Common and Preferred Stock• When a corporation is formed, a single class of stock, known as common stock, usually is issued.. Cumulative and Noncumulative Preferred Stock When a corpora
Trang 1Intermediate Accounting,17E
Stice | Stice | Skousen
PowerPoint presented by: Douglas Cloud Professor Emeritus of Accounting, Pepperdine
Equity Financing
Trang 3Nature and Classifications of
Paid-In Capital
• A corporation is a legal artificial entity
separate from its owners
• Individuals contribute capital for which the
corporation issues certificates making them
stockholders
• The board of directors is elected by the
stockholders, and it is in charge of overseeing the long-run plan for the organization
Trang 4Common and Preferred Stock
• When a corporation is formed, a single class of
stock, known as common stock, usually is
issued
• Corporations may later find that there are
advantages to issuing one or more additional classes of stock with varying rights and
priorities Stock with certain preferences
(rights) over common stock is called preferred stock
Trang 5Common Stock
Unless restricted by terms of the articles of incorporation, certain basic rights are held by each common stockholder.
1 To vote in the election of directors and in the
determination of certain corporate policies.
2 To maintain one’s proportional interest in the
corporation through purchase of additional common
stock if and when it is issued This right is known as the preemptive right.
Trang 6Par or Stated Value
• Historically, par value was equal to the market
value of the shares at issuance
• Today, most stocks have a nominal par value
or no par value
• No-par stock sometimes has a stated value that
for financial reporting purposes acts like a par value
Trang 7Preferred Stock
Rights of ownership given up by preferred
stockholders:
1 Voting— in most cases, preferred stockholders
are not allowed to vote for the board of directors
2 Sharing in success— cash dividends received
by preferred stockholders are usually fixed in amount If the firm does extremely well, their dividend amount is not adjusted
Trang 8Preferred Stock
Rights enjoyed by preferred stockholders:
1 Cash dividend preference Preferred
stockholders are entitled to receive their full cash dividend before any cash dividends are paid to common stockholders.
2 Liquidation preference In the event of
bankruptcy, preferred stockholders are entitled to have their investments repaid before common
stockholders.
Trang 9Cumulative and Noncumulative
Preferred Stock
When a corporation fails to declare
dividends on cumulative preferred
stock, such dividends accumulate and
require payment in the future before any
dividends may be paid to common
stockholders
Trang 10Good Time Corporation has outstanding 100,000
shares of 9% cumulative preferred stock, $10 par
Dividends were last paid in 2008 Total dividends of
$300,000 are declared in 2011.
Cumulative and Noncumulative
Preferred Stock
Trang 11• Dividends on cumulative preferred stock
that are passed are referred to as dividends
in arrears
• With noncumulative preferred stock, it is
not necessary to provide for passed
dividends
(continues)
Cumulative and Noncumulative
Preferred Stock
Trang 12• Dividends may be declared on common
stock as long as the noncumulative
preferred stock receives its preferred rate
Cumulative and Noncumulative
Preferred Stock
Trang 13Participating Preferred Stock
Participating preferred stock issues
provide for additional dividends to be paid
to preferred stockholders after dividends of
a specified amount are paid to the common stockholders A participative provision
makes preferred stock more like common
stock
Trang 14Convertible Preferred Stock
• Preferred stock is convertible when it
can be exchanged by its owner for some other security of the issuing corporation
• Conversion rights generally provide for
the exchange of preferred stock into common stock
Trang 15Callable Preferred Stock
• Many preferred issues are callable,
meaning they may be called and canceled
at the option of the corporation
• The call price is usually specified in the
original agreement and provides for
payment of dividends in arrears as part of
the repurchase price
Trang 16Redeemable Preferred Stock
• Redeemable preferred stock is preferred stock that is redeemable at the option of the
stockholder or upon other conditions not
within the control of the issuer.
• Redeemable preferred stock is somewhat like
a loan in that the issuing corporation may be
forced to repay the stock proceeds.
Trang 17Capital Stock Issued for Cash
• The issuance of stock for cash is recorded by a
debit to Cash and a credit to Capital Stock for the par value
• When the amount of cash received for the
stock is more than the par value, the excess is recorded as a credit to Paid-In Capital in
Excess of Par
Trang 18Goode Corporation issued 4,000 shares of
$1 par common stock on April 1, 2011,
for $45,000 cash
Common Stock 4,000
Paid-In Capital in Excess
of Par 41,000
2011
Par Value Stock
Capital Stock Issued for Cash
(continues)
Trang 19On April 1, 2011, Goode Corporation issued 4,000 shares of no-par common stock with a
$1 stated value
Common Stock 4,000
Paid-In Capital in Excess
of Stated Value
2011
Stated Value Stock
Capital Stock Issued for Cash
(continues)
Trang 20On April 1, 2011, Goode Corporation issued 4,000 shares of no-par common stock for
$45,000 cash
Common Stock 45,000
2011
No-Par Stock
Capital Stock Issued for Cash
(continues)
Trang 21Capital Stock Sold on Subscription
Received subscriptions on November 1 for 5,000 shares of $1 par common stock at $12.50 per share with 50% down, balance due in
60 days The entries for November 1 are as follows:
Common Stock Subscriptions Receivable 62,500
Common Stock Subscribed
Trang 22Capital Stock Sold on Subscription
On December 31, received balance due on one-half of
subscriptions and issued stock to the fully paid subscribers, 2,500 shares.
