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CFA 2017 level 2 schweser notes book 2

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Table of Contents
1.
2.
3.
4.

Getting Started Flyer
Contents
Readings and Learning Outcome Statements
Intercorporate Investments
1. Exam Focus
2. LOS 16.a
3. LOS 16.b
4. LOS 16.c
5. Key Concepts
1. LOS 16.a
2. LOS 16.b
3. LOS 16.c
6. Concept Checkers
7. Answers – Concept Checkers
8. Challenge Problems
9. Answers – Challenge Problems
5. Employee Compensation: Post-Employment and Share-Based
1. Exam Focus
2. LOS 17.a
3. LOS 17.b
4. LOS 17.c
5. LOS 17.d
6. LOS 17.e


7. LOS 17.f
8. LOS 17.g
9. LOS 17.h
10. Key Concepts
1. LOS 17.a
2. LOS 17.b
3. LOS 17.c
4. LOS 17.d
5. LOS 17.e
6. LOS 17.f
7. LOS 17.g
8. LOS 17.h
11. Concept Checkers
12. Answers – Concept Checkers
13. Challenge Problems
14. Answers – Challenge Problems
6. Multinational Operations
1. Exam Focus
2. LOS 18.a
3. LOS 18.b
4. LOS 18.c
5. LOS 18.d
6. LOS 18.e
7. LOS 18.f


8.
9.
10.
11.

12.

LOS 18.g
LOS 18.h
LOS 18.i
LOS 18.j
Key Concepts
1. LOS 18.a
2. LOS 18.b
3. LOS 18.c
4. LOS 18.d
5. LOS 18.e
6. LOS 18.f
7. LOS 18.g
8. LOS 18.h
9. LOS 18.i
10. LOS 18.j
13. Concept Checkers
14. Answers – Concept Checkers
15. Challenge Problems
16. Answers – Challenge Problems
7. Evaluating Quality of Financial Reports
1. LOS 19.a
2. LOS 19.b
3. LOS 19.c
4. LOS 19.d
5. LOS 19.f
6. LOS 19.e
7. LOS 19.g
8. LOS 19.h

9. LOS 19.i
10. LOS 19.j
11. LOS 19.k
12. LOS 19.l
13. LOS 19.m
14. Key Concepts
1. LOS 19.a
2. LOS 19.b
3. LOS 19.c
4. LOS 19.d
5. LOS 19.e
6. LOS 19.f
7. LOS 19.g
8. LOS 19.h
9. LOS 19.i
10. LOS 19.j
11. LOS 19.k
12. LOS 19.l
13. LOS 19.m
15. Concept Checkers
16. Answers – Concept Checkers
8. Integration of Financial Statement Analysis Techniques
1. Exam Focus
2. LOS 20.a


3.
4.
5.
6.

7.

LOS 20.b
LOS 20.e
LOS 20.c
LOS 20.d
Key Concepts
1. LOS 20.a
2. LOS 20.b
3. LOS 20.c
4. LOS 20.d
5. LOS 20.e
8. Concept Checkers
9. Answers – Concept Checkers
9. Self-Test: Financial Reporting and Analysis
10. Capital Budgeting
1. Exam Focus
2. LOS 21.a
3. LOS 21.b
4. LOS 21.c
5. LOS 21.d
6. LOS 21.e
7. LOS 21.f
8. LOS 21.g
9. LOS 21.h
10. LOS 21.i
11. Key Concepts
1. LOS 21.a
2. LOS 21.b
3. LOS 21.c

4. LOS 21.d
5. LOS 21.e
6. LOS 21.f
7. LOS 21.g
8. LOS 21.h
9. LOS 21.i
12. Concept Checkers
13. Answers – Concept Checkers
14. Challenge Problems
15. Answers – Challenge Problems
11. Capital Structure
1. LOS 22.a
2. LOS 22.b
3. LOS 22.c
4. LOS 22.d
5. LOS 22.e
6. Key Concepts
1. LOS 22.a
2. LOS 22.b
3. LOS 22.c
4. LOS 22.d
5. LOS 22.e
7. Concept Checkers
8. Answers – Concept Checkers


9. Challenge Problems
10. Answers – Challenge Problems
12. Dividends and Share Repurchases: Analysis
1. LOS 23.a

2. LOS 23.b
3. LOS 23.c
4. LOS 23.d
5. LOS 23.e
6. LOS 23.f
7. LOS 23.g
8. LOS 23.h
9. LOS 23.i
10. LOS 23.j
11. Key Concepts
1. LOS 23.a
2. LOS 23.b
3. LOS 23.c
4. LOS 23.d
5. LOS 23.e
6. LOS 23.f
7. LOS 23.g
8. LOS 23.h
9. LOS 23.i
10. LOS 23.j
12. Concept Checkers
13. Answers – Concept Checkers
14. Challenge Problems
15. Answers – Challenge Problems
13. Corporate Performance, Governance, and Business Ethics
1. LOS 24.a
2. LOS 24.b
3. LOS 24.c
4. LOS 24.d
5. Key Concepts

1. LOS 24.a
2. LOS 24.b
3. LOS 24.c
4. LOS 24.d
6. Concept Checkers
7. Answers – Concept Checkers
14. Corporate Governance
1. LOS 25.a
2. LOS 25.b
3. LOS 25.c
4. LOS 25.d
5. LOS 25.e
6. LOS 25.f
7. LOS 25.g
8. LOS 25.h
9. Key Concepts
1. LOS 25.a
2. LOS 25.b


15.

16.
17.
18.
19.
20.

