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

 
 
Nov 14

Written by: Jack Ciesielski
11/14/2006 7:08 AM 

Credit to Stephen Taub of CFO.com for turning up a fresh angle in the option backdating saga. It seems that SVB Financial, a holding company operating Silicon Valley Bank, filed its 10-Q last week and listed a new kind of risk factor in the document: its clients may face an uncertain future due to the ongoing investigations. In turn, that could lead to fairly negative implications for the bank itself, according to SVB. (They also made the same disclosure in their August 10-Q. Sometimes it takes a while to notice these things.)

The text of the entire risk factor statement:
"Many technology companies have been subject to scrutiny concerning their historical stock option grant activities which could negatively impact our client borrower market.

In recent periods, there have been several reports in the media questioning public company stock option practices, as well as a number of formal and informal regulatory investigations and other actions in connection with the historical stock option grant activities of certain companies. Many of our client borrowers utilize stock options in their employee compensation programs and, as such, could be adversely affected by these developments. Any increase in litigation, investigations or other regulatory actions which adversely affect companies that grant employee stock options, or that adversely affect the technology sector more generally, could adversely affect our client borrowers and potential client borrowers, and therefore could result in a material adverse impact on our results of operations."


That's the first account I know of that mentions an effect on someone other than the companies undergoing the investigation. Is it a valid concern - could it really "result in a material adverse impact on results of operations? Or is it more of the kitchen-sink type of disclosure that companies are fond of making? It's not hard to believe that firms lard up these disclosures so that no matter what goes wrong, they can point out that "what happened wasn't our fault, because you were warned."

Let's think that through a little bit more. The bank's clients are under investigation for improperly issuing stock options, which are an equity instrument. Maybe they run short on cash because of the cost of investigations: forensic accounting teams, outside legal counsel, and Silicon Valley witch doctors. Their stock prices get whacked because of the investigations, and they face the loss of valuable management talent - unless they compensate them well, of course. If they issue many more options for compensation, they're now going to have to record a charge thanks to Statement 123R. So...if these companies need incremental financing, whether for operations, legal defense or just plain compensation, they just might be turning to ... their friendly neighborhood Silicon Valley Bank branch. Sounds more like a positive than a negative for the bank. And it sounds like it came from the kitchen sink.


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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.