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IAS 32 and 39, IFRS 7 and 9 - Long-term liabilities

IAS 32 and 39, IFRS 7 and 9 - Long-term liabilities. Executive summary.

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IAS 32 and 39, IFRS 7 and 9 - Long-term liabilities

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  1. IAS 32 and 39, IFRS 7 and 9 - Long-term liabilities

  2. Executive summary • Under IFRS, the accounting standards in the area have evolved in a cohesive fashion and are contained in four pronouncements (IAS 1, IAS 23, IAS 32 and IAS 39) with a fifth pronouncement, IFRS 9 , Financial Instruments to take effect in January 2013. Under US GAAP, the accounting standards in this area have evolved with many different pronouncements, but are now codified in the Accounting Standards Codification. • IFRS requires that transaction (issuance) costs directly reduce the carrying value of the debt. US GAAP requires that these costs are deferred. • IFRS requires third-party costs to be recognized as part of the gain or loss in a debt extinguishment. US GAAP permits the capitalization and amortization of these costs over the term of the new debt. • For debt modifications, IFRS permits the entity to adjust the carrying amount of the liability and amortize costs over the term of the modified debt. US GAAP requires that these costs be expensed as incurred.

  3. Executive summary • IFRS allows upward revisions to the carrying value of an investment in a loan after a write-down. US GAAP does not permit upward revisions. • In the event of a debt covenant violation, IFRS allows long-term debt to continue to be classified as long term as long as a waiver is received by year-end. US GAAP allows a waiver to be received until the time the financial statements are released, to retain the long-term classification.

  4. Progress on convergence The FASB and the IASB are working on two projects which will impact long-term liabilities. The first project is fair value measurement and the second project is the accounting for financial instruments. In April 2011, the FASB issued an ASU, Fair Value Measurement, which amends ASC 820 and the IASB issued IFRS 13, Fair Value Measurement, a new pronouncement. The releases are essentially identical, with only minor differences, and have the same definition of fair value (an exit price). The releases do not create any new accounting requirements, but bring consistency in defining how fair value is applied to other accounting pronouncements that call for fair value measurement. The amendments to ASC 820 are effective for interim and annual periods beginning after December 15, 2011. The effective date for IFRS 13 is January 1, 2013 with earlier application permitted.

  5. Progress on convergence The accounting for financial instruments project, which has been ongoing for a number of years, is nearing completion. Although this is a convergence project, the Boards are taking slightly different approaches to developing their respective standards, with the objective of converging the standards in 2011. The FASB issued a comprehensive proposed ASU, Accounting for Financial Instruments and Revisions to the Accounting for Derivative Instruments and Hedging Activities, in May 2010. The comment period ended on September 30, 2010. On January 31, 2011, the FASB and the IASB proposed a common solution for impairment accounting, Supplementary Document – Accounting for Financial Instruments and Revisions to the Accounting for Derivative Instruments and Hedging Activities – Impairment. The comment period ended on April 1, 2011 and the Board will deliberate the comments that were received. On February 9, 2011, the FASB issued a DP, Invitation to Comment – Selected Issues about Hedge Accounting. The comment period ended on April 25, 2011. The FASB board will consider all of the above comments and responses, deliberate with the IASB Board and then develop a new pronouncement on financial instruments.

  6. Progress on convergence The IASB has taken a more piecemeal approach to the project by dividing it into three phases: Phase 1 – Classification and Measurement of Financial Assets and Liabilities The IASB issued the asset section in November 2009 and the liability section in October 2010. These now comprise chapters 1-5 and chapter 7 of IFRS 9, Financial Instruments, which is not effective until January 2013. Reference should be made to the Financial Assets module for an overview of IFRS 9 as it pertains to financial assets. In the appendix to this module there is an overview of the liabilities section of IFRS 9, which is basically a carryover of the accounting for liabilities from IAS 39. Phase 2 – Impairment Methodology The IASB issued an ED on Impairment in November 2009 and the comment period ended on June 30, 2010. On January 31, 2011, the IASB issued the supplementary document mentioned above. The IASB Board will be deliberating on the comments received from this supplementary document. Phase 3 – Hedge Accounting. In December 2010, the IASB issued an ED, Hedge Accounting, with the comment period ending on March 9, 2011. Additional information was added to this ED in February 2011, and comments received to date. On March 29, 2011, an Outreach Summary was released and the IASB is continuing to deliberate this phase of the project. This phase will also be deliberated with the FASB.