3. LOS 25.c
4. LOS 25.d

5. LOS 25.e
6. LOS 25.f
7. LOS 25.g
8. LOS 25.h
10. Concept Checkers
11. Answers – Concept Checkers
12. Challenge Problems
13. Answers – Challenge Problems
Mergers and Acquisitions
1. LOS 26.a
2. LOS 26.b
3. LOS 26.c
4. LOS 26.d
5. LOS 26.e
6. LOS 26.f
7. LOS 26.g
8. LOS 26.i
9. LOS 26.j
10. LOS 26.h
11. LOS 26.k
12. LOS 26.l
13. LOS 26.m
14. LOS 26.n
15. LOS 26.o
16. Key Concepts
1. LOS 26.a
2. LOS 26.b
3. LOS 26.c
4. LOS 26.d
5. LOS 26.e

6. LOS 26.f
7. LOS 26.g
8. LOS 26.h
9. LOS 26.i
10. LOS 26.j
11. LOS 26.k
12. LOS 26.l
13. LOS 26.m
14. LOS 26.n
15. LOS 26.o
17. Concept Checkers
18. Answers – Concept Checkers
19. Challenge Problems
20. Answers – Challenge Problems
Self-Test: Corporate Finance
Formulas: Study Sessions 5 and 6: Financial Reporting and Analysis
Formulas: Study Sessions 7 and 8: Corporate Finance
Copyright
Pages List Book Version


BOOK 2 – FINANCIAL REPORTING AND ANALYSIS AND
CORPORATE FINANCE
Reading and Learning Outcome Statements
Study Session 5 – Financial Reporting and Analysis: Intercorporate Investments, Post-Employment and Share-Based
Compensation, and Multinational Operations
Study Session 6 – Financial Reporting and Analysis: Quality of Financial Reports and Financial Statement Analysis
Study Session 7 – Corporate Finance
Study Session 8 – Corporate Finance: Financing and Control Issues
Formulas



READINGS AND LEARNING OUTCOME S TATEMENTS
R EADI NGS
The following material is a review of the Financial Reporting and Analysis, and Corporate Finance
principles designed to address the learning outcome statements set forth by CFA Institute.

STUDY SESSION 5
Reading A ssignments

Financial Reporting and Analysis, CFA Program Curriculum, Volume 2, Level II
(CFA Institute, 2016)
16. Intercorporate Investments (page 1)
17. Employee Compensation: Post-Employment and Share-Based (page 36)
18. Multinational Operations (page 61)

STUDY SESSION 6
Reading A ssignments

Financial Reporting and Analysis, CFA Program Curriculum, Volume 2, Level II (CFA Institute, 2016)
19. Evaluating Quality of Financial Reports (page 100)
20. Integration of Financial Statement Analysis Techniques (page 126)

STUDY SESSION 7
Reading A ssignments

Corporate Finance, CFA Program Curriculum, Volume 3, Level II (CFA Institute, 2016)
21. Capital Budgeting (page 151)
22. Capital Structure (page 199)
23. Dividends and Share Repurchases: Analysis (page 218)


STUDY SESSION 8
Reading A ssignments

Corporate Finance, CFA Program Curriculum, Volume 3, Level II (CFA Institute, 2016)
24. Corporate Performance, Governance, and Business Ethics (page 244)
25. Corporate Governance (page 255)
26. Mergers and Acquisitions (page 274)

L EARNI NG O UTCOME S TATEMENTS (LOS)
The CFA Institute Learning Outcome Statements are listed below. These are repeated in each topic
review; however, the order may have been changed in order to get a better fit with the flow of the


review.

STUDY SESSION 5
The topical coverage corresponds with the following CFA Institute assigned reading:
1 6 . Inter cor por ate Investments
The candidate should be able to:
a. describe the classification, measurement, and disclosure under International Financial Reporting Standards (IFRS) for
1) investments in financial assets, 2) investments in associates, 3) joint ventures, 4) business combinations, and
5) special purpose and variable interest entities. (page 1)
b. distinguish between IFRS and US GAAP in the classification, measurement, and disclosure of investments in financial
assets, investments in associates, joint ventures, business combinations, and special purpose and variable interest
entities. (page 1)
c. Analyze how different methods used to account for intercorporate investments affect financial statements and ratios.
(page 24)
The topical coverage corresponds with the following CFA Institute assigned reading:
1 7 . Employee Compensation: Post-Employment and Shar e-Based

The candidate should be able to:
a. describe the types of post-employment benefit plans and implications for financial reports. (page 36)
b. explain and calculate measures of a defined benefit pension obligation (i.e., present value of the defined benefit
obligation and projected benefit obligation) and net pension liability (or asset). (page 37)
c. describe the components of a company’s defined benefit pension costs. (page 41)
d. explain and calculate the effect of a defined benefit plan’s assumptions on the defined benefit obligation and periodic
pension cost. (page 46)
e. explain and calculate how adjusting for items of pension and other post-employment benefits that are reported in the
notes to the financial statements affects financial statements and ratios. (page 48)
f. interpret pension plan note disclosures including cash flow related information. (page 50)
g. explain issues associated with accounting for share-based compensation. (page 51)
h. explain how accounting for stock grants and stock options affects financial statements, and the importance of
companies’ assumptions in valuing these grants and options. (page 51)
The topical coverage corresponds with the following CFA Institute assigned reading:
1 8 . Multinational O per ations
The candidate should be able to:
a. distinguish among presentation (reporting) currency, functional currency, and local currency. (page 61)
b. describe foreign currency transaction exposure, including accounting for and disclosures about foreign currency
transaction gains and losses. (page 62)
c. analyze how changes in exchange rates affect the translated sales of the subsidiary and parent company. (page 63)
d. compare the current rate method and the temporal method, evaluate how each affects the parent company’s balance
sheet and income statement, and determine which method is appropriate in various scenarios. (page 63)
e. calculate the translation effects and evaluate the translation of a subsidiary’s balance sheet and income statement into
the parent company’s presentation currency. (page 69)
f. analyze how the current rate method and the temporal method affect financial statements and ratios. (page 77)
g. analyze how alternative translation methods for subsidiaries operating in hyperinflationary economies affect financial
statements and ratios. (page 81)
h. describe how multinational operations affect a company’s effective tax rate. (page 84)
i. explain how changes in the components of sales affect the sustainability of sales growth. (page 85)
j. analyze how currency fluctuations potentially affect financial results, given a company’s countries of operation.

