Chapter 8Economic Consequences & Positive Accounting Theory • Financial Accounting Theory
Agenda • 8.1 Introduction/Overview • 8.2 The Rise of Economic Consequences • 8.3 Employee Stock Options • 8.4 Relationship Between Efficient Securities Market Theory and Economic Consequences • 8.5 The Positive Theory of Accounting • 8.6 Conclusion
8.1 Overview • Managerial Stewardship • Economic Consequences
Managerial Stewardship • Providing information to evaluate manager stewardship is an equally important role of financial accounting as the provision of useful information to investors, but isnot a main objective
Economic Consequences • A concept that asserts that, despite the implications of efficient securities market theory, accounting policy choice can affect firm value • Firms’ accounting policies, and changes in policies matter
8.2 The Rise of Economic Consequences • 1978 -Stephen Zeff introduces the concept on his article “The Rise of Economic Consequences” • “The impact of accounting reports on the decision-making behaviour of business, government, and creditors” • Third party intervention and economic consequences greatly complicates the setting of accounting standards.
8.2 The Rise of Economic Consequences • Example: Several US corporations tried to reduce earnings by implementing replacement cost accounting during 1947 to 1948, a period of high inflation. • “A delicate Balance”: Standard Setting bodies must operate not only in the accounting theory domain, but also in the political domain. (management vs investors)
8.3 Employee Stock Options (ESO) • Option Terminology • American Stock Option (Timeline) • European Stock Option (Timeline) • History of ESOs • Senior Executive Tactics to Increase the values of ESOs
Option Terminology • Employee Stock Options (ESO): Accounting for stock options issued to management or other employees, giving them the right to buy company stock over some time period.
Option Terminology Slightly in-the-Money • Stock Price - Exercise Price > 0 • Difference is small • Substantial risk of zero payoff • Time to maturity short • Risk aversion can trigger early exercise
Option Terminology Deep in-the-Money • Stock Price - Exercise Price > 0 • Difference is large • Payoffs similar for the share and ESOTime to expiry is shortEmployee can hold acquired share or sell and invest proceeds in risk-less asset
American Stock Option(Timeline) Grant Date Vesting Date Exercise Date Expiry Date
European Stock Option(Timeline) Exercise Date / Expiry Date Grant Date
History of ESOs • 1972- (APB 25) Opinion 25 of the Accounting Principles Board. –Firms issuing ESOs should record an expense equal to the difference between the market value of the shares on grant date and the exercise price.
Intrinsic Value • Formula:Intrinsic Value = Market Value of Shares at Grant Date - Exercise Price • Example:Intrinsic Value = $10 - $10 = 0Intrinsic Value = $10 - $8 = $2 to be expensed per each ESO granted.
History of ESOs • 1992 – A bill was introduced into the US Congress requiring ESOs to be valued at Fair Value and expensed. • Problem: Difficulty of establishing the fair value of the ESOs. • Solution: Black/Scholes option pricing formula.
History of ESOs • Several aspects of ESOs not captured by this formula: • Model assumes that options can be freely traded, whereas ESOs cannot be exercised until the vesting date, or there may be other restrictions on the employee’s ability to sell the acquired shares. • Option cannot be exercised until expiry (European option), whereas American ESOs can be exercised prior to expiry.
History of ESOs • 1993 - FASB issued an exposure draft of a proposed new standard. • “To record compensation expense based on the fair value at grant date of ESOs issued during the period.” • Fair value could be determine by the Black/Scholes formula or other option pricing formula, with adjustment for the possibility of employee retirement prior to vesting and for the possibility of early exercise.
History of ESOs • 1994 – Huddart – In order to know the fair value of the ESO it is necessary to know the employee’s optimal exercise strategy. • Option is slightly in-the-money • Option is deep-in-the-money • Black/Scholes formula, assuming ESOs held to expiry date, does indeed overstate the fair value of an ESO at the grant date. • The exposure draft was dropped in 1994 because it was hard to determine the FMV of ESO
History of ESOs • 1995- SFAS 123 –It urges firms to set the fair value approach suggested in the exposure draft, but allowes the APB 25 intrinsic value approach provided the firm gave supplementary disclosure of ESO expense, determined by amortizing over their vesting periods the fair value of awarded ESOs based on expected time to exersice. • 2005- SFAS 123R/IASB IFRS 2 –Requires ESOs expensing. Usage of ESOs greatly reduced
Senior Executive Tactics to Increase the values of ESOs • Pump and Dump • Spring Loading • Late Timing
Senior Executive Tactics to Increase the values of ESOs • Pump and Dump: Managers take actions to increase share value shortly before exercising options, then sell the shares before share price fell back, and presumably, invest the proceeds in less risky securities.
Senior Executive Tactics to Increase the values of ESOs • Aboody and Kasznik (2000) (AK) Research on Information release practices of CEOs around ESO grant dates. Sample of 4,426 ESO awards to CEOs of 1,264 different US firms during 1992-1996. • “On average, CEOs manipulate share price downwards just prior to the grant date, and manipulate price up shortly after.”
Senior Executive Tactics to Increase the values of ESOs • How? Making announcements of impending BN or GN earnings report on specific dates. • Influencing analyst’ earnings forecasts and selective timing of release of their own forecasts.
Senior Executive Tactics to Increase the values of ESOs • Spring Loading: Managers pressure compensation committees to grant unscheduled ESOs shortly before good earnings news. This gives the CEO a low exercise price and subsequent benefit as share price rises in response to the GN.
