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Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

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Page 1: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Financial Reporting: Its Past, Its Present, Its Future

UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Page 2: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

When You Come to a Fork in the Road – Then What?

Page 3: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Financial Reporting

Past

Page 4: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

The Third Wave Breaks on the Shores of Accounting

Robert K. Elliott Accounting Horizons, June 1992, Vol. 6, Issue 2

Page 5: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

The Great Waves of Change

Information Technologies

1st Wave = Writing

2nd Wave = Movable-Type Printing

3rd Wave = Computer

Page 6: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

The Great Waves of Change

Accounting1st Wave = Single-Entry Accounting

Balance Sheet

2nd Wave = Double-Entry AccountingIncome StatementStatement of Cash Flows

3rd Wave = Triple-Entry Accounting (?)

Page 7: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Changes in Internal Accounting Information

Managerial Accounting Information

Page 8: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

2nd Wave Accounting Systems

Lock in the Taylor Model

Focuses on tangible assets

No information recorded unless there is a transaction with an outside party

Page 9: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Current GAAP Model

Nothing accountable happens until there is an exchange.

Exchanges are bargained at arm’s length.

Exchanges are simple (cash for goods/services)

One side of each exchange is cash virtually now.

Page 10: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

3rd Wave Accounting Systems

Should provide measures of transformation.

Repudiate the Taylor model.

Account for information-based resources.

Page 11: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

3rd Wave Accounting Systems

Concerned with measuring the values created for customers.

Must enable the network, rather than lock in the hierarchy.

Page 12: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Changes in External Accounting Information

Financial Accounting Information

Page 13: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Financial Accounting Model

Limits reporting entity’s accountability to financial information.

Periodic, historical, cost-basis statements.

Page 14: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Financial Reporting

Pretsen

Page 15: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

The Oakland Raiders

Today released their January 2003 pro forma results.

Page 16: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Although Generally Accepted Scorekeeping Principles (GASP) indicate that the Oakland Raiders lost the Super Bowl, their pro forma figures show that this reported loss was the result of nonrecurring items, specifically the extraordinary performance of the Tampa Bay Buccaneers defense and the somewhat lackluster performance of the Oakland offense.

Page 17: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

The New York Yankees

Today released their 4th Quarter 2001 pro forma results.

Ed Scribner, Professor of Accounting, New Mexico State University

Page 18: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Although Generally Accepted Scorekeeping Principles (GASP) indicate that the Yankees lost Games 1 and 2 of the 2001 World Series, their pro forma figures show that these reported losses where the result of nonrecurring items, specifically extraordinary pitching performances by Arizona Diamondbacks personnel Kurt Schilling and Randy Johnson.

Page 19: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Games 3 and 4 results, already indicating Yankee wins, were not restated on a pro forma basis.

Page 20: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Pro Forma and Golfing

Dennis Beresford Professor of Accounting and Former Chairman Financial Accounting Standards Board

Page 21: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Some of you may know that George Benson is an excellent golfer. However, on a pro forma basis I can actually out score George. For example, it’s appropriate to leave out the scores for my first four holes, I’m still warming up then and those scores certainly aren’t representative of my true ability. And my out of bounds shots shouldn’t count either – I define them as unusual and non-recurring.

Page 22: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Taking those adjustments and a little other scorekeeping creativity into consideration, I figure my pro forma average score is about 68.

And that beats the heck out of George’s generally accepted golf average (GAGA).

Page 23: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Pro Forma Reporting

Page 24: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

What is Pro Forma Reporting

Companies use every trick to pump earnings and fool investors. The latest abuse: “Pro Forma” reporting.

Page 25: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

What is Pro Forma Reporting

How Did They Value Stocks? Count the Absurd Ways

Page 26: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

What is Pro Forma Reporting

Page 27: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

What is Pro Forma Reporting

Denny Beresford former FASB Chair

It means anything you want it to!

In fact, the only constant is what it doesn’t mean.

Pro-forma earnings are just about anything other than the real net income of a company determined by GAAP.

Page 28: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

What is Pro Forma Reporting

In fact, SEC’s Chief Accountant has said that companies now want to emphasize EBS instead of EPS

EPS means “Earnings Per Share”

EBS means “Earnings Before Bad Stuff”

Page 29: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

What is Pro Forma Reporting

Pro forma is Latin for “matter of form”

Refers to statements “where certain amounts are hypothetical”

Barron’s Dictionary of Finance and Investment Terms

Page 30: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

What is Pro Forma Reporting

Pro forma which means “as if”, has in recent years evolved into “a sophisticated term for lying about your results.

