Forensic Approach to Company Analysis Identifying Early Warning Signs of Business Deterioration © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 1 Presenter Dan Mahoney, CFA, CPA Mr. Mahoney is the Global Director of Research for CFRA. In this capacity, he oversees the entire global research product and he is also Head of Industrials Research. He joined CFRA in 2003 as an analyst covering industrial companies. Prior to joining the company, Mr. Mahoney spent four years with Deloitte & Touche’s audit and forensic accounting groups. Mr. Mahoney holds an MBA from the University of Michigan and a BA in Economics and Accounting from the College of the Holy Cross. He was appointed to serve as a representative of the investor community on the Financial Accounting Standards Board’s Financial Accounting Standards Advisory Council as well as on the International Accounting Standards Board’s Capital Markets Advisory Committee. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 2 About CFRA Since 1994, CFRA has been the recognized leader in forensic accounting and quality of earnings research Aggressive accounting practices can be used to mask business deterioration We uncover underappreciated differences between reported financial results and underlying economic reality © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 3 Overall Learning Objective: Be able to spot red flags and identify accounting and financial reporting treatment that results in a more favorable picture of financial health than the underlying economics of the business support. Overview: Background – high level view of accounting risk Red Flag identification through screening Focus on manipulation of metrics most important to stakeholders: Revenues, Earnings, Gross Margin, Operating Margin, Non-GAAP metrics, Cash flows Beyond Red Flags – using in depth analysis to identify problems © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 4 Background on Aggressive Accounting and Fraud © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 5 Background: Accounting Fraud and Misstatements Accounting requires judgment, estimates, and interpretation of rules This leads to improper application of rules even if intentions are good Even the experts get it wrong: Center for Audit Quality, An Analysis of Alleged Auditor Deficiencies 37% of deficient audits from 1998-2010 involved “Incorrect/inconsistent interpretation or application of requirements of GAAP” Most prevalent issue related to revenues © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 6 “cutting corners” is common… Approximately 46% of global respondents in a recent Ernst & Young Fraud Survey agree that company management is likely to cut corners to meet targets* CFOs are even more pessimistic agreeing 52%! Total 23 CFO 19 26 Compliance 15 Internal audit 21 Legal 29 % Tend to disagree 13 25 29 32 % Strongly disagree 20 52% 10 25 24 20 17 46% 9 34 26 % Tend to agree 13 % Strongly agree Source: Ernst & Young Fraud Investigation and Dispute Services, 12th Annual Global Fraud Survey © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. Other Survey Findings • When presented with a list of possibly questionable actions that may help the business survive, the survey also found 47% of CFOs felt one or more could be justified in an economic downturn • Worryingly, 15% of CFOs surveyed would be willing to make cash payments to win or retain business and 4% view misstating a company's financial performance as justifiable to help a business survive 7 7 …and “cooking the books” is costly On average, firms lose 38% of their market values when news of financial misconduct is reported 100% 25% 9% 3% 62% Pre-Misconduct Reputation Loss Adjustment Loss Legal Loss Post-Misconduct Source: “The Cost to Firms of Cooking the Books”, Jonathan M. Karpoff, D. Scott Lee, and Gerald S. Martin © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 8 Identifying Red Flags Through Screening © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 9 Identifying Red Flags: Screening for Earnings Quality Important Things to Consider with Screening Seasonality Impact of acquisitions (use cash flow statement as sanity check) Relative importance of accounts to industry (deferred revs in Software) Analysis must be done relative to both historic trends and forward expectations Use end of period balances for balance sheet accounts Excess