  7. Bonds payableValuation of bonds US GAAP IFRS Bonds are presented on the balance sheet at the present value of future interest and principal payments, which generally equal the cash received by the issuer. Similar Discounts and premiums on bonds are amortized over the life of the bond using the effective-interest method. Similar

  8. Long-term notes payable US GAAP IFRS Notes are presented on the balance sheet at the present value of future interest and principal payments. Similar Discounts and premiums are amortized over the term of the note using the effective-interest method. Similar Amounts due beyond one year of the balance sheet date are classified as long term. Similar

  9. Fair-value option US GAAP IFRS Upon initial recognition of a debt instrument, an accounting policy choice is allowed to measure the debt instrument at fair value with gains/losses recognized in income. This is referred to as the fair-value option (FVO).* Similar *Note that certain criteria must be met before the FVOis used and these differ between US GAAP and IFRS. As noted in the appendix, the application of the FVO under IFRS 9 is consistent with the application of the FVO stated here under IAS 39.

  10. Issuance costs US GAAP IFRS Direct and incremental costs related to the issuance of debt, such as legal fees, accounting fees and banker fees, are not expensed. Similar Internal costs are generally excluded from consideration for capitalization. Similar These costs are referred to as “issuance costs.” Referred to as “transaction costs.”

  11. Issuance costs US GAAP • Issuance costs should be recorded as a deferred charge, per ASC 835-30-45-3. IFRS • Per IAS 39, transaction costs directly reduce the carrying value of the debt.

  12. Issuance costs example Example 1 On December 31, 2011, an airplane manufacturer, Airways, issued $1 million in bonds at 5% annual interest, due December 31, 2014, at par. Airways incurred bank fees of $100,000, legal fees of $50,000 and salaries of $25,000 for its employees in conjunction with issuing the bonds. • Describe how Airways should record the issuance/transaction costs using US GAAP and IFRS? • Show the related journal entries.

  13. Solution: Using both US GAAP and IFRS, Airways can capitalize the $100,000 of bank fees and $50,000 of legal fees. Salaries must be expensed as they are internal costs and are not direct and incremental. The transaction costs directly reduce the carrying value for IFRS and are recorded as a deferred charge for US GAAP. US GAAP: Cash $825,000 Salary expense 25,000 Unamortized bond issuance costs 150,000 Bonds payable $1,000,000 IFRS: Cash $825,000 Salary expense 25,000 Bonds payable $850,000 Issuance costs example

  14. Debt modification and extinguishment Modification US GAAP IFRS Debt is modified when there is a non-substantial modification of terms for the debt. Similar Modifications should be accounted for prospectively. Similar

  15. Debt modification and extinguishment Extinguishment US GAAP IFRS If a modification of debt terms is considered to be substantial or debt is discharged, the debt is considered to be extinguished and the liability should be derecognized. Similar The difference between the reacquisition price or consideration paid, including any non-cash assets transferred, and the carrying amount of the extinguished debt should be recognized in income. Similar

  16. Debt modification and extinguishmentModification US GAAP • Costs incurred for a debt modification are expensed as incurred. IFRS • Costs incurred for a debt modification directly reduce the carrying amount of the debt and are amortized over the remaining term of the modified debt using the effective-interest method.

  17. Debt modification and extinguishmentExtinguishment US GAAP • US GAAP distinguishes treatment for a significant debt modification when the debtor is viable as compared to non-viable. When the company is non-viable, it may be accounted for as a troubled-debt restructuring as discussed below. IFRS • IFRS does not specifically address troubled debt restructuring, but according to IAS 39, paragraph 40, the treatment for a substantial modification is the same as an extinguishment “whether or not attributable to the financial difficulty of the debtor.”

  18. Debt modification and extinguishmentExtinguishment US GAAP • Costs incurred to extinguish debt in exchange for significantly modified debt or new debt are deferred and amortized over the remaining term of the modified debt or the term of the new debt, respectively, using the effective-interest method. If no new debt is issued, these costs are expensed as incurred. IFRS • IFRS permits extinguishment costs to be recognized as part of the gain or loss on the extinguishment.