Senior Executive Tactics to Increase the values of ESOs • Late Timing: Is the backdating of ESO awards to a date when share price was lower than at the actual ESO grant date. Late timing violates GAAP since it disguises the expense recognition.
8.4 The Relationship between Efficient Securities Market Theory and Economic Consequences • Efficient Securities Market theory • No price reaction to accounting policy changes if they do not impact profitability and cash flows • Importance of full disclosure (including accounting policies) • Market will evaluate value of securities in light of the policies
8.4 The Relationship between Efficient Securities Market Theory and Economic Consequences Management and regulators should not be particularly concerned about the accounting policies that firm use, if their is no security price reaction BUT Management do care about any accounting policies and its economic consequences
8.4 The Relationship between Efficient Securities Market Theory and Economic Consequences • Existence of economic consequences reinforce that security markets are not fully efficient • Inconsistent observations lead to Positive Accounting Theory (PAT)
8.5 The Positive Accounting Theory • 8.5.1 Outline of Positive Accounting Theory • 8.5.2 The Three Hypotheses of Positive Accounting Theory
What is the difference between positive and normative theory? 8.5.1 Outline of Positive Accounting Theory
8.5.1 Outline of Positive Accounting Theory Positive theory: A good prediction of real world events.Normative theory: How people ought to react in real-world situations.
8.5.1 Outline of Positive Accounting Theory • Predicting choices of accounting policies by managers • How will managers respond to proposed new accounting standards? • Firms accounting policies chosen as to maintain efficient corporate governance • Why positive?
8.5.1 Outline of Positive Accounting Theory Key Assumptions • Firms are organized in most efficient manner, to maximize ability to survive • Managers exhibit opportunistic behaviour
8.5.1 Outline of Positive Accounting Theory • Nexus of Contracts • Contracting Costs • Efficient Contracts Terminology
8.5.1 Outline of Positive Accounting Theory • PAT does not specify accounting policies • GAAP (Flexibility and Adaptation) • Compromise and Tradeoff Of Opportunistic Manager Behaviour
8.5.2 The Three Hypotheses of PAT • Bonus Plan Hypothesis • Debt Covenant Hypothesis • Political Cost Hypothesis
8.5.2 The Three Hypotheses of PAT • Firms with bonus plans choose accounting policies that shift future earnings to current periods • Present value of manager’s utility from future bonuses increases Bonus Plan Hypothesis
8.5.2 The Three Hypotheses of PAT • Example: If employee pay depends on bonus related to reported net income, they may increase current bonus by increasing net income as much possible Bonus Plan Hypothesis
8.5.2 The Three Hypotheses of PAT • Firm who is close to violation of accounting-based debt covenants • Firm likely to select accounting policy, which shifts future earnings to current period Debt Covenant Hypothesis
8.5.2 The Three Hypotheses of PAT • Example: If firm has covenant to have certain level of ratio (i.e. interest coverage, etc.), it will want to adopt accounting policies that raise earnings as much as possible in fear of violation of covenant Debt Convenant Hypothesis
8.5.2 The Three Hypotheses of PAT • Greater the political cost, more likely firm will choose accounting policies that defer current earnings to future periods Political Cost Hypothesis
8.5.2 The Three Hypotheses of PAT • Example: Large firms may want to decrease earnings in current periods to reduce political costs of environmental responsibility Political Cost Hypothesis
8.5.3 Empirical PAT Research • Healy (1985), who found evidence that managers adopt accrual policies so as to maximize their expected bonuses (the Bonus plan Hypothesis). • Dichev and Skinner (2002) (DS) examined the debt covenant hypothesis.
8.5.3 Empirical PAT Research Jones used this formula to examine whether firms used discretionary accruals to reduce NI (the political cost hypothesis)
8.5.4 Distinguishing the Opportunistic and Efficient Contracting Versions of PAT • Opportunistic Form • Mangers choose accounting policies to maximize their utility relative to their remuneration • Efficiency Form • Compensation contracts, internal control systems, corporate governance limit opportunism and motivate managers to choose accounting policies to control contracting costs
8.5.4 Distinguishing the Opportunistic and Efficient Contracting Versions of PAT • Often the two forms of PAT make similar decisions • From the bonus plan hypothesis choosing straight-line amortization over declining-balance can benefit management by increasing their bonus • Benefits the firm and shareholders if straight-line amortization depicts the opportunity cost to the firm of using capital assets Example
8.5.4 Distinguishing the Opportunistic and Efficient Contracting Versions of PAT • Difficult to distinguish whether firms’ observed policy choices driven by opportunism or efficiency • Without knowing difference it cannot be said that we understand the process of accounting policy choice
8.5.4 Distinguishing the Opportunistic and Efficient Contracting Versions of PAT • PAT Research addresses the problem: • Mian and Smith (1990) • Christie and Zimmerman (1994) • Dechow (1994) • Study of Dichev and Skinner (2002) • Guay (1999) - Study of Derivative Activities • Ahmed, Billings, Harris and Morton (2002) (ABHM)
8.5.4 Distinguishing the Opportunistic and Efficient Contracting Versions of PAT • Study of Mian and Smith reports evidence that firms make efficient decisions with respect to preparation of consolidated financial statements • Dechow (1994) - Accruals can be a result opportunistic and efficient contracting