Weight and Attention Should be Paid to Revenue Accounts Revenue recognition by far biggest area for accounting related fraud Pressure on management to show revenue growth vs. other performance areas Benefit of leverage provides largest bang for buck from revenue manipulation © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 10 Identifying Red Flags: Screening for Earnings Quality Quantitative Quality of Earnings Metrics CFFO – Net Income Accounts Receivable (DSO) Deferred Revenues Inventory (DSI) DSI vs. Gross Margins DSI vs. Accounts Payable (DSP) Inventory to Forward Sales Allowance for Doubtful Accounts/Gross Accts. Receivable Bad Debt Expense/Sales Inventory Obsolescence Provisions Warranty Expense/Sales © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 11 Accruals as a First Step: CFFO - NI These abnormal increases in assets or decreases in liabilities can be captured in total by looking at accruals. Adoption of new rev. rec rule. The most basic way to capture these accruals is by looking at Cash Flow from Operations (CFFO) relative to net income. CFFO – NI is generally the first layer of screening for nonfinancial companies. Should a company fail this initial screen, we generally dig in deeper for the cause of the CFFO shortfall. Often helpful to track this metric on a trailing 12-month basis © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 12 Other High Level Red Flags to Consider High external financing needs Point in cycle – fraud/misstatements tend to peak at end of boom Pressure on managers to keep good times going Investor, regulator complacency Firm performance – tend to outperform prior to identification Management Performance Factors/Incentives M&A Activity Auditor Changes © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 13 Beyond Red Flags: Identifying Manipulation and Deteriorating Performance © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 14 Part One: Revenue “Since we established that goal, we made a business decision to offer selected customers installment payments…” -Company representative explaining a massive increase in unbilled DSO during the 3/06 2006 earnings call © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 15 Boosts to Reported Revenue Transition to more aggressive revenue recognition policies and practices End of period ‘buzzer’ sales Extended payment terms / increased customer financing Watch companies with financing arms that can “print their own top line” Change in critical revenue timing: sell in vs. sell through Deferral of revenue vs. provisioning when uncertainties exist Revenues recorded from pure book-keeping entries Percentage of completion project adjustments Revenue unbundling, or change in allocation of elements Change in provision estimates ‘Grossing up’ revenue Revenues that lack economic substance Recording revenues when the customer is not obligated to pay Concurrent negotiation of sales and supply agreements Giving customers something of value as a quid pro quo © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 16 Revenue Accounts: Accounts Receivable (DSO) •When receivables rise relative to revenues, our concern is generally not one of receivable quality but rather of more aggressive revenue recognition. Notice the relative seasonal increase. DSO usually declines from Q1-Q2. •This can be due to several factors: •More aggressive revenue recognition policies. •Stuffing the channel with late quarter sales. •Providing extended payment terms to boost sales. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 17 Revenue Accounts: Deferred Revenues • Great indicator of potential revenue games and/or weak future revenues. Lower deferreds could mean: • More aggressive revenue recognition that results in the “stealing” of revenues usually deferred. • Failure to replenish recognized revenues with future stream of revenues. • We screen for declines in deferred revenues as measured in days sales, DSDR. • DSDR decline of greater concern when coupled with an increase in DSO. • Make sure deferred revenue is being compared to related revenue. Some revenues may not flow through deferred revenue © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 18 Revenue Accounts: Deferred Revenues • Always look at deferred revenues relative to forward expectations. • If expectations for revenue growth match deferred revenue, concern is lessened. • Always