  19. Debt modification and extinguishmentCosts to third parties

  20. Debt extinguishment example Example 3 The Tempe Company (Tempe) is a viable entity. On January 1, 2011, Tempe intends to extinguish some long-term notes by calling the long-term notes under the provisions of the note agreement. These notes are for $10 million at 10% annual interest due December 31, 2012. Tempe also has $50,000 in unamortized discount on notes payable, but no other deferred costs attributable to the borrowing or accrued interest. Management issues new debt with a new lender for the same amount and maturity date at 9% annual interest. Management has incurred $100,000 in legal costs to negotiate the extinguishment of the long-term notes payable. • Prepare the journal entries to record the extinguishment of the debt using US GAAP and IFRS. • Prepare the journal entries to record the interest expense for 2011 using US GAAP and IFRS (round to the nearest thousand).

  21. Example 3 solution: US GAAP: The unamortized discount on the 10% notes is included in the calculation of the gain or loss on extinguishment. The issuance costs on the 9% notes are recorded as a deferred charge. Long-term notes payable – 10% $10,000,000 Loss on extinguishment of note 50,000 Unamortized note issuance costs 100,000 Unamortized discount on notes payable $ 50,000 Cash 100,000 Long-term notes payable – 9% 10,000,000 Debt extinguishment example

  22. Example 3 solution (continued): The issuance costs of $100,000 are amortized over the life of the new debt, which is two years using the effective-interest method. Below is an amortization table showing the new effective-interest rate on the note of 9.5729% and related interest expense. Debt extinguishment example *The carrying value is the long-term note payable balance net of the balance of unamortized issuance costs. Interest expense $948,000 Cash $900,000 Unamortized note issuance costs 48,000

  23. Example 3 solution (continued): IFRS: The carrying amount of the 10% bonds of $9,950,000 along with the issuance costs on the 9% notes of $100,000 are both included in the calculation of the gain or loss on extinguishment. Long-term notes payable – 10% $9,950,000 Loss on extinguishment of note 150,000 Cash $ 100,000 Long-term notes payable – 9% 10,000,000 The effective-interest is the same as the stated interest at 9%, resulting in recording the interest expense as follows: Interest expense $900,000 Cash $900,000 Debt extinguishment example

  24. Debt modification example Example 4 Assume the same debt situation as in the previous example except that management has been able to modify the interest rate to 9% with the same lender to reflect current market rates. The same legal costs of $100,000 are incurred. • Prepare the journal entries to record the modification of the debt using US GAAP and IFRS. • Prepare the journal entries to record the interest expense for 2011 using US GAAP and IFRS (round to the nearest dollar).

  25. Example 4 solution: US GAAP: The unamortized discount on the 10% notes continues to be offset against the carrying value of the 9% notes as a deferred charge. The issuance costs on the 9% notes are recorded as an expense as follows: Legal expense $100,000 Cash $100,000 Debt modification example

  26. Example 4 solution (continued): The unamortized discount on the notes payable continues to be amortized using the effective-interest method. Below is an amortization table showing the effective-interest rate on the note of 9.28535% and related interest expense. Debt modification example *The carrying value is the long-term note payable balance net of the balance of unamortized discount. Interest expense $924,000 Cash $900,000 Unamortized discount on notes payable 24,000

  27. Example 4 solution (continued): IFRS: The legal costs of $100,000 would be directly charged against the carrying amount of the note and thus would be amortized over the remaining term of the modified debt. Long-term notes payable – 10% $9,950,000 Cash $ 100,000 Long-term notes payable – 9% 9,850,000 On the next slide is an amortization table showing the effective-interest rate on the note of 9.8627% and related interest expense. Note that amounts are rounded to the nearest thousand. Debt modification example

  28. Debt modification example Solution 4 (continued): *Rounded up for presentation purposes. Interest expense $971,000 Cash $900,000 Long-term notes payable – 9% 71,000

  29. Debt impairment Debtor US GAAP IFRS A debtor may not reduce the carrying amount of its debt due to the inability to pay, unless its contractual obligations have been legally reduced. Similar

  30. Debt impairment Creditor US GAAP IFRS • A write-down is required for the difference between the investment in the loan (principal and interest) and one of the following: • The expected future cash flows discounted at the loan’s historical effective-interest rate. • The market price of the loan. This can be the fair value of the collateral, if secured. Similar

  31. Debt impairmentCreditor US GAAP • Upward revisions to investments in loans are not allowed. IFRS • Upward revisions to the carrying value of the investment in the loan are allowed after a write-down if an improvement in credit quality occurs; however, the revised carrying value cannot exceed the cost amount prior to the write-down.

