Session 11 - Shareholder Equity

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  • 8/13/2019 Session 11 - Shareholder Equity

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    Private and Confidential

    Equity Analyst Training Programers

    Equity

    1Private and Confidential Not for Circulation

    Prepared by: Dheeraj Vaidya

    [email protected]

    [email protected]

    Sharehold

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    Discussion topics

    Capital Stock Corporate form of Organization

    Corporation - Owners Equity

    Common Stock

    Preferred Stock

    Cumulative Preferred Stock

    Convertible Preferred Stock

    Dividendsers

    Equity

    Private and Confidential Not for Circulation 2

    Dividend Policy

    Cash Dividends

    Property Dividends

    Stock Dividends

    Stock Dividends Small

    Stock Dividends Large

    Stock Split

    Treasury Stock

    Other Comprehensive Income

    Statement of changes in shareholders equity

    Sharehold

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    Capital Stockers

    Equity

    3Private and Confidential Not for Circulation

    Private and Confidential Not for Circulation

    Sharehold

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    Corporate form of Organization

    Business forms

    Proprietorship Partnership Corporation

    Ownership Rules: One owner

    Personal Liability: Unlimited

    Ownership Rules: Unlimited

    number of shareholders allowed;no limit on stock classes

    Ownership Rules: Unlimited

    number of general partnersallowed

    ers

    Equity

    Private and Confidential Not for Circulation 4

    obligations of the business

    Tax Treatment: Entity nottaxed, as the profits and lossesare passed through to the soleproprietor

    Mgmt of the Business: Soleproprietor manages the business

    Capital Contributions: Soleproprietor contributes whatevercapital needed

    Personal Liability: Generallyno personal liability of theshareholders for the obligationsof the corporation

    Tax Treatment: Corporationtaxed on its earnings at thecorporate level and theshareholders have a further tax

    on any dividends distributed(double taxation)

    Mgmt of the Business: Boardof Directors has overallmanagement responsibility andofficers have day-to-dayresponsibility

    Capital Contributions:Shareholders typically purchasestock in the corporation, eithercommon or preferred

    Personal Liability: Unlimitedpersonal liability of the generalpartners for the obligations of thebusiness

    Tax Treatment: Entity nottaxed as the profits and lossesare passed through to thegeneral partners

    Mgmt of the Business:General partners have equalmanagement rights, unless theyagree otherwise

    Capital Contributions:General partners typicallycontribute money or services tothe partnership, and receive aninterest in profits and losses

    Sharehold

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    Corporation - Owners Equity

    Stockholders equity is the residual interest of the stockholders in the assets of thecorporation

    Two primary sources of Equity Contributed Capital and Retained Earnings

    Total OwnersEquity

    Paid-in CapitalRetainedEarningse

    rs

    Equity

    Private and Confidential Not for Circulation 5

    Retained Earnings account is linked to the Income Statement

    Preferred Stock

    Par or StatedValue

    Additional Paid-In Capital

    Common Stock

    Par or StatedValue

    Additional Paid-In Capital

    Sharehold

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    Capital Stock

    Authorized Capital Stock

    When a corporation is formed, the individuals who file the corporate charter with the state must firstdetermine the maximum number of shares the corporation will be authorized to issue

    Authorized capital stock is the number of shares authorized for issue by the corporate charter

    Authorized stock must allow for future flexibility so usually the authorized stock is more than the numberof shares the corporation plans to issue in the foreseeable future

    Issued Shares

    The number of shares that have been sold

    Outstanding shares

    ers

    Equity

    Private and Confidential Not for Circulation 6

    The number of shares still in circulation

    Outstanding Shares Issued Stock Treasury Stock= -

    Sharehold

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    Common Stockers

    Equity

    7Private and Confidential Not for CirculationPrivate and Confidential Not for Circulation

    Sharehold

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    Common Stock

    McDonalds Shareholders Equity in 2006 and 2007

    McDonald's Part - Balance Sheet ($ in mn, expect per share data) 2007 2006

    Shareholders' Equity

    Preferred stock, no par value; authorized 165.0 million shares; issued none $0 $0

    Common stock, $.01 par value; authorized 3.5 billion shares; issued 1,660.6 million shares $17 $17

    Additional paid-in capital $4,227 $3,445

    Retained earnings $26,462 $25,846

    Accumulated other comprehensive income (loss) $1,337 ($297)

    Common stock in treasury, at cost; 495.3 and 456.9 million shares ($16,762) ($13,552)