look at DSDR in tandem with DSO as company may be “grossing up” © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 19 Trade Receivables – Software AG (SOW.GR) In Q4 2012 DSO increased significantly. The Company did not discuss current receivables but attributed the rise in the LT receivables to one transaction: “So as you correctly said, this transaction exceeding one deal is a multi-year maintenance contract which was paid to a trustee account. So as it is a trustee account and we do not have direct access to that…we need to show those as accounts receivable. That is the story behind it. So very easy.” – 4Q12 earnings call EUR millions, except days Trade receivables - current Trade receivables - NC Total trade receivables, as reported Multi-year contract Total trade receivables, as estimated License and Service rev DSO - current trade receivables DSO - NC trade receivables Total DSO, using reported figures YoY change - days Total DSO, using estimated figures YoY change - days 4Q12 307 35 341 -13 329 177 158 18 176 27 170 21 4Q11 305 13 318 4Q10 338 13 351 4Q09 329 11 340 318 195 143 6 149 10 149 10 351 231 133 5 138 -11 138 -11 340 208 144 5 149 149 Software AG told CFRA that the contract only accounted for €13 million. Excluding this item, DSO was up 21 days, suggesting the extension of payment terms. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 20 Extending Payment Terms and Late Quarter Shipments – First Solar (FSLR) In Q1 2009, DSO increased significantly: 2008 10-K ( ) “We do not offer extended payment terms or rights of return for our sold products.” 3/2009 10-Q “The increase in accounts receivable was mainly due to the amendment of certain customers' long-term supply contracts, that extended our customers’ payment terms from 10 days to 45 days, net as well as the timing of shipments to customers during the three months ended March 28, 2009.” Explanation We extended payment terms as we are no longer working capital constrained, did not want to further stress customers, and because we shipped more from Malaysian factories and shipments from Malaysian factories take longer time than those from U.S. and German factories. given to CFRA FSLR’s extension of payment terms to customers suggested downstream weakness, as customers needed support. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 21 Extending Payment Terms, Acceleration of Revenue, Rebates – First Solar (FSLR) First So lar Inc. (FSLR) 1-Jun-2009 to 30-Apr-2010 (Daily) G IC S In d u str y: S e m ic o n du c tor s & S e m ic o n du c to r E q u ip m e n t G IC S S e c to r: In for m a tio n Te c h no lo g y G IC S S u b -Ind u s try: S e m i co n d uc to rs Hig h : 19 6 .2 50 L ow : 9 8 .71 0 L a st: 1 4 3.9 8 0 200 4/13/10: Removal from Biggest Concerns List 7/30/09: FSLR falls 11% on Q2 earnings release. 180 160 2/18/10: FSLR falls 8% On Q4 earnings release 140 6/10/09: CFRA Report: “Revenue Growth at Risk” 120 10/28/09: FSLR falls 17% on Q3 earnings release 100 Vo lu m e in Milli on s (m a x/avg ) 13 3 Ju n Ju l Data Source: Prices / Exshare Au g Sep O ct No v D ec Ja n Fe b Ma r Ap r *Postscript: FSLR was added to our Biggest Concerns List again in 2011. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 22 Hiding Receivables Problems Example: Velti PLC (VELT) Where do you find receivables? • Look for A/R in accounts such as “other current assets” or “other long-term assets” • Also look for classifications such as “notes receivable” and “financing receivables” • VELT provided a DSO figure that included only trade receivables. At the same time, other receivables and unbilled receivables were surging. We estimated total DSO increased from 128 days in Q4 2010 to 184 days in Q1 2011 © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 23 Hiding Receivables Problems Example: Velti PLC (VELT) Curiously, under the Company’s own calculation, DSO declined to 86 days in 4Q11 from 121 days during 4Q10. Velti’s DSO relates to trade receivables only. Company DSO excludes: accrued contract (unbilled) receivables, other receivables (receivables waiting to be factored) notes receivables (post-dated checks) Thus, the Company’s presentation of its DSO was not indicative of the true risk profile heading into 2012. