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The AAO Weblog covers accounting issues and current events as they relate the practice of investment analysis.

 
 
Oct 31

Written by: Jack Ciesielski
10/31/2006 7:38 AM 

Spent the day yesterday at one of the best train stations in the country: Union Station, Washington DC. Why? The Arthur and Toni Rembe Rock Center for Corporate Governance, a joint effort of Stanford Law School, Stanford's Graduate School of Business and the Engineering School, held a conference entitled "Lucky Strikes: Public Policy Issues in Backdating and Springloading." Catchy, eh?

The conference featured speeches by SEC chairman Christopher Cox and enforcement director Linda Chatman Thomsen. No surprises in either speech, really. (Although it was the first time that I'd heard anyone trace the rise of options issuance back to the employee stock option plans of the 1980's when they were part of the anti-takeover landscape. That was an assertion of Ms. Thomsen.) More than just speeches by SEC staff, the conference was a feisty (well, to an accountant) blend of commentary and discussion from academics, members of the law profession, and other regulators like the PCAOB's Daniel Goelzer.

The conference covered more than I can cover in a single posting. After hearing about the problems that can be caused by even automatic grant plans and transactions in options during blackout periods (if the managers know that there's material information afoot, shouldn't they halt the auto-pilot transactions? Or depend on the auto-pilot as a defense?) and the varying length of blackout periods (there's little uniformity from company to company, and it's unclear why it should vary) and prepaid variable forwards (contracts that let executives get upfront cash from their option/stock holdings by pledging them for delivery in the future - without reporting a sale in the exec comp reporting regime), I'm more convinced than ever that most option plans inherently work against the long-term equity investor and no amount of regulation will change that.

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Pension & Other Benefit Plans: A Look Ahead


    Investors in firms with defined benefit pension plans always face the risk of suddenly being pushed farther back in line when it comes to being served their returns. Variability in plan assets and variability in benefit plan obligations are the reason: poor asset returns coupled with sinking interest rates always spell tough times for defined benefit plan funding. In that regard, this year’s asset returns combined with the Fed’s “Operation Twist” add up to “Operation Agony” for defined benefit pension plans. If trends continue along their current path, firms that may have anticipated moving to more realistic pension accounting - like Honeywell, AT&T and Verizon already have done - might forego that decision. It could be just too painful. 

    Pensions aren’t the only kind of benefit plan affected by Operation Twist. Other postemployment benefit (OPEB) plans share much the same accounting model as pensions, including the calculation of a projected benefit obligation that similarly incorporates a discount rate - one that will also be affected by Operation Twist. The net OPEB obligations were slightly less than pension obligations at the end of 2010, but also promise to grow in 2011. Investors perceive them as less threatening than pension obligations because they don’t require funding. Strangely, there are a number of firms that are recognizing income from these benefit plans - without ever creating a dime of cash for investors.

A recent edition of The Analyst’s Accounting Observer dissects these issues, and is available only to paid subscribers. A condensed version is available for free upon request. To receive it, send an e-mail to Brenda Rappold at brappold@accountingobserver.com, with “PENSIONS” in the subject line.

For information about subscribing to The Analyst’s Accounting Observer, click here.