(page 86)

STUDY SESSION 6
The topical coverage corresponds with the following CFA Institute assigned reading:
1 9 . Evaluating Quality of Financial Repor ts
The candidate should be able to:
a. demonstrate the use of a conceptual framework for assessing the quality of a company’s financial reports. (page 100)
b. explain potential problems that affect the quality of financial reports. (page 101)
c. describe how to evaluate the quality of a company’s financial reports. (page 104)
d. Evaluate the quality of a company’s financial reports. (page 104)
e. describe the concept of sustainable (persistent) earnings. (page 107)
f. describe indicators of earnings quality. (page 107)


g. explain mean reversion in earnings and how the accruals component of earnings affects the speed of mean reversion.
(page 109)
h. evaluate the earnings quality of a company. (page 109)
i. describe indicators of cash flow quality. (page 112)
j. evaluate the cash flow quality of a company. (page 112)
k. describe indicators of balance sheet quality. (page 113)
l. evaluate the balance sheet quality of a company. (page 113)
m. describe sources of information about risk. (page 114)
The topical coverage corresponds with the following CFA Institute assigned reading:
2 0 . Integr ation of Financial Statement A nalysis Techniques
The candidate should be able to:
a. demonstrate the use of a framework for the analysis of financial statements, given a particular problem, question, or
purpose (e.g., valuing equity based on comparables, critiquing a credit rating, obtaining a comprehensive picture of
financial leverage, evaluating the perspectives given in management’s discussion of financial results). (page 126)
b. identify financial reporting choices and biases that affect the quality and comparability of companies’ financial
statements and explain how such biases may affect financial decisions. (page 127)

c. evaluate the quality of a company’s financial data and recommend appropriate adjustments to improve quality and
comparability with similar companies, including adjustments for differences in accounting standards, methods, and
assumptions. (page 142)
d. evaluate how a given change in accounting standards, methods, or assumptions affects financial statements and ratios.
(page 143)
e. analyze and interpret how balance sheet modifications, earnings normalization, and cash flow statement related
modifications affect a company’s financial statements, financial ratios, and overall financial condition. (page 136)

STUDY SESSION 7
The topical coverage corresponds with the following CFA Institute assigned reading:
2 1 . Capital Budgeting
The candidate should be able to:
a. calculate the yearly cash flows of expansion and replacement capital projects and evaluate how the choice of
depreciation method affects those cash flows. (page 154)
b. explain how inflation affects capital budgeting analysis. (page 161)
c. Evaluate capital projects and determine the optimal capital project in situations of 1) mutually exclusive projects with
unequal lives, using either the least common multiple of lives approach or the equivalent annual annuity approach,
and 2) capital rationing. (page 162)
d. explain how sensitivity analysis, scenario analysis, and Monte Carlo simulation can be used to assess the stand-alone
risk of a capital project. (page 167)
e. explain and calculate the discount rate, based on market risk methods, to use in valuing a capital project. (page 170)
f. describe types of real options and evaluate a capital project using real options. (page 171)
g. describe common capital budgeting pitfalls. (page 174)
h. calculate and interpret accounting income and economic income in the context of capital budgeting. (page 175)
i. distinguish among the economic profit, residual income, and claims valuation models for capital budgeting and evaluate
a capital project using each. (page 179)
The topical coverage corresponds with the following CFA Institute assigned reading:
2 2 . Capital Str uctur e
The candidate should be able to:
a. explain the Modigliani–Miller propositions regarding capital structure, including the effects of leverage, taxes, financial

distress, agency costs, and asymmetric information on a company’s cost of equity, cost of capital, and optimal capital
structure. (page 199)
b. describe target capital structure and explain why a company’s actual capital structure may fluctuate around its target.
(page 207)
c. describe the role of debt ratings in capital structure policy. (page 207)
d. explain factors an analyst should consider in evaluating the effect of capital structure policy on valuation. (page 208)
e. describe international differences in the use of financial leverage, factors that explain these differences, and implications
of these differences for investment analysis. (page 209)
The topical coverage corresponds with the following CFA Institute assigned reading:
2 3 . Dividends and Shar e Repur chases: A nalysis
The candidate should be able to:
a. compare theories of dividend policy and explain implications of each for share value given a description of a corporate
dividend action. (page 218)
b. describe types of information (signals) that dividend initiations, increases, decreases, and omissions may convey.
(page 219)


c. explain how clientele effects and agency issues may affect a company’s payout policy. (page 220)
d. explain factors that affect dividend policy. (page 222)
e. calculate and interpret the effective tax rate on a given currency unit of corporate earnings under double taxation,
dividend imputation, and split-rate tax systems. (page 223)
f. compare stable dividend, constant dividend payout ratio, and residual dividend payout policies, and calculate the
dividend under each policy. (page 225)
g. explain the choice between paying cash dividends and repurchasing shares. (page 228)
h. describe broad trends in corporate dividend policies. (page 231)
i. calculate and interpret dividend coverage ratios based on 1) net income and 2) free cash flow. (page 232)
j. identify characteristics of companies that may not be able to sustain their cash dividend. (page 232)

STUDY SESSION 8
The topical coverage corresponds with the following CFA Institute assigned reading:

2 4 . Cor por ate Per for mance, Gover nance and Business Ethics
The candidate should be able to:
a. compare interests of key stakeholder groups and explain the purpose of a stakeholder impact analysis. (page 244)
b. discuss problems that can arise in principal-agent relationships and mechanisms that may mitigate such problems.
(page 246)
c. discuss roots of unethical behavior and how managers might ensure that ethical issues are considered in business
decision making. (page 247)
d. compare the Friedman doctrine, Utilitarianism, Kantian Ethics, and Rights and Justice Theories as approaches to ethical
decision making. (page 248)
The topical coverage corresponds with the following CFA Institute assigned reading:
2 5 . Cor por ate Gover nance
The candidate should be able to:
a. describe objectives and core attributes of an effective corporate governance system and evaluate whether a company’s
corporate governance has those attributes. (page 255)
b. compare major business forms and describe the conflicts of interest associated with each. (page 256)
c. explain conflicts that arise in agency relationships, including manager–shareholder conflicts and director–shareholder
conflicts. (page 257)
d. describe responsibilities of the board of directors and explain qualifications and core competencies that an investment
analyst should look for in the board of directors. (page 259)
e. explain effective corporate governance practice as it relates to the board of directors and evaluate strengths and
weaknesses of a company’s corporate governance practice. (page 259)
f. describe elements of a company’s statement of corporate governance policies that investment analysts should assess.
(page 262)
g. describe environmental, social, and governance risk exposures. (page 262)
h. explain the valuation implications of corporate governance. (page 264)
The topical coverage corresponds with the following CFA Institute assigned reading:
2 6 . Mer ger s and A cquisitions
The candidate should be able to:
a. classify merger and acquisition (M&A) activities based on forms of integration and relatedness of business activities.
(page 275)