    Total shareholders e uit 15 280 15 458ers

    Equity

    Private and Confidential Not for Circulation 8

    Authorized

    Preferred

    Stock, 165

    Authorized

    Common

    Stock, 3,500

    Shares

    Issued, 1,661

    Treasury

    Shares, 495

    Shares

    Unissued, 1,509

    McDonalds authorized shareholders

    stock in 2007

    McDonalds stock distribution

    in 2007

    Sharehold

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    Common Stock

    Each share of common stock conveys certain rights to the owner:

    Attend stockholders meetings

    Elect directors and vote on other matters

    Receive dividends as declared by the board of directors

    Preemptive right: The preemptive right is a shareholders right to purchase a proportionate amount ofany new stock issued at a later date

    Shareholders Accounts need to be maintained for

    Par Value (Par value has no economic significance)

    Additional Paid-in Capitalers

    Equity

    Private and Confidential Not for Circulation 9

    When par value stocks are issued:

    When no-par value stocks are issued:

    What is the par value for McDonalds ?

    Why par value is so low?

    Low par values help companies avoid a contingent liability.

    Avoids confusion over recording par value versus fair market value.

    Cash ProceedsNumber of Shares X

    Par Value of StockPaid in capital in excess

    of Par Value= +

    Cash ProceedsCommon Stock

    Proceeds=

    Sharehold

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    Common Stock

    Cash proceeds $500,000

    Common stock $10,000

    Additional paid-in capital $490,000

    Cash proceeds = $50 x 10,000 =$500,000

    Common Stock = $1 x 10,000 =$10,000

    Additional aid-in ca ital

    Example: Common Stock90 degrees Corp issued 10,000 shares of $1 par value stock for $50/share. What is common stock

    and additional paid-in-capital?

    ers

    Equity

    Private and Confidential Not for Circulation 10

    Costs of Issuing Stock includes direct costs incurred to sell stock, such as

    Underwriting costs

    Accounting and legal fees,

    Printing costs

    Taxes

    Cost of issue should be reported as a reduction of the amounts paid in (additional paid-incapital)

    ($50 - $1) x 10,000 = $490,000

    Sharehold

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    Preferred Stockers

    Equity

    11Private and Confidential Not for CirculationPrivate and Confidential Not for Circulation

    Sharehold

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    Preferred Stock

    Preferred stock has certain preferences or features not possessed by common stock

    These features are:

    Preference as to dividends

    Absence of voting rights

    Preference as to assets in the event of liquidation

    May be convertibility into common stock at the option of the stockholders (Convertible Preferred Stock)

    May be callable at the option of the issuer (Callable Preferred Stock)

    These may also come with attached warrants (Preferred stock with stock warrants)

    ers

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    Private and Confidential Not for Circulation 12

    Cumulative

    All dividends must be paid before any

    dividends can be paid to common shareholders

    Cumulative

    All dividends must be paid before any

    dividends can be paid to common shareholders

    Non-cumulative

    If dividends are not paid, the company is not

    required to make-up the missed dividends

    Non-cumulative

    If dividends are not paid, the company is not

    required to make-up the missed dividends

    Preferred Stock

    Sharehold

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    Cumulative Preferred Stock

    Example: Preferred StockFollowing the previous example, 90 degree Corp also issued 1,000 shares of no par value, $5 cumulative

    preferred stock for $80/share.

    Net Income (2007) = $150,000

    Dividends (2007) = $0

    Calculate the total shareholder's equity?

    Cash proceeds $80,000

    Preferred stock capital $80,000

    Preferred stock capital

    = $80 x 1,000 = $80,000ers

    Equity

    Private and Confidential Not for Circulation 13

    Dividends of $5 cumulative preferred stock?

    In arrears on cumulative preferred stock = $5,000 (1,000 share x $5/share)

    90 degree Corp

    Balance Sheet, 31st Dec 2007

    Preferred shares (1,000 no par value ) $80,000

    Common Stock (10,000 shares @ $1 par value $10,000

    Additional paid-in capital (common stock) $490,000

    Retained Earnings $150,000

    Total Shareholders' Equity $730,000

    Flows from the income statement

    Sharehold

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    Convertible Preferred Stock

    Cash proceeds $75,000

    Preferred stock, $100 par $50,000

    Preferred stock Additional paid- in Capital $25,000

    Upon conversion of the preferredconvertible stocks

    Example: Convertible Preferred Stock

    Following the previous example, 90 degree Corp has also issued 500 shares of $100 par convertible

    preferred stock for $150/share.