Trang 23Capital Stock Issued for Consideration
Other Than Cash
AC Company issues 200 shares of $0.50 par
value common stock in return for land The
company’s stock is currently selling for $50 per share
Trang 24Capital Stock Issued for Consideration
Other Than Cash
The land has a readily determinable market
price of $12,000, but AC Company’s common stock has no established fair market value
Trang 25Reasons Companies Repurchase Stock
1 Provide shares for incentive compensation
and employee savings plans
2 Obtain shares needed to satisfy requests by
holders of convertible securities
3 Reduce the amount of equity relative to the
amount of debt
4 Invest excess cash temporarily
(continues)
Trang 26Reasons Companies Repurchase Stock
5 Remove some shares from the open market in
order to protect against a hostile takeover.
6 Improve per-share earnings by reducing the
number of shares outstanding and returning
inefficiently used assets to shareholders.
7 Display confidence that the stock is currently
undervalued by the market.
Trang 27Treasury Stock
subsequently reacquired by the corporation and
held for possible future reissuance or retirement.
• Reported as a contra-equity account, not as an asset.
• Does not create a gain or loss on reacquisition,
reissuance, or retirement.
• May decrease Retained Earnings, but cannot
increase it.
Trang 282010—Newly organized corporation issued 10,000 shares of
common stock, $1 par, at $15:
Capital from Treasury Stock
Cost Method of Accounting for
Treasury Stock
(continues)
Note: No gain is recorded on sale
Trang 292011—Sold 500 shares of treasury stock at $34 per share:
Trang 302011—Retired remaining 300 shares of treasury stock:
Retained Earnings [300 × ($40 – $15)] 7,500
Treasury Stock (300 × $40) 12,000
Because the treasury stock is reissued at a price less than the $40 repurchase price, Retained Earnings is debited for the difference; any paid-in capital from
prior treasury stock transactions may first be debited.
Cost Method of Accounting for
Treasury Stock
Trang 31Par (or Stated) Value Method of Accounting for Treasury Stock
2010—Newly organized corporation issued 10,000 shares of
common stock, $1 par, at $15:
Trang 322011—Sold 500 shares of treasury stock at $34 per share:
Trang 33Stock Rights, Warrants, and
Options
• Stock rights—issued to existing shareholders to permit them to maintain their proportionate ownership interests when new shares are to be issued.
• Stock warrants —sold by the corporation for cash,
generally in conjunction with the issuance of another
security.
• Stock options —granted to officers or employees, usually
as part of a compensation plan.
Trang 34Stock Rights
• When announcing rights to purchase additional shares of stock, the directors of a corporation specify a date on which the rights will be
issued.
• All stockholders of record are entitled to the
rights Thus, between the announcement date and the issue date, the stock is said to sell
rights-on.
(continues)
Trang 35Stock Rights
• After the rights are issued, the stock sells
ex-rights, and the rights may be sold separately by those receiving them from the corporation.
Trang 36Stock Warrants
• Detachable warrants are similar to stock rights because they can be traded separately from the security with which they were originally issued.
• Nondetachable warrants cannot be separated from the security with which they were issued.
Trang 37Stock Warrants
Stewart Co sells 1,000 shares of $50 par preferred
stock for $58 per share Stewart Co gives the
purchaser detachable warrants enabling the holders to subscribe to 1,000 shares of $2 par common stock for
$25 per share Immediately following the issuance of the stock, the warrants are selling for $3, and the fair market value of a preferred share without the warrant attached is $57.
Trang 38x Market value of warrants Market value
of security without warrants
+
Market value of warrants
Trang 39Stock Warrants
The entry on Stewart’s books to record the sale of
the preferred stock with detachable warrants is:
Common Stock Warrants (from Slide
13-38)
2,900
Trang 40Stock Warrants
If the warrants are exercised:
Common Stock Warrants 2,900
If the warrants expire:
Common Stock Warrants 2,900
Paid-In Capital from Expired Warrants
2,900
Trang 41The company estimates a grant date value of $10 for
each of the employee stock options The total fair value
of the options granted is $100,000 Compensation
expense is allocated over three years from January 1,
2009 (the grant date) to January 1, 2012 (the vesting
date) The year-end entry is as follows:
$100,000/3
Paid-In Capital from Stock Options
33,333
2009
Share-Based Compensation
Trang 42On December 31, 2012, all 10,000 of the options are exercised to purchase Neff’s no-par common stock:
If the options are allowed to expire unexercised:
Dec 31 Paid-In Capital from Stock
Paid-In Capital from Expired Options 100,000
2012
Share-Based Compensation
Trang 43Accounting for Performance-Based
Plans
In a performance-based stock option
plan, the plan terms are dependent on
how well the individual or company
performs after the date the options are
granted
Trang 44Accounting for Performance-Based
Plans
• On January 1, 2009, the board of directors of Neff
Company authorized the granting of stock options
to supplement the salaries of certain employees.
