S YOUR RECEIVABLE PRINCIPLE 15-44 LO 3 15 Stockholders’ Equity LEARNING OBJECTIVES After studying this chapter, you should be able to: 1. Discuss the characteristics of the corporate form of organization. 6. Describe the policies used in distributing dividends. 2. Identify the key components of stockholders’ equity. 7. Identify the various forms of dividend distributions. 3. Explain the accounting procedures for issuing shares of stock. 8. Explain the accounting for small and large stock dividends, and for share splits. 4. Describe the accounting for treasury stock. 9. Indicate how to present and analyze stockholders’ equity. 5. Explain the accounting for and reporting of preferred stock. 15-45 Treasury Stock Reasons for stock buybacks include: (1) have shares to distribute to employees in stock option plans (ESOPs) without dealing with issue costs & regulations (e.g. Honeywell) (2) tax-efficient distribution of cash to owners without raising dividend expectations (3) support the stock price by creating demand (e.g. IBM, or 1987 market crash) Stockholders Treasurer’s vault at Netflix 15-46 Treasury Stock Reasons for stock buybacks (cont.): (4) increase earnings per share (5) provide shares for potential corporate takeovers where stock is exchanged (6) avoid a hostile takeover (e.g. Reebok, CBS) (7) increase ROE (return on equity) by increasing debt-equity ratio 15-47 Treasury Stock More stock has been repurchased than issued in recent years! 15-48 15-49 Corporate Capital Purchase of Treasury Stock Two acceptable methods: Cost method (more widely used). Par or Stated value method. Treasury stock reduces stockholders’ equity. 15-50 LO 4 Describe the accounting for treasury stock. Corporate Capital Illustration: Cripe Company issued 100,000 shares of $1 par value common stock at a price of $10 per share. In addition, it has retained earnings of $300,000. On January 20, Cripe acquires 10,000 of its shares at $11 per share. Cripe records the reacquisition as follows. Treasury Stock Cash 15-51 110,000 110,000 LO 4 Corporate Capital Sale of Treasury Stock Above Cost Below Cost Both increase total assets and stockholders’ equity. If TS was purchased at several different costs, a LIFO/FIFO assumption must be made When a debit plug is needed, always first reduce any balance in APIC-TS and then debit retained earnings 15-52 LO 4 Describe the accounting for treasury stock. Corporate Capital Sale of Treasury Stock above Cost. Pacific acquired 10,000 treasury share at $11 per share. It now sells 1,000 shares at $15 per share on March 10. Pacific records the entry as follows. Cash 15,000 Treasury Stock 11,000 Paid-in Capital from Treasury Stock 4,000 NOTE: If TS was purchased at several different costs, a LIFO/FIFO assumption must be made 15-53 LO 4 Describe the accounting for treasury stock. Corporate Capital Sale of Treasury Stock below Cost. Pacific sells an additional 1,000 treasury shares on March 21 at $8 per share, it records the sale as follows. Cash 8,000 **Paid-in Capital from Treasury Stock 3,000 Treasury Stock 11,000 ** IMPORTANT RULE: When a debit plug is needed, always first reduce any balance in APIC-TS and then debit retained earnings 15-54 LO 4 Describe the accounting for treasury stock. Corporate Capital Illustration 15-5 Illustration: Assume that Pacific sells an additional 1,000 shares at $8 per share on April 10. Cash 8,000 Paid-in Capital from Treasury Stock 1,000 Retained Earnings 2,000 Treasury Stock 15-55 11,000 LO 4 Describe the accounting for treasury stock. Corporate Capital Retiring Treasury Stock Decision results in cancellation of the treasury stock and a reduction in the number of shares of issued stock. 15-56 LO 4 Describe the accounting for treasury stock. Corporate Capital Illustration: The stockholders’ equity section for Cripe after purchase of the treasury stock. Illustration 15-5 15-57 LO 4 Cancelled stock certificate 15-58 15 Stockholders’ Equity LEARNING OBJECTIVES After studying this chapter, you should be able to: 1. Discuss the characteristics of the corporate form of organization. 6. Describe the policies used in distributing dividends. 2. Identify the key components of stockholders’ equity. 7. Identify the various forms of dividend distributions. 