b. explain common motivations behind M&A activity. (page 276)
c. explain bootstrapping of earnings per share (EPS) and calculate a company’s postmerger EPS. (page 278)
d. explain, based on industry life cycles, the relation between merger motivations and types of mergers. (page 280)
e. contrast merger transaction characteristics by form of acquisition, method of payment, and attitude of target
management. (page 281)
f. distinguish among pre-offer and post-offer takeover defense mechanisms. (page 284)
g. calculate and interpret the Herfindahl–Hirschman Index, and evaluate the likelihood of an antitrust challenge for a given
business combination. (page 287)
h. compare the discounted cash flow, comparable company, and comparable transaction analyses for valuing a target
company, including the advantages and disadvantages of each. (page 301)
i. calculate free cash flows for a target company, and estimate the company’s intrinsic value based on discounted cash flow
analysis. (page 289)
j. estimate the value of a target company using comparable company and comparable transaction analyses. (page 294)
k. evaluate a takeover bid, and calculate the estimated post-acquisition value of an acquirer and the gains accrued to the
target shareholders versus the acquirer shareholders. (page 302)
l. explain how price and payment method affect the distribution of risks and benefits in M&A transactions. (page 306)
m. describe characteristics of M&A transactions that create value. (page 307)
n. distinguish among equity carve-outs, spin-offs, split-offs, and liquidation. (page 307)


o. explain common reasons for restructuring. (page 308)


The following is a review of the Financial Reporting and Analysis principles designed to address the learning outcome
statements set forth by CFA Institute. Cross-Reference to CFA Institute Assigned Reading #16.

INTERCORPORATE INVESTMENTS
Study Session 5

EXAM FOCUS

There are no shortcuts here. Spend the time necessary to learn how and when to use each method of
accounting for intercorporate investments because the probability of this material being tested is
high. Be able to determine the effects of each method on the financial statements and ratios. Pay
particular attention to the examples illustrating the difference between the equity method and the
acquisition method.

CATEGORIES OF INTERCORPORATE INVESTMENTS
LOS 16.a: Describe the classification, measurement, and disclosure under International
Financial Reporting Standards (IFRS) for 1) investments in financial assets, 2) investments in
associates, 3) joint ventures, 4) business combinations, and 5) special purpose and variable
interest entities.;
LOS 16.b: Distinguish between IFRS and US GAAP in the classification, measurement, and
disclosure of investments in financial assets, investments in associates, joint ventures,
business combinations, and special purpose and variable interest entities.
Intercorporate investments in marketable securities are categorized as either (1) investments in
financial assets (when the investing firm has no significant control over the operations of the investee
firm), (2) investments in associates (when the investing firm has significant influence over the
operations of the investee firm, but not control), or (3)business combinations (when the investing
firm has control over the operations of the investee firm).
Percentage of ownership (or voting control) is typically used to determine the appropriate category
for financial reporting purposes. However, the ownership percentage is only a guideline. Ultimately,
the category is based on the investor’s ability to influence or control the investee.
Financial assets. An ownership interest of less than 20% is usually considered a passive investment. In
this case, the investor cannot significantly influence or control the investee.
IFRS currently (current standards) classifies investments in financial assets as held-to-maturity,
available-for-sale, or fair value through profit or loss (which includes held-for-trading and securities
designated at fair value). Under U.S. GAAP, the accounting treatment for investment in financial
assets is similar to current IFRS. IFRS 9 (the new standards) is applicable for annual periods beginning
January 1, 2018, (early adoption is allowed).
Investments in associates. An ownership interest between 20% and 50% is typically a noncontrolling

investment; however, the investor can usually significantly influence the investee’s business
operations. Significant influence can be evidenced by the following:
Board of directors representation.
Involvement in policy making.
Material intercompany transactions.


Interchange of managerial personnel.
Dependence on technology.
It may be possible to have significant influence with less than 20% ownership. In this case, the
investment is considered an investment in associates. Conversely, without significant influence, an
ownership interest between 20% and 50% is considered an investment in financial assets.
The equity method is used to account for investments in associates.
Business combinations. An ownership interest of more than 50% is usually a controlling investment.
When the investor can control the investee, the acquisition method is used.
It is possible to own more than 50% of an investee and not have control. For example, control can be
temporary or barriers may exist such as bankruptcy or governmental intervention. In these cases, the
investment is not considered controlling.
Conversely, it is possible to control with less than a 50% ownership interest. In this case, the
investment is still considered a business combination.
Joint ventures. A joint venture is an entity whereby control is shared by two or more investors. Both
IFRS and U.S. GAAP require the equity method for joint ventures. In rare cases, IFRS and U.S. GAAP
allow proportionate consolidation as opposed to the equity method.
Figure 1 summarizes the accounting treatment for investments.
Figure 1: Accounting for Investments
Ownership

Degree of Influence

Accounting Treatment


Less than 20% (Investments in financial assets) No significant influence Held-to-maturity, available-for-sale,
fair value through profit or loss.*
20%–50%

Significant influence

Equity method

Control

Acquisition method

(Investment in associates)
More than 50%
(Business combinations)
*Under the current standards

REPORTING OF INTERCORPORATE INVESTMENTS (CURRENT STANDARDS)
Financial Assets
Investment ownership of less than 20% is usually considered passive. The acquisition of financial
assets is recorded at cost (presumably the fair value at acquisition), and any dividend or interest
income is recognized in the investor’s income statement.
Recognizing the change in the fair value of financial assets depends on their classification as either
held-to-maturity, held-for-trading, or available-for-sale. Firms can also designate financial assets and
financial liabilities at fair value.