  32. Example 5 Part I: On January 1, 2011, the Desert Bank of Arizona (DBA) extended a three-year loan of $16 million to Royal Resorts Incorporated (RRI), a golf resort in southern Arizona, at a 4% interest rate. Interest is due quarterly on March 31, June 30, September 30 and December 31, with the final balance of the loan ($16 million), plus interest, due on December 31, 2013. The note is secured by a golf resort in southern Arizona with a fair value of $18 million as of January 1, 2011. Interest was paid in 2010 and through March 31, 2013. In the second quarter of 2013, RRI informed DBA that it had significant cash flow problems and would not be able to make the remaining contractual interest payments in 2012, and possibly 2013 or the principal due on December 31, 2013. Debt impairment example • At June 30, 2012, DBA determined that its loan was impaired because the loan balance outstanding of $16 million, plus accrued interest of $160,000 ($16,000,000 x 4% x 3/12), was not collectible at the current time and the balance of the loan exceeded the fair value of the loan, which was deemed to be $14 million based on the underlying value of the secured collateral. • Using US GAAP and IFRS, how should DBA and RRI reflect the asset and liability, respectively, in their accounting records at June 30, 2012? • What are the corresponding journal entries?

  33. Example 5 Part I – solution: DBA DBA should determine what is the best determination of fair value. In the above situation, fair value is deemed to be the collateral value of the golf resort. DBA should write down the asset for both US GAAP and IFRS, but use a valuation allowance for IFRS to allow for any possible future increase in value (so as not to exceed the carrying amount at June 30, 2012). US GAAP: Loss on loan to RRI $2,000,000 Interest income 160,000 Loan receivable from RRI $2,000,000 Interest receivable 160,000 To write down the loan receivable from RRI to fair value and to reverse the accrued interest through June 30, 2012. IFRS: Loss on loan to RRI $2,000,000 Interest income 160,000 Allowance for loan receivable from RRI $2,000,000 Interest receivable 160,000 To write down the loan receivable from RRI to fair value and to establish a corresponding allowance and to reverse the accrued interest through June 30, 2012. Debt impairment example

  34. Example 5 Part I – solution (continued): RRI US GAAP and IFRS: At June 30, 2012, RRI would not change the accounting for the loan, but would recognize the quarterly interest payable of $160,000 and maintain the loan balance outstanding of $16 million because RRI has not discharged its legal obligation on the note to DBA. Interest expense $160,000 Interest payable $160,000 Debt impairment example

  35. Example 5 Part II: Use the same facts as part I but assume that on December 31, 2012, RRI was able to obtain a significant cash infusion and able to pay the interest due to DBA, and thus bring the loan current. Also, assume the prospects of its payment of the principal and interest were not in doubt for 2013. Debt impairment example • Show the journal entries to record the payment at December 31, 2012, for both DBA and RRI using US GAAP and IFRS.

  36. Example 5 Part II – solution: DBA US GAAP: Cash $480,000 Interest income $480,000 To record the interest from RRI from April 1, 2012 through December 31, 2012 ($16,000,000 x 4% x 9/12). IFRS: Cash $ 480,000 Allowance for loan receivable from RRI 2,000,000 Interest income $ 480,000 Loss on loan to RRI 2,000,000 To record the interest from April 1, 2012 through December 31, 2012, and to reverse the allowance established at June 30, 2012. RRI US GAAP and IFRS: RRI would pay off the accrued interest for the three quarters in 2012. Interest payable $480,000 Cash $480,000 Debt impairment example

  37. Troubled debt restructuring US GAAP IFRS A debtor may be relieved for part or all of its obligations due to financial hardships from the transfer of assets or equity securities to the creditor or through the modification of debt terms (reducing the interest rate or accrued interest, extending the maturity date or reducing the principal obligation). Similar

  38. Troubled debt restructuring US GAAP • Relief of obligations due to financial hardship is referred to as a troubled debt restructuring. • SFAS No. 15 (ASC 470-60) requires the following treatment for each type of debt restructuring: • Transfer of assets – a gain or loss is recognized to the extent the fair value of assets transferred exceeds the amount payable, including accrued interest. IFRS • As discussed previously, IFRS does not specifically address troubled debt restructuring and, thus, follows the treatment noted for debt extinguishments.

