Acct 592 – Spring 2011 Prof. Teresa Gordon Solution - Example #4 - Restricted Stock Offering (RSO) Graded Vesting with Straight-line attribution On December 24, 2011, for a Christmas bonus, Colfax Calendars Corporation (CCC) offered each of its top managers the right to purchase shares of its $5 par value common stock at less than its market value. CCC's stock was selling for $40 per share (on 12/24/11) and the managers were allowed to purchase up to 1,000 shares each for $10 per share. However, there were some restrictions attached to this offering. First, the employees had to make up their minds and purchase the shares before December 31, 2011. Second, the stock was restricted such that the employees could not sell the stock for ten years. In addition, they could not use the stock for collateral during this period. If they left the employment of CCC while the stock was restricted, the corporation would buy the stock back at $10 per share. This restriction would be lifted each year for years 6 to 10. That is, 20 percent of the shares purchased would become unrestricted at the end of each year from 2017 through 2021. By December 31, 2011, CCC employees had purchased 30,000 of these restricted shares (RSOs). Assume that the corporate tax rate is 40% in all years. The market prices at the vesting dates are included in the following time-line. The fair values for each tranche are displayed in the table below. The income tax rate is 40%. The company gets a tax deduction equal to the difference between the market price on the vesting date and the option price paid by the employee at the grant date. Anticipated turnover is 1% per year. 1 12/24/11 Grant date 12/31/11 12 Measurement date 2 3 13 4 14 5 15 Exercise Period 16 6 $57 17 7 $60 18 8 $62 19 9 $56 20 10 $65 21 Implied Service Period Vesting date Fair value Number of Shares Expected to Vest 12/31/17 12/31/18 12/31/19 12/31/20 12/31/21 $44.00 $45.00 $46.00 $47.00 $48.00 6,000 * .996 = 5,649 6,000 * .997 = 5,592 6,000 * .998 = 5,536 6,000 * .999 = 5,481 6,000 * .9910 = 5,426 27,684 Total Compensation to Recognize 248,556 251,640 254,656 257,607 260,448 1,272,907 Market Price at Vesting Shares that Actually Vest $57.00 $60.00 $62.00 $56.00 $65.00 6,000 6,000 5,600 5,600 5,000 28,200 Note that the information in the final two columns is not known initially – facts are provided in this format for simplicity to provide data needed to prepare the journal entries. Note that no adjustments to the original assumption regarding forfeitures was needed during the 10 year period. 12/31/2011 Cash Deferred compensation Restricted Stock Plan debit 300,000 1,272,907 credit 1,572,907 Note that deferred compensation expense is an owners’ equity contra-account to Restricted Stock Plan Assume no shares are redeemed during period 2011 through 2017 Документ1 as of 4/11/20 Page 1 Acct 592 – Spring 2011 Prof. Teresa Gordon Same entry would be made each year for 10 years – assuming no adjustment to forfeiture rate is necessary: See ASC 718-20-55-33 (SFAS123R, para. A103) - we must adjust compensation expense to ACTUAL number vested. With the straight-line method, it makes sense to wait to adjust until the last tranche vests. If we were using the graded vesting method (treating each tranche separately), we would probably need to adjust to actual at the vesting date of each individual tranche. 12/31/2012 thru 12/31/2021 Compensation expense Deferred tax expense (I/S) Deferred income taxes (asset) Deferred compensation Debit 127,291 Credit 50,916 50,916 127,291 Beginning in year 2017, the shares begin to vest and 20% of restricted stock is exchanged for common stock and a tax benefit is recognized for the difference between the price of the restricted shares at grant ($10) and the market price at vesting when they become unrestricted. 