3. Explain the accounting procedures for issuing shares of stock. 8. Explain the accounting for small and large stock dividends, and for share splits. 4. Describe the accounting for treasury stock. 9. Indicate how to present and analyze stockholders’ equity. 5. Explain the accounting for and reporting of preferred stock. 15-59 Preferred Stock Features often associated with preferred stock. 1. Preference as to dividends. 2. Preference as to assets in the event of liquidation. 3. Convertible into common stock. 4. Callable at the option of the corporation. 5. Nonvoting. Companies with preferred stock: http://www.dividendyieldhunter.com/preferred-stocks-sortedalphabetically 15-60 LO 5 Preferred Stock Illustration: Bishop Co. issues 10,000 shares of $10 par value preferred stock for $12 cash per share. Bishop records the issuance as follows: Cash 120,000 Preferred stock Paid-in Capital in Excess of Par - Preferred 15-61 100,000 20,000 LO 5 15 Stockholders’ Equity LEARNING OBJECTIVES After studying this chapter, you should be able to: 1. Discuss the characteristics of the corporate form of organization. 6. Describe the policies used in distributing dividends. 2. Identify the key components of stockholders’ equity. 7. Identify the various forms of dividend distributions. 3. Explain the accounting procedures for issuing shares of stock. 8. Explain the accounting for small and large stock dividends, and for share splits. 4. Describe the accounting for treasury stock. 9. Indicate how to present and analyze stockholders’ equity. 5. Explain the accounting for and reporting of preferred stock. 15-62 Dividend Policy Few companies pay dividends in amounts equal to their legally available retained earnings. Why? 15-63 Maintain agreements with creditors. Meet state incorporation requirements. To finance growth or expansion. To smooth out dividend payments. To build up a cushion against possible losses. LO 6 Dividend Policy Dividend distributions generally are based on accumulated profits (retained earnings). Few companies pay dividends in amounts equal to their legally available retained earnings. Why? Maintain agreements with creditors. Meet state incorporation requirements. To finance growth or expansion. To smooth out dividend payments. To build up a cushion against possible losses. 15-64 LO 6 Describe the policies used in distributing dividends. 15-65 15 Stockholders’ Equity LEARNING OBJECTIVES After studying this chapter, you should be able to: 1. Discuss the characteristics of the corporate form of organization. 6. Describe the policies used in distributing dividends. 2. Identify the key components of stockholders’ equity. 7. Identify the various forms of dividend distributions. 3. Explain the accounting procedures for issuing shares of stock. 8. Explain the accounting for small and large stock dividends, and for share splits. 4. Describe the accounting for treasury stock. 9. Indicate how to present and analyze stockholders’ equity. 5. Explain the accounting for and reporting of preferred stock. 15-66 Dividend Policy Types of Dividends 1. Cash dividends. 3. Liquidating dividends. 2. Property dividends. 4. Stock dividends. All dividends, except for stock dividends, reduce the total stockholders’ equity in the corporation. All dividends, except liquidating dividends, reduce retained earnings. 15-67 LO 7 Dividend Policy Cash Dividends Board of directors vote on the declaration of cash dividends. A declared cash dividend is a liability. Companies do not declare or pay cash dividends on treasury stock. Three dates: a. Date of declaration b. Date of record c. Date of payment See http://seekingalpha.com/news/dividends 15-68 LO 7 Dividend Dates Dividends require information concerning three dates: The Ex-Dividend Date is two business days before the date of record. This is the date on which anyone acquiring the stock does not get the dividend. In this example, it is Dec. 18. See http://seekingalpha.com/news/dividends 15-69 15-70 70 Dividend Policy Illustration: David Freight Corp. on June 10 declared a cash dividend of 50 cents a share on 1.8 million shares payable July 16 to all stockholders of record June 24. At date of declaration (June 10) Retained Earnings 900,000 Dividends Payable At date of record (June 24) 900,000 No entry At date of payment (July 16) Dividends Payable Cash 15-71 900,000 900,000 LO 7 Property Dividend Property Dividends Dividends payable in assets other than cash. Restate at fair value the property it will distribute, recognizing any gain or loss. 15-72 Dividend Policy Types of Dividends 1. Cash dividends. 