1. Held-to-maturity. Held-to-maturity securities are debt securities acquired with the intent
and ability to be held-to-maturity. The securities cannot be sold prior to maturity except in

unusual circumstances.
Long-term held-to-maturity securities are reported on the balance sheet at amortized cost.
Amortized cost is the original cost of the debt security plus any discount, or minus any
premium, that has been amortized to date.
Professor’s Note: Amortized cost is simply the present value of the remaining cash flows (coupon payments and
face amount) discounted at the market rate of interest at issuance.

Interest income (coupon cash flow adjusted for amortization of premium or discount) is
recognized in the income statement but subsequent changes in fair value are ignored.
2. Fair value through profit or loss (held-for-trading or designated at fair value)
1. Held-for-trading. Held-for-trading securities are debt and equity securities
acquired for the purposes of profiting in the near term, usually less than three
months. Held-for-trading securities are reported on the balance sheet at fair
value. The changes in fair value, both realized and unrealized, are recognized in
the income statement along with any dividend or interest income.
2. Designated at fair value. Firms can choose to report debt and equity securities
that would otherwise be treated as held-to-maturity or available-for-sale securities
at fair value. Designating financial assets and liabilities at fair value can reduce
volatility and inconsistencies that result from measuring assets and liabilities using
different valuation bases. Unrealized gains and losses on designated financial
assets and liabilities are recognized on the income statement, similar to the
treatment of held-for-trading securities.
3. Available-for-sale. Available-for-sale securities are debt and equity securities that are
neither held-to-maturity nor held-for-trading. Like held-for-trading securities, available-forsale securities are reported on the balance sheet at fair value. However, only the realized
gains or losses, and the dividend or interest income, are recognized in the income
statement. The unrealized gains and losses (net of taxes) are excluded from the income
statement and are reported as a separate component of stockholders’ equity (in other
comprehensive income). When the securities are sold, the unrealized gains and losses are
removed from other comprehensive income, as they are now realized, and recognized in
the income statement.

The treatment under IFRS is similar to U.S. GAAP, except for unrealized gains or losses that result
from foreign exchange movements. Foreign exchange gains and losses on available-for-sale debt
securities are recognized in the income statement under IFRS. The entire unrealized gain or loss is
recognized in equity under U.S. GAAP. For available for-sale equity securities, the treatment under
IFRS is similar to the treatment under U.S. GAAP.
Let’s look at an example of the different classifications for financial assets.
Example: Investment in financial assets
At the beginning of the year, Midland Corporation purchased a 9% bond with a face value of $100,000 for $96,209
to yield 10%. The coupon payments are made annually at year-end. Let’s suppose the fair value of the bond at the end
of the year is $98,500.
Determine the impact on Midland’s balance sheet and income statement if the bond investment is classified as held-tomaturity, held-for-trading (or fair value through profit or loss), and available-for-sale.
Answer:


Held-to-maturity. The balance sheet value is based on amortized cost. At year-end, Midland recognizes interest
revenue of $9,621 ($96,209 beginning bond investment × 10% market rate at issuance). The interest revenue includes
the coupon payment of $9,000 ($100,000 face value × 9% coupon rate) and the amortized discount of $621 ($9,621
interest revenue – $9,000 coupon payment).
At year-end, the bond is reported on the balance sheet at $96,830 ($96,209 beginning bond investment + $621
amortized discount).
Held-for-trading. The balance sheet value is based on fair value of $98,500. Interest revenue of $9,621 ($96,209
beginning bond investment × 10% yield-to-maturity at issuance) and an unrealized gain of $1,670 ($98,500 –
$96,209 – $621) are recognized in the income statement.
Available-for-sale. The balance sheet value is based on fair value of $98,500. Interest revenue of $9,621 ($96,209
beginning bond investment × 10% yield-to-maturity at issuance) is recognized in the income statement. The unrealized
gain of $1,670 ($98,500 – $96,209 – $621) is reported in stockholders’ equity as a component of other
comprehensive income.
Now let’s imagine that the bonds are called on the first day of the next year for $101,000. Calculate the gain or loss
recognition for each classification.
Held-to-maturity: A realized gain of $4,170 ($101,000 – $96,830 carrying value) is recognized in the income

statement.
Held-for-trading: A net gain of $2,500 ($101,000 – $98,500 carrying value) is recognized in the income statement.
Available-for-sale:The unrealized gain of $1,670 is removed from equity, and a realized gain of $4,170 ($101,000 –
$96,830) is recognized in the income statement.

Figure 2 summarizes the effects of the different classifications for financial assets on the balance
sheet and income statement.
Figure 2: Summary of Classifications of Financial Assets

* G/L = Gain and losses.
Reclassification of Investments in Financial Assets
IFRS typically does not allow reclassification of investments into or out of the designated at fair value
category. Reclassification of investments out of the held-for-trading category is severely restricted
under IFRS.
Debt securities classified as available-for-sale can be reclassified as held-to-maturity if the holder
intends to (and is able to) hold the debt to its maturity date. The security’s balance sheet value is
remeasured to reflect its fair value at the time it is reclassified. Any difference between this amount
and the maturity value, and nany gain or loss that had been recorded in other comprehensive
income, is amortized over the security’s remaining life.