Peter H. Knutson Wharton Accounting Professor Emeritus

Page 31: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

What is Pro Forma Reporting

“A pro forma is what it would be if it were something other than what it is.

It includes everything except the bad stuff.”

Peter H. Knutson Wharton Accounting Professor Emeritus

Page 32: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Can you please define pro forma reporting?

Page 33: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

What is Pro Forma Reporting

Definition

A financial statement in which the amounts stated are fully or partially estimated

Objective

To show what the significant effects on historical financial information might have been, had a transaction or event occurred at an earlier date

Page 34: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

What is Pro Forma Reporting

Previously

Companies used pro forma reporting to adjust previously reported financial statements

So they could be directly compared with current results and provide better or more meaningful information for the financial statement reader.

Page 35: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

More Recently . . .

Companies have expanded its use

Restructuring charges

Inventory write-downs

Impairment of goodwill or other intangible or tangible assets

Other so called one-time or non-recurring charges.

Page 36: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Other Pro Forma Transactions

Change in accounting principles

Debt issues

Proposed sale of securities and application of the proceeds

Page 37: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Other Pro Forma Transactions

Mergers and acquisitions

Disposition of a portion of business

Change in form of business organization

Page 38: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

To illustrate . . .

Company A had a loss under GAAP of $1 per share.

However, the company effected a major restructuring during the quarter, including work force reductions and plant closings, totaling $1.50 per share.

Page 39: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

To illustrate . . .

These do not qualify as extraordinary items under GAAP;

However, the company believes adding back these expenses will make the statements more meaningful to investors.

Page 40: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

To illustrate . . .

Thus, in their pro forma statements the $1.50 per share will be “added” back.

Result: $0.50 EPS.

This provides “a better comparison and a better baseline for analysts to model future earnings expectations.” (The firm’s explanation!)

Page 41: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

At some real world stuff . . .

Page 42: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Associated Press Analysis

The AP analyzed earnings reports of the 100 largest technology companies in Northern California.

It calculated that under GAAP, the 100 companies reported combined losses of $71 billion.

Using pro forma figures, these same companies reported a profit of $10 billion.

Page 43: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Corporate America’s New Math

Investors Now Face Two Sets of Numbers in Figuring a Company’s Bottom Line

Justin Gillis Washington Post Staff Writer

July 22, 2001

Page 44: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Pro Forma Reporting

Page 45: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Pro Forma Reporting

Cisco Systems, Inc. reported results for the first quarter of this year (2001) according to GAAP

Result: Quarterly loss of $2.7 billion

Page 46: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Pro Forma Reporting

Cisco then did some slicing and dicing in ways they preferred – offering an alternative interpretation of its results to the investing public.

Result: Quarterly profit of $230 million.

Page 47: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Cisco

“One of Cisco’s most frequent accounting tactics comes up every quarter when the company directs shareholders to its unaudited pro forma earnings numbers as the best gauge of profitability.”

Page 48: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Cisco

In the first quarter of fiscal 2001, Cisco reported pro forma earnings of $1.4 billion, nearly $600 million over its net income.

In the fourth quarter, Cisco’s pro forma income of $163 million was 23 times its actual net earnings. (GAAP)

Page 49: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee
Page 50: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee
Page 51: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

And yes . . .

There have been others!

Page 52: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Is there anything good about pro forma?

Page 53: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Pro Pro Forma?

Survey conducted by CFO.com/KPMG

196 finance managers

82% said their companies report some kind of pro forma in their statements

88% believe it is appropriate to include nonfinancial measurements in growth trends

www.cfo.com

Page 54: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Pro Pro Forma?

Why issue pro forma results?

45% said pro forma results help convey the company’s true financial position

27% said they use pro forma to meet demands of analysts.

25% admitted pro forma helps “put the best spin on the results.”

www.cfo.com

Page 55: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Pro Pro Forma?

Who should provide guidance on the use of pro forma?

65% said the formal guidance should come from the SEC rather than FASB.

50% said FASB should not include pro forma in their study of the financial reporting system.

www.cfo.com

Page 56: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Pro Pro Forma?

Most believe work needs to be done on pro forma reporting

93% believe a company should be required to reconcile pro forma and GAAP.

www.cfo.com

Page 57: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Another Survey

Conducted by Broadgate Consultants, Inc.