3. Liquidating dividends. 2. Property dividends. 4. Stock dividends. All dividends, except for stock dividends, reduce the total stockholders’ equity in the corporation. All dividends, except liquidating dividends, reduce retained earnings. 15-73 LO 7 Property Dividend Illustration: A dividend is declared Jan. 5th and paid Jan. 25th, in bonds held as an investment; the bonds have a book value of $100,000 and a fair market value of $135,000. Debit Date of Declaration Investment in bonds Gain on investment 35,000 and Retained earnings Property dividend payable 135,000 Credit 35,000 135,000 Date of Issuance Property dividend payable Investment in bonds 15-74 135,000 135,000 LO 7 Identify the various forms of dividend distributions. Dividend Policy Types of Dividends 1. Cash dividends. 3. Liquidating dividends. 2. Property dividends. 4. Stock dividends. All dividends, except for stock dividends, reduce the total stockholders’ equity in the corporation. All dividends, except liquidating dividends, reduce retained earnings. 15-75 LO 7 Liquidating Dividends Liquidating Dividends Any dividend not based on earnings that reduces corporate paid-in capital. A liquidating dividend, which is paid out of additional paid-in capital, is the only dividend not paid out of retained earnings. Is called “liquidating” because owners are receiving some of their original capital back, thus liquidating their investment 15-76 LO 7 Identify the various forms of dividend distributions. Dividend Policy Illustration: Horaney Mines Inc. issued a “dividend” to its common stockholders of $1,200,000. The cash dividend announcement noted stockholders should consider $900,000 as income and the remainder a return of capital. Horaney Mines records the dividend as follows. Date of declaration Retained Earnings 900,000 Paid-in Capital in Excess of Par-Common 300,000 Dividends Payable 1,200,000 Date of payment Dividends Payable Cash 15-77 1,200,000 1,200,000 LO 7 15 Stockholders’ Equity LEARNING OBJECTIVES After studying this chapter, you should be able to: 1. Discuss the characteristics of the corporate form of organization. 6. Describe the policies used in distributing dividends. 2. Identify the key components of stockholders’ equity. 7. Identify the various forms of dividend distributions. 3. Explain the accounting procedures for issuing shares of stock. 8. Explain the accounting for small and large stock dividends, and for share splits. 4. Describe the accounting for treasury stock. 9. Indicate how to present and analyze stockholders’ equity. 5. Explain the accounting for and reporting of preferred stock. 15-78 Stock Dividends Reasons why corporations issue stock dividends: 1. To achieve the same effect as a stock split, which is to lower the share price to within a popular trading range. 2. To satisfy stockholders’ dividend expectations without spending cash. 3. To increase the marketability of the corporation’s stock. 4. To emphasize that a portion of stockholders’ equity has been permanently reinvested in the business. 15-79 Stock Dividends Pro rata distribution of the corporation’s own stock. Results in decrease in retained earnings and increase in paid-in capital (called capitalization of retained earnings) 15-80 Effect of Stock Dividend 10% Stock Before Total Stkhlders' Equity $ # shares Price per share Your shares Price per share 1,500,000 100,000 $ Dividend $ 1,500,000 10,000 15.00 100 $ 15.00 TL value of your shares $ 1,500.00 110,000 $ 10 CONCLUSION: you have more shares, each worth proportionately less; NO CHANGE IN WEALTH 15-81 After 13.64 110 $ 13.64 $ 1,500.00 Stock Dividends Stock Dividends Are: When a stock dividend is more than 20-25% (large stock dividend), it essentially serves as a stock split and thus is done at par value, not market value. When a stock dividend is less than 20–25 percent of the common shares outstanding, company transfers fair market value from retained earnings (small stock dividend). O% to 20% SMALL 15-82 20% to 25% NO MAN’S LAND 25% TO 100%+ LARGE Small Stock Dividend Illustration: HH Inc. has 5,000 shares issued and outstanding. The per share par value is $1, book value $32 and market value is $40. 