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 24 Hiding Receivables Problems Example: Velti PLC (VELT) CFRA Report CFRA Report CFRA Report CFRA Report: Elevated Receivables Highlight Revenue Risk © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 25 Printing your own top line… Conn’s (CONN) Curiously, CONN was delivering extremely “healthy” SSS while retailers selling similar product were struggling: Ticker^ CONN BBY RCII Q3/2013 Q2/2013 Q1/2013 Q4/2012 35.1% 18.4% 16.5% 7.0% 0.3% -0.8% -0.6% -1.6% -1.3% -4.3% -1.4% -0.2% Q3/2012 Q2/2012 Q1/2012 Q4/2011 12.6% 21.5% 17.8% 12.1% -5.1% 1.2% -3.3% 2.8% -5.2% 7.1% -1.0% 2.7% Q3/2011 Q2/2011 Q1/2011 18.9% -12.8% -3.9% -0.3% 2.0% -3.8% -0.3% -3.1% 0.1% ^CONN has a January year-end. BBY has a February year-end, and RCII has a December year-end. Part of it could be explained by positive mix shift, but lending to drive comp store sales was seemingly a bigger driver… SSS Receivables yoy Q3/2013 Q2/2013 Q1/2013 Q4/2012 35.1% 18.4% 16.5% 7.0% 944.8 843.1 773.4 741.5 38.2% 27.4% 21.8% 15.3% Q3/2012 Q2/2012 Q1/2012 Q4/2011 12.6% 21.5% 17.8% 12.1% 683.7 661.7 635.2 643.3 12.9% 10.3% 1.6% -4.8% Q3/2011 Q2/2011 Q1/2011 18.9% -12.8% -3.9% 605.7 599.7 625.5 -10.5% -15.1% -10.7% … especially when the “buyer” can borrow for free^: Receivables % promo promo $s Q3/2013 Q2/2013 Q1/2013 Q4/2012 944.8 843.1 773.4 741.5 33.4% 31.9% 30.6% 27.3% 315.6 268.9 236.7 202.4 Q3/2012 Q2/2012 Q1/2012 Q4/2011 683.7 661.7 635.2 643.3 23.5% 21.0% 17.7% 14.8% 160.7 139.0 112.4 95.2 Q3/2011 Q2/2011 Q1/2011 605.7 599.7 625.5 11.2% 9.2% 9.7% 67.8 55.2 60.7 ^CONN offers six-month and 12-month interest free plans to further encourage buying © 2014 CFRA. All rights reserved. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 26 26 Printing your own top line… Conn’s (CONN) 12/11/2013: CFRA continues to caution that aggressive lending is not sustainable. Either sales or margins (or both) must “give:” 2/20/2014: CONN preannounces Q4/2014 and provides disappointing guidance for F2015. Guidance is based on slowdown in electronics sales and increased credit losses. 10/2/2013: CFRA adds CONN to Biggest Concerns List as sales are driven by increasingly loose lending. © 2014 CFRA. All rights reserved. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 27 27 Revenue on Long-Term Contracts - Saipem (SPM.IM) Unbilled percentage-of-completion (POC) receivables exceeded the overbilled POC liability (deferred revenue) by €740m at June 2012. In contrast, the POC liability exceeded the POC receivable by €154m at June 2011. Cumulative revenue recognized on outstanding projects increased by 27% (to €6,096m), while cumulative billings increased by only 9% (to €5,365m). Thus, revenue growth significantly exceeded billings growth. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 28 Revenue on Long-Term Contracts - Saipem (SPM.IM) In fact, H1 2012 was the first time the POC receivable had exceeded the POC liability in three years: Saipem acknowledged timing issues and revenue recognized on change orders and claims: “…the increase of WIP [unbilled receivables] is due to the different lag time between progress and invoicing milestone and to recognition of additional revenue associated to change order/claim deemed probable and reasonably estimated.” – communication with CFRA, emphasis added © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 29 Saipem (SPM.IM) Saip em S.p.A. (SPM-IT) 1-Jun-2012 to 14-Feb -2013 (Daily) G IC S In d u str y: E n er g y E q ui pm e nt & S e r vic e s G IC S S e c to r: E n e rg y G IC S S u b -Ind u s try: O il & G a s E qu ip m e n t & S e rvi ce s Hig h : 40 .1 2 0 L ow : 1 8 .61 0 L a st: 2 0 .8 5 0 40 36 9/10/12: Added to Biggest Concerns List 32 28 1/30/13: Shares fall 34% after the company issues a profit warning. and sharply lower EBIT guidance for FY13, citing lower recovery on claims for additional costs, more conservative Vo lu mapproach e in Milli on s (m a x/avg ) to project margins and execution and delays to new awards. 12/6/12: Shares fall as executives resign and are suspended as the company investigates fraud in Algerian contracts. 