223 Fund Managers

www.broadgate.com

Page 58: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Another Survey

76% said pro forma information is at least somewhat useful

Many said it is extremely useful.

67% opposed banning pro forma reporting

91% felt that corporations should provide more detail.

www.broadgate.com

Page 59: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

What does the SEC say?

Page 60: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

SEC: Cautionary Advice

The antifraud provisions of the federal securities laws apply to a company issuing “pro forma” financial information

A presentation of financial results that is . . . on other than a GAAP basis raises particular concerns.

Page 61: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

SEC: Cautionary Advice

Companies must pay attention to the materiality of the information that is omitted from a “pro forma” presentation.

SEC recommends following the guidelines developed by the FEI and others.

Page 62: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

SEC: Cautionary Advice

Investors are encouraged to compare “pro forma” results with GAAP-based financials.

Page 63: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

SEC: Tips For Investors

What is the company assuming?

What is the company not saying?

How do the “pro forma” results compare with GAAP-based financials?

Are you reading “pro forma” results or a summary of GAAP-based financials?

Page 64: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

What has the SEC done?

Page 65: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

SEC Actions . . .

January 16, 2002

In its first pro forma financial reporting case, the SEC instituted cease-and-desist proceedings against Trump Hotels & Casino Resorts, Inc.

Misleading statements in the company’s 3rd quarter 1999 earnings release.

Page 66: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

SEC Allegations . . .

On 10/25/99 Trump issued a press release announcing its 3rd quarter 1999 results.

Pro forma results differed from GAAP results

Expressly excluded a one-time charge.

Page 67: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

SEC Allegations . . .

Release was fraudulent because it created the false and misleading impression that the firm had exceeded earnings expectations when in fact it had not.

Page 68: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

SEC Allegations . . .

Result: Net income increased to $14.0 million compared to $5.3 million in 1998

On the date of the release, the price of Trump stock rose 7.8%.

Page 69: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Some Criticisms of Pro Forma Reporting

Page 70: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Pro Forma Criticisms . . .

Presenting the pro forma information with greater prominence than the required GAAP results

GAAP results are difficult to discern or perhaps are not disclosed in the earnings release.

Page 71: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Pro Forma Criticisms . . .

Adjustments or assumptions used to arrive at the pro forma results are not clearly spelled out nor easy to understand

Nature of the underlying pro forma adjustments do not warrant pro forma treatment.

Page 72: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Pro Forma Criticisms . . .

Companies rarely, if ever, make pro forma negative adjustments lending credence to the belief that they are looking to “spin” results rather than provide meaningful data.

Use of non-GAAP measures such as EBITDA (Earnings Before Interest, Taxes, Depreciation, & Amortization)

Page 73: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Some Suggestions

Page 74: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Pro Forma Suggestions

Clearly label the data as pro forma

Present historical GAAP data in documents that contain pro forma, and do so with similar prominence

Disclose all assumptions that underlie the pro forma adjustments.

The Business Monthly www.bizmonthly.com

Page 75: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Pro Forma Suggestions

List all of the material pro forma adjustments with adequate and clear explanations.

Clearly define all non-GAAP measures such as EBITDA

Review with Independent accounting firm and legal counsel prior to release to public

The Business Monthly www.bizmonthly.com

Page 76: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

Best Practices . . .

Financial Executives Institute (FEI) & National Investor Relations Institute (NIRI)

Page 77: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

FEI/NIRI “Best Practices”

Timing

Earnings press releases should generally be issued as soon as practicable after quarter-end.

Content

Earnings press releases should include “reported” results presented under GAAP (as well as pro forma)

Page 78: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

FEI/NIRI “Best Practices”

Forward Looking Statements

Management is encouraged to discuss, within appropriate Safe Harbor provisions the outlook for the coming quarters.

Consistency

Reconciliation between GAAP and pro forma results should be treated in similar fashion for comparable periods.

Page 79: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

FEI/NIRI “Best Practices”

Other

Display prominently in headlines of the press release the most meaningful information.

Firms are encouraged to include telephone and web site information

Page 80: Financial Reporting: Its Past, Its Present, Its Future UAA – ACCT 650 Seminar in Executive Uses of Accounting Dr. Fred Barbee

FEI/NIRI “Best Practices”

Other

Management should review both the Safe Harbor language in the press release and the firm description to assure it is accurate, complete and specific to all appropriate risk factors.