10% stock dividend is declared Debit Retained earnings 20,000 Common stock dividend distributable Additional paid-in capital Credit 500 19,500 Stock issued Common stock div. distributable Common stock 15-83 500 500 LO 8 Explain the accounting for small and large stock dividends, and for stock splits. Large Stock Dividend Illustration: HH Inc. has 5,000 shares issued and outstanding. The per share par value is $1, book value $32 and market value is $40. 50% stock dividend is declared Retained earnings Common stock dividend distributable Debit 2,500 Credit 2,500 Stock issued Common stock dividend distributable Common stock 15-84 2,500 2,500 LO 8 Explain the accounting for small and large stock dividends, and for stock splits. Stock Dividend vs. Split Stock Split and Stock Dividend Differentiated If the stock dividend is large, it has the same effect on market price as a stock split. A stock dividend of more than 20–25 percent of the number of shares previously outstanding is called a large stock dividend. With a large stock dividend, transfer from retained earnings to capital stock the par value of the stock issued. 15-85 LO 8 Explain the accounting for small and large stock dividends, and for stock splits. Dividend Policy Stock Split To reduce the market value of shares. No entry recorded for a stock split. Decrease par value and increase number of shares. Illustration 15-10 15-86 LO 8 SPLITSVILLE WHAT’S YOUR PRINCIPLE 15-87 LO 8 Stock Splits • typically two-for-one, which would double the number of shares, each share worth half as much as before, thus generating no real economic value. • does not change any components of stockholders' equity except the number of shares increases, the par value decreases. The market value should remain the same – it simply divides the pie into more pieces but the pie stays the same size in total. • however, usually viewed as a positive signal. Studies show that stocks that split have returns outperforming those that don't. Obviously, stocks would only split when their value has been rising significantly. • reasons for splits: (1) popular trading range, where shares are traded for cheaper commissions in round lots (100 shares) (2) sends a positive signal (3) benefits brokers and others who make their living processing stock transactions • Going against the grain: consider Warren Buffet and his BerkshireHathaway stock (BRKA). 15-88 Stock Split Illustration: HH Inc. has 5,000 shares issued and outstanding. The per share par value is $1, book value $32 and market value is $40. 2 for 1 Stock Split No Entry -- Disclosure that par is now $.50 and shares outstanding are 10,000. 15-89 LO 8 Explain the accounting for small and large stock dividends, and for stock splits. Reverse Splits • results in less shares each worth more; not as common as forward stock splits • reasons for reverse stock splits: (1) avoid penny stock labels; however this can be viewed as additional bad news (e.g. when Webvan, a now defunct internet grocer, did a 1-for-25 reverse stock split) (2) increase marketability of stock when price is within popular trading range (3) force out small shareholders to gain control (e.g. in 1-for-3000 reverse split, anyone owning less than 3000 shares will end up with a partial share and their investment will be liquidated. Then the company can undergo a 1-for-3000 stock split to restore the stock to its original price!) (4) meet minimum stock prices required on some exchanges (Nasdaq de-lists stocks with prices less than $1 for 30 days). But some exchanges have rules that preclude reverse stock splits for this purpose. (5) reduce trading costs to investors 15-90 Dividend Policy Illustration: Luna Steel, Inc. declared a 30 percent share dividend on November 20, payable December 29 to stockholders of record December 12. At the date of declaration, 1,000,000 shares, par value $10, are outstanding and with a fair value of $200 per