12/31/2017 Market price at vesting $57.00 Restricted stock purchase price $10.00 Tax deduction per share $47.00 Tax deduction = $47 * 6,000 shares vested = 282,000 * 40% = tax savings of 112,800. Remove from deferred tax asset: $44 fair value * 6,000 options * 40% tax rate = $105,600 Excess tax deduction = ($47 - $44 fair value) = $3 * 6,000 * 40% = $7,200 Per share 12/31/2017 Restricted Stock Plan ($10 paid + $44 FV) $54.00 Common stock $5.00 Pd in capital in excess of par $49.00 Number of shares that actually vest= 6,000 12/31/2017 Income taxes payable ($47 * 40% * 6,000 vested) $18.80 Deferred income taxes ($44 * 40% * 6,000 vested) $17.60 Income tax expense (deferred) APIC - excess tax deductions (see above) Income tax expense (current) Debit $324,000 Credit 30,000 294,000 502,207 502,207 112,800 105,600 105,600 7,200 105,600 218,400 218,400 ASC 718-10-35-8 (SFAS 123R Para. 42 test): The amount of compensation expense recognized so far must be at least 20% of total: Check: $127,291 * 6 years = 763,746 divided by $1,272,907 = 60% OK 12/31/2018 Market price at vesting $60.00 Restricted stock purchase price $10.00 Tax deduction per share $50.00 Tax deduction = 6,000 shares vested * $50 = 300,000 * tax rate 40% = tax savings of 120,000 Remove from deferred tax asset: $45 fair value * 6,000 options * 40% tax rate = $108,000 Excess tax deduction = ($50 - $45 fair value) = $5 * 6,000 * 40% = $12,000 Per share Debit 12/31/2018 Restricted Stock Plan $55.00 $330,000 Common stock $5.00 Pd in capital in excess of par $50.00 Income taxes payable $20.00 120,000 Deferred income taxes $18.00 Income tax expense (deferred) 108,000 APIC-excess tax deduction Income tax expense (current) Credit 30,000 300,000 108,000 12,000 108,000 ASC 718-10-35-8 (SFAS 123R Para. 42 test): The amount of compensation expense recognized so far must be at least 40% of total: Check: $127,291 * 7 years = 891,037 divided by $1,272,907 = 70% OK Документ1 as of 4/11/20 Page 2 Acct 592 – Spring 2011 Prof. Teresa Gordon During 2019, 2 executives quit and were reimbursed for 600 shares each (600 shares * $10 * 2 = $12,000) Debit Credit Restricted stock plan $12,000 Cash $12,000 We will adjust compensation expense to actual at the vesting of the last tranche because we are using straight-line attribution method. 12/31/2019 Market price at vesting $62.00 Restricted stock purchase price $10.00 Tax deduction per share $52.00 Tax deduction = $52 * 5,600 shares vested = 291,200 * 40% = tax savings of $116,480. Remove from deferred tax asset: $46 fair value * 5,600 options * 40% tax rate = $103,040 Excess tax deduction = ($52 - $46 fair value) = $6 * 5,600 * 40% = $13,440 Per share Debit 12/31/2019 Restricted Stock Plan $56.00 $313,600 Common stock $5.00 Pd in capital in excess of par $51.00 12/31/2019 Income taxes payable $20.80 116,480 Deferred income taxes $18.40 Income tax expense (deferred) 103,040 APIC - excess tax deduction Income tax expense (current) Credit 28,000 285,600 103,040 13,440 103,040 ASC 718-10-35-8 (SFAS 123R Para. 42 test): The amount of compensation expense recognized so far must be at least 60% of total: Check: $127,291 * 8 years = 1,018,326 divided by $1,272,907 = 80% OK 12/31/2020 Market price at vesting $56.00 Restricted stock purchase price $10.00 Tax deduction per share $46.00 Tax deduction = $46 * 5,600 shares vested = 257,600 * 40% = tax savings of $103,040. Remove from deferred tax asset: $47 fair value * 5,600 options * 40% tax rate = $105,280 Excess tax deduction = ($46 - $47 fair value) = (-$1 * 5,600 * 40%) = debit of $2,240 Since there is NO excess tax deduction, we would have to charge net income unless we have accumulated sufficient credits in “APIC–excess tax deductions” in the past. From T-accts, current balance is $32,640 credit. So there is enough and net income will not be affected. 12/31/2020 Restricted Stock Plan Common stock Pd in capital in excess of par Income taxes payable Deferred income taxes Income tax expense (deferred) APIC - excess tax deduction Income tax expense (current) Per share $57.00 $5.00 $52.00 $18.40 $18.80 Debit $319,200 Credit 28,000 291,200 103,040 105,280 105,280 2,240 105,280 ASC 718-10-35-8 (SFAS 123R Para. 42 test): The amount of compensation expense recognized so far must be at least 80% of total: Check: $127,291 * 8 years = 1,145,616 divided by $1,272,907 = 90% OK During 2021, 3 executives quit and were reimbursed for 200 shares each (200 shares * $10 * 3 = $6,000) Debit Credit Restricted stock plan $6,000 Cash $6,000 We will adjust compensation expense to actual at the vesting of the last tranche because we are using straight-line attribution method. 