GAAP Treatment
Accounting
treatment of investments in less-than-wholly-owned operations differs
based on the level of ownership or control. For majority ownership
positions, results of operations are consolidated into the results of
the parent company, with investment and income associated with third
party investors shown as minority interest and minority interest
expense, respectively. For minority ownership positions greater than 20
percent, the "equity method" is generally used whereby the
investment is recorded at cost plus retained earnings and the share of
net income from the operation is recorded on a single line in business
unit income. For investments of less than 20 percent where the company
exercises no significant influence over the operations, the "cost
method" is used whereby the investment is shown at lower of cost or
market with income reflecting dividend or interest income from the
venture.
Economics of Joint Ventures
Joint investments imply operating
involvement falling somewhere on the spectrum from no influence to total
control. At one extreme, the business tosses cash over the transom and
simply awaits returns to be tossed back over time. At the other extreme,
the business receives money over the transom from outside investors and
is responsible for the day-to-day operations of the venture and for
providing those outside investors their returns. In the middle are
ventures where each party provides capital and management in varying
degrees.
In every case, investment in a
portion of a business and a proportionate return from the business are
evaluated the same as with any other kind of investment. From a
"stock" perspective, the discounted income from the investment
must exceed the amount invested. From a period-to-period
"flow" perspective, the proportionate returns from the
investment must exceed the charge on the invested capital. From either
perspective, the cost of capital becomes important in evaluating the
value created in a partnership.
Behavioral Impact
Since financial accounting ignores
the cost of capital, it provides no insight as to whether actual returns
from a joint investment are sufficient to create value. An earnings or
income focus will automatically create a propensity toward
over-investment in partnerships, as it does for any kind of investment.
More particularly, it may provide a propensity toward risky investments
where returns can be very high. This danger is particularly high with
risky ventures such as entertainment productions or highly leveraged
ventures like real estate development.
Baseline EP helps overcome that
gross propensity toward investment, but not necessarily the bias toward
higher risk with regards to unconsolidated ventures. For significant,
unconsolidated investments, material distortions can be introduced into
Baseline EP reflecting equity method accounting. For example, an
unconsolidated investment may be carrying substantial debt on the books
of the venture. With no adjustment, we would be charging the businesss
weighted average cost of debt and equity capital against what is
essentially an equity investment that, due to leverage, carries
considerably higher risk. To illustrate this, consider a case where the
business owns 25% of the following operation:
Income Statement______Balance Sheet________
Revenue
$100
Assets
140
Debt 100
COGS
82
Equity 40
Interest
6
Profit Before Tax 12
Tax (@33%)
4
Income
8
If we used the equity method in
calculating EP, NOPAT would be $2.0 million and Capital would be $10.0
million. At a 10 percent cost of capital, EP would be $1.0 million:
NOPAT
$2.0 (25% of $8.0 income)
Capital
10.0 (25% of $40 equity)
x Cost of Capital
10%
Capital
Charge
1.0
EP
1.0
This example looks positive, but
the calculation ignores the significant leverage inside the joint
venture and the resulting high risk of the equity investment. It turns
out that returns from this operation do not cover the cost of capital.
NOPAT
$12.0 ($8.0 income plus $4 interest after tax)
Capital
140.0
x Cost of Capital
10%
Capital
Charge 14.0
EP
(2.0)
The above EP calculation of the
entire venture shows it to be EP negative. But the equity method
misleads us into thinking this operation creates value for the
investors.
Alternative Treatments
Significant ownership in
unconsolidated units can be treated one of several ways for EP
purposes. The choice of treatments can affect whether or not to invest
in a joint venture and how that venture is managed. Generally, the ideal
treatment is a separate calculation of EP related to the investment,
and attribution of a proportionate level of the EP to the parent
company. This is consistent with the accounting treatment of investments
whose results are consolidated and somewhat consistent with the equity
method. For small investments, e.g., representing less than two or three
percent of division capital, allowing the cost method to affect Baseline
EP is generally adequate, avoiding the work of an adjustment with
little risk of distorted decision making.
One solution would be to step up
the cost of capital of the business unit to account for the risk of a
joint venture investment, but this would require constant adjustment for
varying levels of leverage and risk, which makes such a solution
impractical.
Option 1: Minority interest adjustment
Option 2: Proportion of EP
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