24 20 52 2 Ju n Data Source: Exshare Ju l Au g Sep O ct No v © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. D ec Ja n 30 Part Two: Gross and Operating Margin “During the fourth quarter, we developed new information indicating that our exposure to future warranty claims for units already sold would be much lower than anticipated. Using this new information resulted in the reversal of…” -BRLC representative discussing a warranty reversal during the 6/07 earnings call © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 31 Gross & Operating Margin Benefits Use of more aggressive estimates for expenses Inventory excess and obsolescence Product warranty and returns Provision for bad debts Changes to revenue reserves Percentage-of-completion adjustments Depreciable Lives Hiding inventory problems Over-manufacturing to keep lower per-unit cost basis Sales of previously written-down inventory Capitalizing normal operating costs – R&D, Marketing, etc. Excluding basic business expenses from pro forma results / EBITDA Cutting discretionary, but necessary spending Including one-time gains as a reduction of operating expense Gain on sale of assets Adjustments to prior period charges Pension Income © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 32 Inventory (DSI) • Inventory is generally screened first by looking at Days Sales in Inventory (“DSI”) • Seasonality is important as certain companies build inventory prior to peak periods of demand • Inventory relative to forward sales is extremely important as companies will often indicate that inventory is higher to meet future demand • Mix of inventory is also important, look for higher finished goods © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 33 Unsustainable Margins Supported by DSI Growth – Joseph A. Bank (JOSB) …Margins at JOSB were falling despite big ramp in inventory. …Company was guiding to maintaining margin deterioration of approximately 1-1.5%... …AND promised to reduce inventory levels IS THIS POSSIBLE? © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 34 Example: JOSB, cont. …Well, no …Inventory reductions generally come at the expense of weaker margins… …On 10/12 earnings call, management highlighted “additional markdowns and promotional activity” © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 35 Example: JOSB, cont. And then things got worse…massive reduction in guidance for Jan 13 quarter HAMPSTEAD, Md., Jan. 25, 2013 (GLOBE NEWSWIRE) - JoS. A. Bank Clothiers, Inc. (JOSB) announces that net income for fiscal year 2012 is expected to be approximately 20% lower than net income for fiscal year 2011. Actual results will depend on, among other things, sales for the remainder of the year, expenses and normal year-end processing. Fiscal year 2012 is a 53-week year which will end February 2, 2013; fiscal year 2011 was a 52 week year which ended January 28, 2012. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 36 Discretionary Expenses: Warranties • Requires a substantial amount of management estimation and discretion • Company must record warranty expense in the period the product is sold, not the period in which the warranty claim is made • Expense driven by expectation of future claims on current period sales rather than current claims paid out on prior period sales (although prior claims are used to form estimate) • Companies frequently make adjustments to warranties related to prior period sales • Directly impacts gross margin Warranty Exp. As % of Sales Company Apple Inc. Ciena Cisco Systems Inc. Diebold Inc. Dell Inc. EMC Corp. Hewlett-Packard Co. Harris Corp. Itron Inc. Lexmark International Netgear, Inc. Seagate Technology Western Digital Corp. Xerox Tkr AAPL CIEN CSCO DBD DELL EMC HPQ HRS ITRI LXK NTGR STX WDC XRX Industry Group Tech Hardware & Equip Tech Hardware & Equip Tech Hardware & Equip Tech Hardware & Equip Tech Hardware & Equip Tech Hardware & Equip Tech Hardware & Equip Tech Hardware & Equip Tech Hardware & Equip Tech Hardware & Equip Tech Hardware & Equip Tech Hardware & Equip Tech Hardware & Equip Tech Hardware & Equip 2011 1.50% 1.06% 1.06% 1.76% 1.65% 0.87% 2.07% 0.31% 2.40% 2.16% 5.10% 1.80% 1.68% 0.13% 2010 1.38% 1.24% 1.17% 2.74% 1.70% 0.71% 2.09% 0.92% 1.71% 2.12% 6.86% 1.31% 1.88% 0.15% 2009 1.03% 2.96% 1.04% 2.48% 1.87% 1.04% 2.17% 0.87% 0.89% 2.28% 6.27% 2.40% 1.61% 0.22% © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 2008 2.47% 1.70% 1.29% 1.57% 1.93% 1.08% 2.75% 0.48% 0.74% 2.23% 6.25% 2.19% 1.20% 0.22% 2007 0.95% 1.63% 1.46% 1.13% 1.92% 1.14% 2.51% 0.56% 0.96% 2.38% 6.24% 2.49% 0.97% 0.23% 2006 1.88% 2.57% 1.56% 0.93% 2.19% 1.42% 2.65% 0.68% 1.57% 3.49% 7.93% 2.09% 1.06% 0.27% 37 Dramatic Decline in the Warranty Returns Provision Helen of Troy (HELE) Constructing the