Held-to-maturity securities can be reclassified as available-for-sale if the holder no longer intends or
is no longer able to hold the debt to maturity. The carrying value is remeasured to the security’s fair
value, with any difference recognized in other comprehensive income. Note that reclassifying a heldto-maturity security may prevent the holder from classifying other debt securities as held-tomaturity, or even require other held-to-maturity debt to be reclassified as available-for-sale.
U.S. GAAP does permit securities to be reclassified into or out of held-for-trading or designated at
fair value. Unrealized gains are recognized on the income statement at the time the security is
reclassified. For investments transferring out of available-for-sale category into held-for-trading
category, the cumulative amount of gains and losses previously recorded under other comprehensive
income is recognized in income. For a debt security transferring out of available-for-sale category
into held-to-maturity category, the cumulative amount of gains and losses previously recorded under

other comprehensive income is amortized over the remaining life of the security. For transferring
investments into available-for-sale category from held-to-maturity category, the unrealized gain/loss
is transferred to comprehensive income. Figure 3 summarizes the rules of reclassification.
Figure 3: Reclassification of Financial Assets
From

To

Unrealized Gain or Loss

Fair value through profit or loss*

Any

Income Statement (to extent not recognized)

Held-to-maturity

Fair value through profit or loss*

Income Statement

Held-to-maturity

Available-for-sale

Other comprehensive income

Available-for-sale


Held-to-maturity

Amortize out of other comprehensive income

Available-for-sale

Fair value through profit or loss* Transfer out of other comprehensive income
*Restricted under IFRS
All transfers at fair value on transfer date

Impairment of Financial Assets
If the value that can be recovered for a financial asset is less than its carrying value and is expected
to remain so, the financial asset is impaired. IFRS and U.S. GAAP require that held-to-maturity (HTM)
and available-for-sale (AFS) securities be evaluated for impairment at each reporting period. This is
not necessary for held-for-trading and designated at fair value securities because declines in their
values are recognized on the income statement as they occur.
U.S. GAAP
Under U.S. GAAP, a security is considered impaired if its decline in value is determined to be other
than temporary. For both HTM and AFS securities, the write-down to fair value is treated as a
realized loss (i.e., recognized on the income statement).
U.S. GAAP—Reversals
A subsequent reversal of impairment losses is not allowed.
IFRS


As under U.S. GAAP, impairments under IFRS are recognized in the income statement. Impairment of
a debt or equity security is indicated if at least one loss event has occurred, and its effect on the
security’s future cash flows can be estimated reliably. Losses due to occurrences of future events
(regardless of the probability of occurrence) are not recognized.
For debt securities, loss events can include default on payments of interest or principal, likely

bankruptcy or reorganization of the issuer, concessions from the bondholders, or other indications of
financial difficulty on the part of the issuer. However, a credit rating downgrade or the lack of a
liquid market for the debt are not considered to be indications of impairment in the absence of other
evidence.
For equities, a loss event has occurred if the fair value of the security has experienced a substantial
or extended decline below its carrying value or if changes in the business environment facing the
equity issuer (such as economic, legal, or technological developments) have made it unlikely that the
value of the equity will recover to its initial cost.
If a held-to-maturity security has become impaired, its carrying value is decreased to the present
value of its estimated future cash flows, using the same effective interest rate that was used when
the security was purchased. This may not be equal to its fair value.
IFRS—Reversals
If the held-to-maturity security’s value recovers in a later period, and its recovery can be attributed
to an event (such as a credit upgrade), the impairment loss can be reversed. Impairments of
available-for-sale debt securities may be reversed under the same conditions as impairments of
held-to-maturity securities. Reversals of impairments are not permitted for equity securities.
Analysis of Investments in Financial Assets
When analyzing a firm with investments in financial assets, it is important to separate the firm’s
operating results from its investment results (e.g., interest, dividends, and gains and losses).
For comparison purposes, using market values for financial assets is generally preferred. Also, it is
necessary to remove nonoperating assets when calculating the return on operating assets ratio.
Finally, the analyst must assess the effects of investment classification on reported performance.
Investment results may be misleading because of inconsistent treatment of unrealized gains and
losses. For example, if security prices are increasing, an investor that classifies an investment as
held-for-trading will report higher earnings than if the investment is classified as available-for-sale.
This is because the unrealized gains are recognized in the income statement for a held-for-trading
security. The unrealized gains are reported in stockholders’ equity for an available-for-sale security.

IFRS 9 (New standards)
IFRS 9 does away with the terms held-for-trading, available-for-sale, and held-to-maturity. Instead,

the three classifications are amortized cost, fair value through profit or loss (FVPL), and fair value
through other comprehensive income (FVOCI).
Amortized Cost (for Debt Securities Only)
Debt securities that meet two criteria are accounted for using the amortized cost method (which is
the same as the held-to-maturity method discussed before).
Criteria for amortized cost accounting:
1. Business model test: Debt securities are being held to collect contractual cash flows.
2. Cash flow characteristic test: The contractual cash flows are either principal, or interest on
principal, only.


Fair Value Through Profit or Loss (for Debt and Equity Securities)
Debt securities may be classified as fair value through profit or loss if held for trading, or if
accounting for those securities at amortized cost results in an accounting mismatch. Equity securities
that are held for trading must be classified as fair value through profit or loss. Other equity securities
may be classified as either fair value through profit or loss, or fair value through OCI. Once
classified, the choice is irrevocable.
Fair Value Through OCI (for Equity Securities Only)
The accounting treatment under fair value through OCI is the same as under the previously used
available-for-sale classification.

Reclassification under IFRS 9
Reclassification of equity securities under the new standards is not permitted as the initial
designation (FVPL or FVOCI) is irrevocable. Reclassification of debt securities from amortized cost to
FVPL (or vice versa) is permitted only if the business model has changed. Unrecognized gains/losses
on debt securities carried at amortized cost and reclassified as FVPL are recognized in the income
statement. Debt securities that are reclassified out of FVPL as measured at amortized cost are
transferred at fair value on the transfer date, and that fair value will become the carrying amount.