share. The entries are: 15-91 LO 8 15-92 DIVIDENDS UP, DIVIDENDS DOWN 15-93 LO 8 Dividend Policy Restrictions on Retained Earnings Restrictions are best disclosed by note. Restrictions may be based on the retention of a certain retained earnings balance, the ability to maintain certain working capital requirements, additional borrowing, and other considerations. Illustration 15-12 Disclosure of Restrictions on Retained Earnings and Dividends 15-94 LO 8 Summary of Dividend Entries 15-95 15 Stockholders’ Equity LEARNING OBJECTIVES After studying this chapter, you should be able to: 1. Discuss the characteristics of the corporate form of organization. 6. Describe the policies used in distributing dividends. 2. Identify the key components of stockholders’ equity. 7. Identify the various forms of dividend distributions. 3. Explain the accounting procedures for issuing shares of stock. 8. Explain the accounting for small and large stock dividends, and for share splits. 4. Describe the accounting for treasury stock. 9. Indicate how to present and analyze stockholders’ equity. 5. Explain the accounting for and reporting of preferred stock. 15-96 Presentation and Analysis of Equity Presentation 15-97 Illustration 15-13 LO 9 Presentation and Analysis of Equity Statement of Stockholders’ Equity Illustration 15-14 15-98 LO 9 Presentation and Analysis of Equity Analysis Analysts use stockholders’ equity ratios to evaluate a company’s profitability and long-term solvency. Three ratios: 1. Rate of return on common stock equity. 2. Payout ratio. 3. Book value per share. 15-99 LO 9 Analysis Rate of Return on Common Stock Equity Illustration: Marshall's Inc. had net income of $360,000, declared and paid preferred dividends of $54,000, and average common stockholders’ equity of $2,550,000. Illustration 15-15 Ratio shows how many dollars of net income the company earned for each dollar invested by the owners. 15-100 LO 9 Analysis Payout Ratio Illustration: Midgley Co. has cash dividends of $100,000 and net income of $500,000, and no preferred stock outstanding. Illustration 15-16 In the fourth quarter of 2011, 36 percent of the earnings of the S&P 500 was distributed via dividends. 15-101 LO 9 Analysis Book Value per Share Illustration: Uretz Corporation’s common stockholders’ equity is $1,000,000 and it has 100,000 shares of common stock outstanding Illustration 15-17 Amount each share would receive if the company were liquidated on the basis of amounts reported on the balance sheet. 15-102 LO 9 APPENDIX 15A DIVIDEND PREFERENCES AND BOOK VALUE PER SHARE Dividend Preferences Illustration: In 2014, Mason Company is to distribute $50,000 as cash dividends, its outstanding common stock have a par value of $400,000, and its 6 percent preferred stock have a par value of $100,000. 1. If the preferred stock are noncumulative and nonparticipating: Illustration 15A-1 15-103 LO 10 Explain the different types of preferred stock dividends and their effect on book value per share. APPENDIX 15A DIVIDEND PREFERENCES AND BOOK VALUE PER SHARE Illustration: In 2014, Mason Company is to distribute $50,000 as cash dividends, its outstanding common stock has a par value of $400,000, and its 6 percent preferred stock has a par value of $100,000. 2. If the preferred stock is cumulative and non-participating, and Mason Company did not pay dividends on the preferred stock in the preceding two years: Illustration 15A-2 15-104 LO 10 APPENDIX 15A DIVIDEND PREFERENCES AND BOOK VALUE PER SHARE 3. If the preferred stock is noncumulative and is fully participating: Illustration 15A-3 15-105 LO 10 APPENDIX 15A DIVIDEND PREFERENCES AND BOOK VALUE PER SHARE Illustration: In 2014, Mason Company is to distribute $50,000 as cash dividends, its outstanding common stock has a par value of $400,000, and its 6 percent preferred stock has a par value of $100,000. 