quarterly movements in this account from roll-forward disclosure in the footnotes showed a dramatic decline in Q4 2/2005: 5% Warranty Return Provision/Revenue 4% 3% 2% 1% 0% Q1, 5/03 Q2, 8/03 Q3, 11/03 Q4, 2/04 Q1, 5/04 Q2, 8/04 Q3, 11/04 Q4, 2/05 Question: If HELE under-accrued in Q4, what might happen in the next quarter? © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 38 Dramatic Decline in the Warranty Returns Provision Helen of Troy (HELE) As we expected, this Q4 earnings boost was not sustainable as the warranty returns provision actually hurt earnings in the subsequent quarter as it jumped to an 8-quarter high: 5% Warranty Return Provision/Revenue 4% 3% 2% 1% 0% Q1, 5/03 Q2, 8/03 Q3, 11/03 Q4, 2/04 Q1, 5/04 Q2, 8/04 Q3, 11/04 Q4, 2/05 Q1, 5/05 Note: Although HELE’s warranty returns provision is an offset to revenue, its greater impact is on margins and earnings. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 39 Dramatic Decline in the Warranty Returns Provision Helen of Troy (HELE) Helen of Troy Corp. (HE LE ) 3- Jan- 2005 to 30- Dec- 2005 ( Daily) 2/22/05: HELE guides down Q4 (2/05) revenue and earnings expectations. 34 32 7/11/05: HELE announces Q1 (5/05) earnings. EPS misses consensus. 5/16/05: HELE files its 2/05 10-K 30 28 26 2/3/05: CFRA Report: “Revenue Growth Aided by Extended Payment Terms in Q3 (11/04)” 5/26/05: CFRA Report: “Q4 Results Boosted by Drop in Warranty Provision” 7/18/05: CFRA Report: “Continued Concerns with Core Growth, Receivables, & Inventory” 11/2/05: CFRA Report: “Bloated Inventory May Hurt Margins as Revenue Falls” 24 22 20 18 10/11/05: HELE announces Q2 (8/05) earnings. EPS misses consensus. Vo lu m e in T ho u s an d s (m ax /a vg ) 16 4807 286 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Data Source: Prices / Exshare © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 40 Discretionary Expense: Bad Debt Expense • Bad debt expense should be relatively stable over time • Changes may occur due to deterioration in credit quality of customers • Two ways to identify potential manipulation of these accounts: • Allowance relative to gross accounts receivable • Bad debt expense relative to sales • Bad debt expense provides direct income statement impact…but • Generally not available for screening © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 41 Negative Bad Debt Expense – Lennox Intl. (LII) In Q3 2010, LII recorded negative bad debt expense (a reversal) of $1.1m, compared to the quarterly average of $3.4m in expense and $3.7m in the year-ago period. With this benefit, quarterly EPS grew 15%. Without this benefit, would have been 7%. With this benefit, quarterly operating margin was 8.4%. Would have declined to 7.7% without the benefit (vs. 8.8% in prior year). © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 42 Negative Bad Debt Expense – Lennox Intl. (LII) LII told CFRA that the reversal was a function of an improvement in market conditions and credit outlook after the downturn in housing. Our Take: Whether or not a reversal is justified, it is not a sustainable source of earnings growth. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 43 Negative Bad Debt Expense – Lennox Intl. (LII) Lennox Internatio nal Inc. (LII) 1-Nov-2010 to 1-No v-2011 (Daily) G IC S In d u str y: B u ild in g P ro d uc ts G IC S S e c to r: In d us tr ia ls G IC S S u b -Ind u s try: B u ild in g P r od u c ts Hig h : 54 .1 0 0 L ow : 2 4 .37 0 L a st: 3 1 .1 2 0 55 10/18/11: Removal from Biggest Concerns List 50 45 4/26/11: Q1 2011 earnings miss expectations. 40 35 12/10/10: Added to Biggest Concerns List 7/26/11: Q2 2011 earnings miss expectations. FY 2011 Guidance is lowered. 30 25 Vo lu m e in T ho u s an d s (m ax/a vg ) 3 9 06 570 No v D ec Data Source: Prices / Exshare Ja n Fe b Ma r Ap r Ma y Ju n Ju l © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. Au g Sep O ct 44 Discretionary Expenses: Inventory Obsolescence The reserve for obsolescence should stay relatively constant relative to gross inventories Also check the provision relative to cost of sales to gauge the direct impact of changes in the reserve on earnings Disclosure of this reserve is spotty and very rarely available on more than an annual basis Directly impacts gross margin ASML © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. No movement in reserve despite sharply higher inventory. 