Investments in Associates

Investment ownership of between 20% and 50% is usually considered influential. Influential
investments are accounted for using the equity method. Under the equity method, the initial
investment is recorded at cost and reported on the balance sheet as a noncurrent asset.
In subsequent periods, the proportionate share of the investee’s earnings increases the investment
account on the investor’s balance sheet and is recognized in the investor’s income statement.
Dividends received from the investee are treated as a return of capital and thus, reduce the
investment account. Unlike investments in financial assets, dividends received from the investee are
not recognized in the investor’s income statement.
If the investee reports a loss, the investor’s proportionate share of the loss reduces the investment
account and also lowers earnings in the investor’s income statement. If the investee’s losses reduce
the investment account to zero, the investor usually discontinues use of the equity method. The
equity method is resumed once the proportionate share of the investee’s earnings exceed the share
of losses that were not recognized during the suspension period.

Fair Value Option
U.S. GAAP allows equity method investments to be recorded at fair value. Under IFRS, the fair value
option is only available to venture capital firms, mutual funds, and similar entities. The decision to
use the fair value option is irrevocable and any changes in value (along with dividends) are recorded
in the income statement.
Example: Implementing the equity method
Suppose that we are given the following:

December 31, 20X5, Company P (the investor) invests $1,000 in return for 30% of the
common shares of Company S (the investee).
During 20X6, Company S earns $400 and pays dividends of $100.
During 20X7, Company S earns $600 and pays dividends of $150.


Calculate the effects of the investment on Company P’s balance sheet, reported income, and cash flow for 20X6 and
20X7.

Answer:
Using the equity method for 20X6, Company P will:

Recognize $120 ($400 × 30%) in the income statement from its proportionate share of
the net income of Company S.
Increase its investment account on the balance sheet by $120 to $1,120, reflecting its
proportionate share of the net assets of Company S.
Receive $30 ($100 × 30%) in cash dividends from Company S and reduce its
investment in Company S by that amount to reflect the decline in the net assets of
Company S due to the dividend payment.
At the end of 20X6, the carrying value of Company S on Company P’s balance sheet will be $1,090 ($1,000 original
investment + $120 proportionate share of Company S net income – $30 dividend received).
For 20X7, Company P will recognize income of $180 ($600 × 30%) and increase the investment account by $180.
Also, Company P will receive dividends of $45 ($150 × 30%) and lower the investment account by $45. Hence, at the
end of 20X7, the carrying value of Company S on Company P’s balance sheet will be $1,225 ($1,090 beginning
balance + $180 proportionate share of Company S net income – $45 dividend received).

Excess of Purchase Price Over Book Value Acquired
Rarely does the price paid for an investment equal the proportionate book value of the investee’s net
assets, since the book value of many assets and liabilities is based on historical cost.
At the acquisition date, the excess of the purchase price over the proportionate share of the
investee’s book value is allocated to the investee’s identifiable assets and liabilities based on their
fair values. Any remainder is considered goodwill.
In subsequent periods, the investor recognizes expense based on the excess amounts assigned to the
investee’s assets and liabilities. The expense is recognized consistent with the investee’s recognition
of expense. For example, the investor might recognize additional depreciation expense as a result of
the fair value allocation of the purchase price to the investee’s fixed assets.
It is important to note that the purchase price allocation to the investee’s assets and liabilities is
included in the investor’s balance sheet, not the investee’s. In addition, the additional expense that
results from the assigned amounts is not recognized in the investee’s income statement. Under the

equity method of accounting, the investor must adjust its balance sheet investment account and the
proportionate share of the income reported from the investee for this additional expense.
Professor’s Note: Under the equity method, the investor does not actually report the separate assets and
liabilities of the investee. Rather, the investor reports the investment in one line on its balance sheet. This oneline investment account includes the proportionate share of the investee’s net assets at fair value and the
goodwill.
Example: Allocation of purchase price over book value acquired
At the beginning of the year, Red Company purchased 30% of Blue Company for $80,000. On the acquisition date,
the book value of Blue’s identifiable net assets was $200,000. Also, the fair value and book value of Blue’s assets and
liabilities were the same except for Blue’s equipment, which had a book value of $25,000 and a fair value of $75,000
on the acquisition date. Blue’s equipment is depreciated over ten years using the straight-line method. At the end of
the year, Blue reported net income of $100,000 and paid dividends of $60,000.
Part A: Calculate the goodwill created as a result of the purchase.


Part B: Calculate Red’s income at the end of the year from its investment in Blue.
Part C: Calculate the investment in Blue that appears on Red’s year-end balance sheet.
Answer:
Part A
The excess of purchase price over the proportionate share of Blue’s book value is allocated to the equipment. The
remainder is goodwill.

Purchase price:

$80,000

Less: Pro-rata book value of

60,000

($200,000 book value × 30%)


net assets:
Excess of purchase price:

$20,000

Less: Excess allocated to equipment:

15,000

Goodwill:

$5,000

[($75,000 FV – $25,000 BV) × 30%]

Part B
Red recognizes its proportionate share of Blue’s net income for the year. Also, Red must recognize the additional
depreciation expense that resulted from the purchase price allocation.

Red’s proportionate share of Blue’s net income:

$30,000

($100,000 NI ×
30%)

Less: Additional depreciation from excess of purchase price allocated to
Blue’s equipment:


1,500

($15,000 excess /
10 years)

Equity income:

$28,500

Part C
The beginning balance of Red’s investment account is increased by the equity income from Blue and is decreased by
the dividends received from Blue.

Investment balance at beginning of year:

$80,000

(Purchase price)

Equity income:

28,500

(From Part B)

Less: Dividends:

18,000

($60,000 × 30%)


Investment balance at end of year:

$90,500


Professor’s Note: An alternative method of calculating the year-end investment is as follows:
% acquired × (book value of net assets beginning of year + net income – dividends) + unamortized excess
purchase price =
[0.3 × (200,000 + 100,000 – 60,000)] + (20,000 – 1,500) = $90,500