• Each stock option permits the purchase of one share
of Neff common stock at a price of $50 per share; the market price on January 1, 2009, is also $50 per share.
• Each option is computed to have a value of $10.
(continues)
Trang 45Accounting for Performance-Based
Plans
• The options vest, or become exercisable, beginning
on January 1, 2012, and only if the employee stays with the company for the entire 3-year period The options expire on December 31, 2012.
• The number of options granted is contingent on
Neff’s level of sales for 2011 If Neff sales are less than $50 million, only 10,000 options will vest.
(continues)
Trang 46Accounting for Performance-Based
Plans
• If Neff’s 2011 sales are between $50 million and
$80 million, an additional 2,000 options will vest If Neff’s 2011 sales exceed $80 million, a total of
15,000 options will vest.
• Neff’s share price changed as follows over the
3-year vesting period: Jan 1, 2009, $50; Dec 31,
2009, $56; Dec 31, 2010, $57; Dec 31, 2011, $59
Trang 47Accounting for Performance-Based
Plans
Recognition of compensation of $40,000 for each of the three years [(12,000 options × $10)/3]:
Paid-In Capital from Stock Options
Trang 48Accounting for Performance-Based
Paid-In Capital from Stock Options 150,000
Common Stock (no par) 900,000
2012
Trang 49Accounting for Awards That Call for
Cash Settlement
• Assume that Neff Company has decided instead
of granting its employees 10,000 stock options, it will grant an equal number of cash stock
appreciation rights (SARs).
• A cash SAR awards an employee a cash amount
equal to the market value of the issuing firm’s
shares above a specified threshold price.
Trang 50Neff Company Example
• Neff’s share price:
• As of December 31, 2009, the $56 is used as the best
estimate for the cash SARs The amount of cash
involved will be $60,000 [10,000 × ($56 – $50)].
(continues)
Trang 51Neff Company Example
Share-Based Compensation Liability
26,667
2010
Trang 52Neff Company Example
Neff’s stock price is $59 at the end of 2011 Aggregate
compensation expense is $90,000 [10,000 × ($59 – $50)] Of this amount, $46,667 has already been recognized.
Dec 31 Compensation Expense ($90,000 ─
Share-Based Compensation Liability
43,333
2011
(continues)
Trang 53Neff Company Example
By the end of 2012, the price of Neff’s stock is $61 An entry is required to reflect this increase in stock value [10,000 × ($61 –
$59).
Share-Based Compensation Liability
Trang 54Mandatorily Redeemable Preferred
Shares
• Historically, the SEC required that firms not
include mandatorily redeemable preferred
stock under the Stockholders’ Equity heading
• Given a “mezzanine” treatment.
• FASB Statement No 150 requires these items
to be reported as liabilities in the balance
sheet
Trang 55Written Put Options
• A put option is an agreement that allows
investors to sell the issuing corporation shares they hold at set prices on specific dates
• If the stock price stays above a set level per
share, the issuing corporation pays nothing
• Historically recorded as part of equity.
(continues)
Trang 56Written Put Options
• In Statement No.150, the FASB instructs
companies to record the fair value of the
obligation under written put options on a
company’s own shares as a liability
Trang 57Obligation to Issue Shares of a Certain
Dollar Value
• Companies occasionally agree to satisfy their
obligations by delivering shares of their own
stock rather than by paying cash.
• This is especially true for startup companies.
• Can be recorded as equity or as a liability,
depending on how the contract is written
Trang 59Stock Conversions
On December 31, 2011, 1,000 shares of preferred stock (par
$50) are exchanged for 4,000 shares of common stock (par
$1).
Case 1
Paid-In Capital in Excess of Par—
Trang 60Stock Conversions
On December 31, 2011, 1,000 shares of preferred stock (par
$50) are exchanged for 4,000 shares of common stock (par
$20).
Case 2
Paid-In Capital in Excess of Par—
Trang 61Factors Affecting Retained Earnings
Trang 62Net Income and Dividends
• The primary source of retained earnings is the net
income generated by a business.
• When operating losses or other debits to Retained
Earnings produce a debit balance in the account, the debit balance is referred to as a deficit.
• Use of the term dividends without qualification
normally implies the distribution of cash.