45 Capitalization of Product Development Costs – ZTE (763.HK) Deferred product development costs increased notably. Area of discretion. Earnings are affected. Did not see the same increase at peers Alcatel-Lucent and Ericsson. Another peer Huawei, decided not to capitalize these costs. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 46 Capitalization of Market Development Costs – ZTE (763.HK) Capitalization of market development costs began in June 2011. No disclosure on what these costs are or why they began to be capitalized in 2011. Only a brief mention. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 47 Capitalization of Costs – ZTE (763.HK) ZT E CORP H (763-HK) 1-Feb-2012 to 30-No v-2012 (Daily) G IC S In d u str y: C om m u n ic atio n s E q ui pm en t G IC S S e c to r: In for m a tio n Te c h no lo g y G IC S S u b -Ind u s try: C o m m u n ic a tio ns E q u ip m e n t Hig h : 23 .8 5 0 L ow : 9 .2 30 L a st: 1 1 .7 0 0 24 22 20 10/15/12: Stock falls 16% after a profit warning. Revenue and earnings disappoint. Margins decline significantly. 3/13/12: Added to Biggest Concerns List 18 16 14 12 7/16/12: Stock falls 16% after a profit warning. Revenue and earnings disappoint. 10 Vo lu m e in Milli on s (m a x/avg ) 67 8 Fe b Data Source: Exshare Ma r Ap r Ma y Ju n Ju l Au g Sep © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. O ct No v 48 Part Four: Non-GAAP Metrics “There are no third-party standards or requirements governing the calculation of bookings.” -Comment in ACN’s 2012 10-K © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 49 Non-GAAP Metrics/Key Performance Indicators (KPIs) Presentation and disclosure of KPIs gaining increased attention from regulators and auditing profession Metrics presented in earnings releases and MD&A are not audited Changes in how metrics are calculated are often not highlighted …during the November 5 earnings call with analysts, the then-CEO announced a slight improvement in the “retention rate” (a key metric of retained business often used to compare PBM companies), without disclosing that CVS had changed how it calculated the rate, thereby concealing the full extent of lost PBM business. - SEC complaint against CVS Caremark Corp., filed April 8, 2014 © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 50 Non-GAAP Metrics/Key Performance Indicators (KPIs) Non-GAAP Metrics by Sector Industrials and Tech - Bookings, backlog, users, subscribers Healthcare – Bookings, backlog, or measure of revenue runrate Retail - same-store-sales, inventory per sq ft Acquisitive Companies - pro forma growth, organic growth, etc. Banking and Insurance – Statutory filing data What are we Looking for with Non-GAAP Metrics Changes in focus of management presentation Non-traditional definitions of metrics Inconsistent definitions of metrics Divergence between Non-GAAP, GAAP and /or statutory data metrics © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 51 Shifting Compensation from Cash to Stock – Spreadtrum Communications (SPRD) SPRD’s share-based compensation was increasing: SPRD actually acknowledged a “voluntary salary deduction exchange for shares program adopted in 2012.” (per the 20-F) Share-based compensation is often excluded from non-GAAP earnings: Shifting some employee compensation from cash to stock could boost nonGAAP earnings. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 52 R&D Capitalization – Elekta AB Rising Cost Capitalization, what is the rationale? Elekta’s 41.7% of its total R&D spend in Q3’14, up from 25.3% and 33.8% in previous two Q3s What is the rationale? Company also changed KPI to EBITA from operating income because “it’s clearer on the underlying performance of our business, particularly when we do a big R&D project.” Note, use of EBITA results in higher R&D capitalization never hitting KPI © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 53 Unusual Organic Growth Rate – Li & Fung (494.HK) H1 2011 conf. call, August 2011 Li & Fung Management: CFRA Analysis: Organic growth Organic growth is 10-16% is 3.8% in 2011 Question: “…if you could clarify…what your organic growth was in both the Trading and Distribution businesses.” Answer: “I have only overall for the Company right now. It was about 10%.” FY 2011 “Our growth organically is between conf. call, 10%, 15%, 16% organically.” March 2012 Why the disconnect between Li & Fung’s estimates