Impairments of Investments in Associates
Equity method investments must be tested for impairment. Under U.S. GAAP, if the fair value of the
investment falls below the carrying value (investment account on the balance sheet) and the decline
is considered permanent, the investment is written-down to fair value and a loss is recognized on the
income statement. Under IFRS, impairment needs to be evidenced by one or more loss events. Under
both IFRS and U.S. GAAP, if there is a recovery in value in the future, the asset cannot be written-up.
Transactions with the Investee
So far, our discussion has ignored transactions between the investor and investee. Because of its
ownership interest, the investor may be able to influence transactions with the investee. Thus, profit
from these transactions must be deferred until the profit is confirmed through use or sale to a third
party.
Transactions can be described as upstream (investee to the investor) or downstream (investor to the
investee). In an upstream sale, the investee has recognized all of the profit in its income statement.
However, for profit that is unconfirmed (goods have not been used or sold by the investor), the
investor must eliminate its proportionate share of the profit from the equity income of the investee.
For example, suppose that Investor owns 30% of Investee. During the year, Investee sold goods to
Investor and recognized $15,000 of profit from the sale. At year-end, half of the goods purchased
from Investee remained in Investor’s inventory.
All of the profit is included in Investee’s net income. Investor must reduce its equity income of

Investee by Investor’s proportionate share of the unconfirmed profit. Since half of the goods remain,
half of the profit is unconfirmed. Thus, Investor must reduce its equity income by $2,250 [($15,000
total profit × 50% unconfirmed) × 30% ownership interest]. Once the inventory is sold by Investor,
$2,250 of equity income will be recognized.
In a downstream sale, the investor has recognized all of the profit in its income statement. Like the
upstream sale, the investor must eliminate the proportionate share of the profit that is unconfirmed.
For example, imagine again that Investor owns 30% of Investee. During the year, Investor sold
$40,000 of goods to Investee for $50,000. Investee sold 90% of the goods by year-end.
In this case, Investor’s profit is $10,000 ($50,000 sales – $40,000 COGS). Investee has sold 90% of the
goods; thus, 10% of the profit remains in Investee’s inventory. Investor must reduce its equity income
by the proportionate share of the unconfirmed profit: $10,000 profit × 10% unconfirmed amount ×
30% ownership interest = $300. Once Investee sells the remaining inventory, Investor can recognize
$300 of profit.
Analytical Issues for Investments in Associates
When an investee is profitable, and its dividend payout ratio is less than 100%, the equity method
usually results in higher earnings as compared to the accounting methods used for minority passive
investments. Thus, the analyst should consider if the equity method is appropriate for the investor.
For example, an investor could use the equity method in order to report the proportionate share of
the investee’s earnings, when it cannot actually influence the investee.


Also, the investee’s individual assets and liabilities are not reported on the investor’s balance sheet.
The investor simply reports its proportionate share of the investee’s equity in one-line on the balance
sheet. By ignoring the investee’s debt, leverage is lower. In addition, the margin ratios are higher
since the investee’s revenues are ignored.
Finally, the proportionate share of the investee’s earnings is recognized in the investor’s income
statement, but the earnings may not be available to the investor in the form of cash flow (dividends).
That is, the investee’s earnings may be permanently reinvested.

Business Combinations

Under IFRS, business combinations are not differentiated based on the structure of the surviving
entity. Under U.S. GAAP, business combinations are categorized as:
Merger. The acquiring firm absorbs all the assets and liabilities of the acquired firm, which
ceases to exist. The acquiring firm is the surviving entity.
Acquisition. Both entities continue to exist in a parent-subsidiary relationship. Recall that
when less than 100% of the subsidiary is owned by the parent, the parent prepares
consolidated financial statements but reports the unowned (minority or noncontrolling)
interest on its financial statements.
Consolidation. A new entity is formed that absorbs both of the combining companies.
Historically, two accounting methods have been used for business combinations: (1) the purchase
method and (2) the pooling-of-interests method. However, the pooling method has been eliminated
from U.S. GAAP and IFRS. Now, the acquisition method (which replaces the purchase method) is
required.
The pooling-of-interests method, also known as uniting-of-interests method under IFRS, combined
the ownership interests of the two firms and viewed the participants as equals—neither firm
acquired the other. The assets and liabilities of the two firms were simply combined. Key attributes
of the pooling method include the following:
The two firms are combined using historical book values.
Operating results for prior periods are restated as though the two firms were always
combined.
Ownership interests continue, and former accounting bases are maintained.
Note that fair values played no role in accounting for a business combination using the pooling
method—the actual price paid was suppressed from the balance sheet and income statement.
Analysts should be aware that transactions reported under the pooling (uniting-of-interests) method
prior to 2001 (2004) may still be reported under that method.
Under the acquisition method, all of the assets, liabilities, revenues, and expenses of the subsidiary
are combined with the parent. Intercompany transactions are excluded.
In the case where the parent owns less than 100% of the subsidiary, it is necessary to create a
noncontrolling (minority) interest account for the proportionate share of the subsidiary’s net assets
that are not owned by the parent.

Let’s look at an example of the acquisition method.
Suppose that on January 1, 2010, Company P acquires 80% of the common stock of Company S by
paying $8,000 in cash to the shareholders of Company S. The preacquisition balance sheets of
Company P and Company S are shown in Figure 4.


Figure 4: Preacquisition Balance Sheets
Preacquisition Balance Sheets

Company P

Company S

Current assets

$48,000

$16,000

Other assets

32,000

8,000

Total

$80,000

$24,000


Current liabilities

$40,000

$14,000

Common stock

28,000

6,000

Retained earnings

12,000

4,000

Total

$80,000

$24,000

January 1, 2010

Under the equity method of accounting, Company P will report its 80% interest in Company S in a
one-line investment account on the balance sheet.
In an acquisition, the assets and liabilities of Company P and Company S are combined, and the

stockholders’ equity of Company S is ignored. It is also necessary to create a minority interest
account for the portion of Company S’s equity that is not owned by Company P. Figure 5 compares
the acquisition method and the equity method on Company P’s post-acquisition balance sheet.
Figure 5: Balance Sheet Comparison of the Acquisition and Equity Methods
Company P Post-Acquisition Balance Sheet
January 1, 2010

Current assets

Acquisition Method

$56,000

Investment in S

Equity
Method

$40,000
8,000

Other assets

40,000

32,000

Total

$96,000


$80,000

Current liabilities

$54,000

$40,000

Minority interest

2,000

Common stock

28,000

28,000


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