4. If the preferred stock is cumulative and fully participating, and Mason Company did not pay dividends on the preferred stock in the preceding two years: Illustration 15A-4 15-106 LO 10 APPENDIX 15A DIVIDEND PREFERENCES AND BOOK VALUE PER SHARE Book Value Per Share Book value per share is computed as net assets divided by outstanding stock at the end of the year. The computation becomes more complicated if a company has preferred stock. Illustration 15A-5 15-107 LO 10 APPENDIX 15A DIVIDEND PREFERENCES AND BOOK VALUE PER SHARE Assume that the same facts exist except that the 5 percent preferred stock is cumulative, participating up to 8 percent, and that dividends for three years before the current year are in arrears. Illustration 15A-6 15-108 LO 10 RELEVANT FACTS - Similarities 15-109 The accounting for the issuance of shares and purchase of treasury stock are similar under both IFRS and GAAP. The accounting for declaration and payment of dividends and the accounting for stock splits are similar under both IFRS and GAAP. LO 11 Compare the procedures for accounting for stockholders’ equity under GAAP and IFRS. RELEVANT FACTS - Differences 15-110 Major differences relate to terminology used, introduction of concepts such as revaluation surplus, and presentation of stockholders’ equity information. Many countries have different investor groups than the United States. For example, in Germany, financial institutions like banks are not only the major creditors but often are the largest shareholders as well. The accounting for treasury share retirements differs between IFRS and GAAP. Under GAAP, a company has three options: (1) charge the excess of the cost of treasury shares over par value to retained earnings, (2) allocate the difference between paid-in capital and retained earnings, or (3) charge the entire amount to paid-in capital. Under IFRS, the excess may have to be charged to paid-in capital, depending on the original transaction related to the issuance of the shares. LO 11 RELEVANT FACTS - Differences 15-111 The statement of changes in equity is usually referred to as the statement of stockholders’ equity (or shareholders’ equity) under GAAP. Both IFRS and GAAP use the term retained earnings. However, IFRS relies on the term “reserve” as a dumping ground for other types of equity transactions, such as other comprehensive income items as well as various types of unusual transactions related to convertible debt and share option contracts. GAAP relies on the account Accumulated Other Comprehensive Income (Loss). Under IFRS, it is common to report “revaluation surplus” related to increases or decreases in items such as property, plant, and equipment; mineral resources; and intangible assets. The term surplus is generally not used in GAAP. In addition, unrealized gains on the above items are not reported in the financial statements under GAAP. LO 11 ON THE HORIZON The IASB and the FASB are currently working on a project related to financial statement presentation. An important part of this study is to determine whether certain line items, subtotals, and totals should be clearly defined and required to be displayed in the financial statements. For example, it is likely that the statement of changes in equity and its presentation will be examined closely. In addition, the options of how to present other comprehensive income under GAAP will change in any converged standard. 15-112 LO 11 IFRS SELF-TEST QUESTION Under IFRS, the amount of capital received in excess of par value would be credited to: a. Retained Earnings. b. Contributed Capital. c. Share Premium. d. Par value is not used under IFRS. 15-113 LO 11 IFRS SELF-TEST QUESTION The term reserves is used under IFRS with reference to all of the following except: a. gains and losses on revaluation of property, plant, and equipment. b. capital received in excess of the par value of issued shares. c. retained earnings. d. fair value differences. 15-114 LO 11 IFRS SELF-TEST QUESTION Under IFRS, a purchase by a company of its own shares results in: a. an increase in treasury shares. b. a decrease in assets. c. a decrease in equity. d. All of the above. 15-115 LO 11 Copyright Copyright © 2013 John Wiley & Sons, Inc. All rights reserved. Reproduction or translation of this work beyond that permitted in Section 117 of the 1976 United States Copyright Act without the express written permission of the copyright owner is unlawful. Request for further information should be addressed to the Permissions Department, John Wiley & Sons, Inc. 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