    Each share of preferred stock may be converted into three shares of $1 par common stock

    ers

    Equity

    Private and Confidential Not for Circulation 14

    Each preferred is converted into threecommon stock

    $1 x 500 x 3 = $1,500

    Cash proceeds $75,000

    Common stock, $1 par $1,500

    Additional paid-in capital from preferred stock $73,500

    90 degree Corp

    Balance Sheet, 31st Dec 2007Preferred shares (1,000 no par value ) $80,000

    Convertible preferred shares ($100 par value ) $50,000

    Preferred stock Additional paid- in Capital $25,000

    Common Stock (10,000 shares @ $1 par value $10,000

    Additional paid-in capital (common stock) $490,000

    Retained Earnings $150,000

    Total Shareholders' Equity $805,000

    Before conversion ofpreferred stock

    Sharehold

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    Dividendsers

    Equity

    15Private and Confidential Not for CirculationPrivate and Confidential Not for Circulation

    Sharehold

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    Dividend Policy

    Dividend distributions generally are based on accumulated profits (retained earnings)

    Few companies pay dividends in amounts equal to their legally available retained earnings.

    Maintain agreements with creditors

    Meet state incorporation requirements

    To finance growth or expansion

    To smooth out dividend payments

    To build up a cushion against possible losses

    Important types of Dividendsers

    Equity

    Private and Confidential Not for Circulation 16

    DividendsDividends

    CashdividendsCash

    dividends

    PropertydividendsPropertydividends

    StockdividendsStock

    dividends

    Dividends require information concerningthree dates

    Date of declaration

    Date of record

    Date of payment

    Dividends require information concerningthree dates

    Date of declaration

    Date of record

    Date of payment

    Sharehold

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    Cash Dividends

    Board of directors vote on the declaration of cash dividends

    The company must have sufficient cash and retained earnings to pay the dividend

    Companies do not declare or pay cash dividends on treasury stock

    Company is not legally required to pay dividends, but once declared a legal liability is created

    Example: Cash Dividend

    What would be the accounting entries made by a corporation that declared a $100,000 cash dividend on

    March 15, payable on April 20 to shareholders of record on April 2?ers

    Equity

    Private and Confidential Not for Circulation 17

    Date of Declaration (March 15th, 2008)

    Date of Record (April 2nd, 2008) NO ENTRY

    Date of Payment (April 20th, 2008)

    Assets Liability Shareholders Equity= +

    Retained Earningsdecreases by $100,000

    Dividends payableincreases by $100,000

    Assets Liability Shareholders Equity= +

    Cash decreases by$100,000

    Dividends payabledecreases by $100,000

    Sharehold

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    Property Dividends

    Sometimes a corporation will declare a property dividend that is payable in assets other thancash

    The corporation typically uses marketable securities of other companies that it owns for theproperty dividend

    Gain on Investments = ($135,000 - $100,000) = $35,000

    th

    Example: Property Dividend

    A dividend is declared January 5, 2008 and paid January 25,2008 in bonds held as an investment; the bonds

    have a book value of $100,000 and a fair market value of $135,000. The record date is January 20th, 2008

    ers

    Equity

    Private and Confidential Not for Circulation 18

    ,

    Date of Record (January 20th, 2008) NO ENTRY

    Date of Payment (January 25th, 2008)

    Assets Liability Shareholders Equity= +

    Retained Earningsdecreases by $135,000

    Dividends payableincreases by $135,000

    Assets Liability Shareholders Equity= +

    Investment in bondsdecreases by $135,000

    Dividends payabledecreases by $135,000

    Sharehold

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    Stock Dividends

    Issuance of own stock to stockholders on a pro rata basis, without receiving anyconsideration

    Shareholder's do not receive corporate assets and their percentage ownership does notchange

    Advantages of Stock Dividends

    The stockholders may see the stock dividend as evidence of corporate growth

    The stockholders may see the stock dividend as evidence of sound financial policy

    Other investors may see the stock dividend in a similar light, and increased trading in the stock maycause the market price not to decrease proportionally

    ers

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    ,attractive to additional investors so that the market price may eventually rise

    Accounting for Stock Dividends

    StockDividends

    Small (20%to 25%)

    Fair Value

    RetainedEarnings

    CapitalStock

    Additionalpaid-incapital

    Large

    Par Value

    RetainedEarnings

    CapitalStock

    Sharehold

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    Stock Dividends - Small

    90 degree Corp

    Balance Sheet (Prior to dividends declaration)