12/31/2021 Market price at vesting Документ1 as of 4/11/20 $65.00 Page 3 Acct 592 – Spring 2011 Prof. Teresa Gordon Restricted stock purchase price $10.00 Tax deduction per share $55.00 5,000 shares, Tax deduction = 250,000, tax rate = 40%, tax savings = 100,000 Tax deduction = $55 * 5,000 shares vested = 275,000 * 40% = tax savings of $110,000. Remove from deferred tax asset: $48 fair value * 5,000 options * 40% tax rate = $96,000 Excess tax deduction = ($55 - $48 fair value) = $7 * 5,000 * 40% = $14,000 Per share Debit 12/31/2021 Restricted Stock Plan $58.00 $290,000 Common stock $5.00 Pd in capital in excess of par $53.00 12/31/2021 Income taxes payable $22.00 110,000 Deferred income taxes $19.20 Income tax expense (deferred) 96,000 APIC - excess tax deduction Income tax expense (current) Credit 25,000 265,000 96,000 14,000 96,000 Adjust accounts for estimation errors related to forfeiture rate: Vesting date Fair value 12/31/17 12/31/18 12/31/19 12/31/20 12/31/21 $44.00 $45.00 $46.00 $47.00 $48.00 Projected Adjustment Deferred tax @ 40% 12/31/21 Adjusting entry Compensation expense Income tax expense (deferred) Restricted stock plan Deferred tax asset Документ1 as of 4/11/20 Shares that Actually Vest 6,000 6,000 5,600 5,600 5,000 28,200 27,684 Debit 21,893 Actual compensation $264,000 $270,000 $257,600 $263,200 $240,000 1,294,800 1,272,907 21,893 8,757 Credit 8,757 21,893 8,757 Page 4 Acct 592 – Spring 2011 Prof. Teresa Gordon T-Accounts for Straight-line Attribution Method in Graded Vesting Situation 12/31/2011 12/31/2012 12/31/2013 12/31/2014 12/31/2015 12/31/2016 12/31/2017 12/31/2018 12/31/2019 12/31/2020 12/31/2021 Deferred Compensation 1,272,907 127,291 127,291 127,291 127,291 127,291 127,291 127,291 127,291 127,291 127,291 1,272,907 12/31/2012 12/31/2013 12/31/2014 12/31/2015 12/31/2016 12/31/2017 12/31/2018 12/31/2019 12/31/2020 12/31/2021 1,272,907 Deferred Income Taxes 50,916 50,916 50,916 50,916 50,916 50,916 105,600 50,916 108,000 50,916 103,040 50,916 105,280 50,916 96,000 8,757 517,920 1,272,907 1,145,616 1,018,326 891,035 763,744 636,454 509,163 381,872 254,581 127,291 0 0 12/31/2011 12/31/2017 12/31/2018 12/31/2019 12/31/2020 12/31/2021 12/31/2021 Restricted Stock Plan 1,572,907 $ 324,000 $ 330,000 $ 313,600 (12,000) $ 319,200 $ 290,000 (6,000) 21,893 1,576,800 50,916 101,833 152,749 203,665 254,581 199,898 142,814 90,690 36,327 (8,757) (0) 12/31/2012 12/31/2013 12/31/2014 12/31/2015 12/31/2016 12/31/2017 12/31/2018 12/31/2019 12/31/2020 12/31/2021 12/31/2021 Compensation Expense $ 127,291 $ 127,291 $ 127,291 $ 127,291 $ 127,291 $ 127,291 $ 127,291 127,291 127,291 127,291 21,893 - 1,576,800 Income Tax Expense (deferred) 12/31/2012 50,916 12/31/2013 50,916 12/31/2014 50,916 12/31/2015 50,916 12/31/2016 50,916 12/31/2017 105,600 50,916 12/31/2018 108,000 50,916 12/31/2019 103,040 50,916 12/31/2020 105,280 50,916 12/31/2021 96,000 50,916 12/31/2021 8,757 517,920 517,920 1,294,800 2,240 - 517,920 (105,600) (213,600) (316,640) (421,920) (517,920) (517,920) Market Value $ 57.00 $ 60.00 $ 62.00 $ 56.00 $ 65.00 Actual option value $ 47.00 $ 50.00 $ 52.00 $ 46.00 $ 55.00 Credited to APIC - other Total reduction in tax expense Page 5 Number of options 6,000 6,000 5,600 5,600 5,000 127,291 254,581 381,872 509,163 636,454 763,744 891,035 1,018,326 1,145,616 1,272,907 1,294,800 - APIC - excess tax deduction 12/31/2011 12/31/2017 7,200 12/31/2018 12,000 12/31/2019 13,440 12/31/2020 2,240 12/31/2021 14,000 (50,916) (101,833) (152,749) (203,665) (254,581) (199,898) (142,814) (90,690) (36,327) 8,757 0 517,920 Income Tax Expense (current) 12/31/2012 12/31/2013 12/31/2014 12/31/2015 12/31/2016 12/31/2017 105,600 12/31/2018 108,000 12/31/2019 103,040 12/31/2020 105,280 12/31/2021 96,000 Документ1 as of 4/11/20 (1,572,907) (1,248,907) (918,907) (593,307) (274,107) 21,893 - (7,200) (19,200) (32,640) (30,400) (44,400) (44,400) (44,400) (44,400) (44,400) (44,400) 46,640 Total Tax Deduction 112,800 120,000 116,480 103,040 110,000 562,320 44,400 Should be 517,920 517,920 -