  39. Troubled debt restructuring US GAAP • Debt restructuring treatment (continued): • Transfer of equity securities – the difference between the fair value of the equity and the carrying amount of debt is recognized as a gain or loss. • Modification of terms (whether substantial or non-substantial)– no gain or loss is recorded and a new effective-interest rate is computed. Creditors would follow the guidance using SFAS No. 114 (ASC 310-10-35). IFRS

  40. Example 6 Mike’s Industrial Company (MIC) has an unused factory in one of the Midwest states that has a book value and fair value of $8.0 million. MIC obtained a mortgage on the factory five years ago from a New York-based bank and the current balance due to the bank totals $10 million. Interest is being paid currently by MIC; however, MIC currently does not have use for the factory or the revenues to support the debt. After a lengthy negotiation process, MIC will be transferring the underlying property to the bank, along with a payment of $1.5 million. This will discharge MIC from the debt. This is considered a troubled debt restructuring for US GAAP purposes. Troubled debt restructuring example • Using US GAAP and IFRS, what journal entries would MIC and the bank prepare to record this transaction?

  41. Troubled debt restructuring example Example 6 solution: This transaction would be accounted for in the same manner using US GAAP or IFRS. The journal entry would be as follows: Mortgage notes payable $10,000,000 Facility $8,000,000 Cash 1,500,000 Gain on discharge of debt 500,000 To record the settlement of the mortgage note payable to the New York bank and the accompanying transfer of the property. MIC Under this scenario, MIC would have a gain on the restructuring, calculated as follows: Mortgage note payable $ 10,000,000 Less: carrying value of the building (8,000,000) Less: cash to the bank (1,500,000) Gain on discharge of debt $ 500,000

  42. Example 6 solution (continued): Bank The bank would record a loss on the restructuring calculated as follows: Mortgage receivable $ 10,000,000 Less: fair value of the building (8,000,000 Less: cash received (1,500,000) Loss on restructuring $ 500,000 Troubled debt restructuring example The journal entry to record the restructuring and loss would be as follows: Facility $8,000,000 Cash 1,500,000 Loan loss 500,000 Mortgage loans receivable $10,000,000 To record the payment and settlement of the mortgage loan from MIC and the transfer of the property.

  43. Reporting long-term debt US GAAP IFRS Long-term debt is classified as a non-current liability. Similar Debt is classified as long term as long as any debt violations are cured by year-end. Similar

  44. Reporting long-term debt US GAAP • The debt can be classified as long term if the violation is cleared before the audited financial statements are issued. IFRS • The violation must be cured by year-end to classify the debt as long term.

  45. Disclosures US GAAP IFRS A detailed listing and description of each significant issue is required, including the amounts outstanding, the type of borrowing, the interest rate, payment terms and final maturity date. Similar

  46. IFRS 9, Financial Instruments • In November 2009, the IASB issued the first chapters of IFRS 9, Financial Instruments, which dealt with the classification and measurement of financial assets. In October 2010, the IASB issued additional chapters that dealt with classification and measurement of financial liabilities. The objective of IFRS 9 is to establish principles for the financial reporting of financial assets and liabilities that will be relevant and useful in assessing amounts, timing and uncertainty of an entity’s future cash flows. It will become effective on January 1, 2013, with earlier application permitted.

  47. IFRS 9, Financial Instruments • Under IFRS 9, financial liabilities are initially recognized at their fair value plus or minus, in the case of a financial liability not at fair value through profit or loss, transaction costs that are directly attributable to the issuance of the financial liability. • Subsequent to initial recognition, financial liabilities are measured at amortized cost using the effective interest method, except for: • Financial liabilities at fair value through profit or loss, including derivatives that are liabilities. • Financial liabilities that arise when a transfer of a financial asset does not qualify for derecognition. • Financial guarantee contracts. • Commitments to provide a loan at below-market interest rates.

  48. IFRS 9, Financial Instruments • FVO: Financial liabilities may also be measured at fair value through profit or loss, if, at initial recognition, the financial liability is so designated to be measured at fair value because of either of the following scenarios: • The accounting eliminates or reduces an accounting mismatch. • A group of liabilities is managed on a fair value basis for risk management or investment strategy purposes. • For FVO liabilities, the change in the fair value of a liability that is attributable to changes in credit risk must be presented in OCI. The remainder of the change in fair value is presented in profit or loss. However, if the change in the credit risk in OCI would create or enlarge an accounting mismatch, the change is reported in profit or loss.

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