    Common Stock (10,000 shares @ $1 par value) $10,000

    Additional paid-in capital (common stock) $490,000

    Retained Earnings $150,000

    Prior to dividend

    declaration

    Prior to dividend

    declaration

    ers

    Equity

    Example: Stock Dividend (Small)90 Degree Corp has declared and issued a 20% stock dividend. On the date of declaration, the stock sells

    at $50/share. Show the accounting entries

    Private and Confidential Not for Circulation 20

    o a are o ers qu y ,

    90 degree Corp

    Balance Sheet (Post to dividends declaration)

    Common Stock (12,000 shares @ $1 par value) $12,000

    Additional paid-in capital (common stock) $588,000

    Retained Earnings $50,000Total Shareholders' Equity $650,000

    Post dividend declarationPost dividend declaration

    Additional Common Stock:

    $1 x 10,000 X 20% = $2,000

    Additional Paid in Capital due to stockdividends

    $($50-$1) x 10,000 X 20% = $98,000

    Retained Earnings reduces

    $150,000 - $100,000

    Sharehold

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    Stock Dividends - Large

    90 degree Corp

    Balance Sheet (Prior to dividends declaration)

    Common Stock (10,000 shares @ $1 par value) $10,000

    Additional paid-in capital (common stock) $490,000

    Retained Earnings $150,000

    Prior to dividend

    declaration

    Prior to dividend

    declaration

    ers

    Equity

    Example: Stock Dividend (Large)90 Degree Corp has declared and issued a 40% stock dividend. On the date of declaration, the stock sells

    at $50/share. Show the accounting entries

    Private and Confidential Not for Circulation 21

    o a are o ers qu y ,

    Post dividend declarationPost dividend declaration

    Additional Common Stock:

    $1 x 10,000 X 40% = $4,000

    NO CHANGE

    Retained Earnings reduces

    $150,000 - $4,000 = $146,000

    90 degree Corp

    Balance Sheet (Post to dividends declaration)

    Common Stock (14,000 shares @ $1 par value) $14,000

    Additional paid-in capital (common stock) $490,000

    Retained Earnings $146,000Total Shareholders' Equity $650,000

    Sharehold

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    Stock Split

    Typically done to reduce the market value of shares

    No entry recorded for a stock split

    Decrease par value and increase the number of shares

    Example: Stock Split

    90 Degree Corp has done a 2:1 stock split.Show the accounting entries

    90 degree Corp

    Balance Sheet (Prior to Stock Split)

    ers

    Equity

    Private and Confidential Not for Circulation 22

    ommon toc , s ares par va ue ,

    Additional paid-in capital (common stock) $490,000

    Retained Earnings $150,000

    Total Shareholders' Equity $650,000

    90 degree Corp

    Balance Sheet (Post Stock Split)Common Stock (20,000 shares @ $0.5 par value) $10,000

    Additional paid-in capital (common stock) $490,000

    Retained Earnings $150,000

    Total Shareholders' Equity $650,000

    Total number of sharesincreases to 20,000 and par

    value decreases to$0.5/share

    Sharehold

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    Treasury Stock

    Treasury stock is a corporations own capital stock that

    Has been fully paid for by stockholders

    Has been legally issued

    Reacquired by the corporation

    Held by the corporation for future reissuance

    Rationale for Stock Repurchase

    To provide tax-efficient distributions of excess cash to shareholders

    ers

    Equity

    Private and Confidential Not for Circulation 23

    o ncrease earn ngs per s are an re urn on equ y

    To provide stock for employee stock compensation contracts or to meet potential merger needs

    To thwart takeover attempts or to reduce the number of stockholders

    To make a market in the stock

    Sharehold

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    Other Comprehensive Income

    Comprehensive income includes both net income and other comprehensive income

    Accumulated other comprehensive income might include four items

    Unrealized increases (gains) or decreases (losses) in the market value of investments in available-for-salesecurities

    Transaction adjustments from converting the financial statements of a companys foreign operations intoU. S. dollars

    Certain gains and losses on derivative financial instruments

    Certain pension liability adjustments

    A corporation may report its comprehensive income

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    Private and Confidential Not for Circulation 24

    On the face of its income statement

    In a separate statement of comprehensive income

    In its statement of changes in stockholders equity

    Sharehold

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    Statement of changes in shareholders equity

    Although not a required separate financial statement, some corporations include a statement

    of retained earnings in their financial statements

    What information does this statement provides?

    Look at the McDonalds Statement of Shareholders Equity

    ers

    Equity

    Private and Confidential Not for Circulation 25

    Sharehold