and our estimates? © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 54 Unusual Organic Growth Rate – Li & Fung (494.HK) Li & Fung told CFRA that the organic growth rate mentioned in the conference call was calculated in the same way they presented organic growth in a June 2011 analyst day presentation, which was a CAGR: © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 55 Unusual Organic Growth Rate – Li & Fung Problems with using a compound annual growth rate: A 20-Year CAGR isn’t helpful. Li & Fung’s reference to a 20-year organic CAGR doesn’t help us understand how fast the business is growing now. Li & Fung wasn’t clear about it. Li & Fung’s discussion of organic growth in its results conference calls did not explicitly acknowledge that the calculation was a 20-year CAGR. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 56 Unusual Organic Growth Rate – Li & Fung Li & Fung Ltd. (494-HK) 1-May-2012 to 1-No v-2012 (Daily) G IC S In d u str y: D is tr ib u tor s G IC S S e c to r: C o ns u m e r Di sc r e ti on a r y G IC S S u b -Ind u s try: D is tri bu to rs Hig h : 17 .2 8 0 L ow : 1 1 .46 0 L a st: 1 3 .1 0 0 8/9/12: Stock falls as revenue growth disappoints. 17 16 15 14 13 8/3/12: CFRA Report: Revenue from Acquisitions Obscures Weak Organic Growth 12 Vo lu m e in Milli on s (m a x/avg ) 353 25 Ma y Data Source: Exshare Ju n Ju l Au g Sep © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. O ct 57 Unusual Organic Growth Rate – Li & Fung Postscript: In H1 2012, Li & Fung added yearly organic growth in its investor presentation, confirming that organic growth was 4% in 2011: © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 58 An Increase in an Expense is “Exceptional” - Comba Comba’s R&D expense increased by HK$151m in 2011: from HK$211m in 2010 to HK$362m in 2011. Comba said the increase was “exceptional”, stripping it out of pro-forma earnings: No suggestion that the increase was really exceptional. In fact, R&D expense increased further in 2012. © 2014 CFRA. All rights reserved. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 59 59 Comba Postscript After 2012, Comba started capitalizing certain development costs (from 2013 Annual Report): During the Current Year, R&D costs decreased significantly by 45.0% to HK$207,158,000 (2012: HK$376,766,000), representing 3.6% (2012: 5.9%) of the Group’s revenue. The decrease in R&D costs was mainly due to the capitalization of certain development costs. During the Current Year, a total of HK$108 million development costs was capitalized (after amortization). The Group has maintained an optimal level of investment in R&D to stay ahead of the latest technological innovation so as to take advantage of new business opportunities. (emphasis added) © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 60 Questions ? © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 61 Client Services + 1 (212) 981-1062 Email cservices@cfraresearch.com The content of this report and the opinions expressed within are those of CFRA. This analysis has not been submitted to, nor received approval from, the United States Securities and Exchange Commission or any other regulatory body. While CFRA exercised due care in compiling this analysis, CFRA AND ALL RELATED ENTITIES SPECIFICALLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, regarding the accuracy, completeness or usefulness of this information. and assumes no liability with respect to the consequences of relying on this information for investment or other purposes. In particular, the research provided is not intended to constitute an offer, solicitation or advice to buy or sell securities. CFRA’s financial data provider for financial companies is SNL FINANCIAL LC. CONTAINS COPYRIGHTED AND TRADE SECRET MATERIAL DISTRIBUTED UNDER LICENSE FROM SNL. FOR RECIPIENT’S INTERNAL USE ONLY CFRA, CFRA Accounting Lens, CFRA Legal Edge, CFRA Score, and all other CFRA product names are the trademarks, registered trademarks, or service marks of CFRA or its affiliates in the United States and other jurisdictions. CFRA Score may be protected by U.S. Patent No. 7,974,894 and/or other patents. If you have any comments or questions, please contact cservices@cfraresearch.com. © 2014 CFRA. All rights reserved. This document may not be reproduced or redisseminated in whole or in part without prior written permission from CFRA.. 62