How GM Made $30 Billion Appear Out of Thin Air

MikeMike

Lifer
Feb 6, 2000
45,885
66
91
It will be a long time before General Motors Co. can shake the stigma of being called Government Motors. Here’s another nickname for the bailed-out automaker: Goodwill Motors.

Sometimes the wackiest accounting results are the ones driven by the accounting rules themselves. Consider this: How could it be that one of GM’s most valuable assets, listed at $30.2 billion, is the intangible asset known as goodwill, when it’s been only a little more than a year since the company emerged from Chapter 11 bankruptcy protection?

That’s the amount GM said its goodwill was worth on the June 30 balance sheet it filed last month as part of the registration statement for its planned initial public offering. By comparison, GM said its total equity was $23.9 billion. So without the goodwill, which isn’t saleable, the company’s equity would be negative. This is hardly a sign of robust financial strength.

GM listed its goodwill at zero a year earlier. It’s as if a $30.2 billion asset suddenly materialized out of thin air. In the upside-down world that is GM’s balance sheet, that’s exactly what happened.

Indeed, the company’s goodwill supposedly is worth more than its property, plant and equipment, which GM listed at $18.1 billion. The amount is about eight times the $3.5 billion GM is paying to buy AmeriCredit Corp., the subprime auto lender. Another twist: GM said its goodwill would have been worth less had its creditworthiness been better. Talk about a head- scratcher. (More on this later.)

Not Normal

This isn’t the way goodwill normally works. Usually it comes about when one company buys another company. The acquirer records the other company’s net assets on its books at their fair market value. It then records the difference between the purchase price and the net assets it bought as goodwill.

The origins of GM’s goodwill are more convoluted. Shortly after it filed for bankruptcy last year, GM applied what’s known as “fresh-start” financial reporting, used by companies in Chapter 11. Through its reorganization, GM initially slashed its liabilities by about $93.4 billion, or 44 percent. Under fresh- start reporting, though, GM’s assets rose by $34.6 billion, or 33 percent, mainly because of the increase to goodwill.

GM’s explanation? The company said it wouldn’t have registered any goodwill under fresh-start reporting if it had booked all its identifiable assets and liabilities at their fair market values. However, GM recorded some of its liabilities at amounts that exceeded fair value, primarily related to employee benefits. The company said the decision was in accordance with U.S. accounting standards on the subject.

Funky Numbers

The difference between those liabilities’ carrying amounts and fair values gave rise to goodwill. The bigger the difference, the more goodwill GM booked. In other instances, GM said it recorded certain tax assets at less than their fair value, which also resulted in goodwill.

On the liabilities side, for example, GM said the fair values were lower than the carrying amounts on its balance sheet because it used higher discount rates to calculate the fair value figures. The higher discount rates took GM’s own risk of default into account, which drove the fair values lower.

Here’s where it gets really funky. If GM’s creditworthiness improves, this would reduce the difference between the liabilities’ fair values and carrying amounts. Put another way, GM said, the goodwill balance implied by that spread would decline. That could make GM’s goodwill vulnerable to writedowns in future periods, which would reduce earnings.

Unexpected Outcome

A similar effect would ensue on the asset side if GM’s long-term profit forecasts improved. Under that scenario, GM could recognize higher tax assets and bring their carrying amount closer to fair value, narrowing the spread between them.

So, to sum up, the stronger and more creditworthy GM becomes, the less its goodwill assets may be worth in the future. An intuitive outcome, this is not.

There’s a broader storyline here. Normally when companies go public, they’re supposed to be prepared from a business and financial-reporting standpoint to take on the responsibilities of public ownership. GM’s IPO, of course, is a much different animal. Taxpayers already own most of the company. Now the government is trying to unload its 61 percent stake back onto the investing public, though it may take years before the government can sell it completely.

Fluffy Balance Sheet

At this point, GM’s balance sheet remains loaded with fluff, as the goodwill illustrates. GM said its August deliveries were down 25 percent from a year earlier, so it’s not as if business is booming. Moreover, GM disclosed that it still has material weaknesses in its internal controls, which is a fancy way of saying it doesn’t have the necessary systems in place to ensure its financial reporting is accurate.

This being the political season, the Obama administration has made clear that it wants GM to complete the IPO this year, so the president can claim a policy success. It’s bad enough GM needed a taxpayer bailout. What would be worse is taking the company public again prematurely.

This much is certain: The next time GM wants to create $30 billion out of nothing, it won’t be so easy.

http://www.bloomberg.com/news/2010-...rom-thin-air-commentary-by-jonathan-weil.html

I don't have any true accounting knowledge, so i am not going to comment, just post this here to see what those who know accounting can say...
 

bfdd

Lifer
Feb 3, 2007
13,312
1
0
ridiculous, I honestly can't believe we bailed out a goddamn car maker wtf?
 

PokerGuy

Lifer
Jul 2, 2005
13,650
201
101
Hey, now that they are Government Motors, they figured they can act like the government and make 30 billion asset appear with a magic wand.
 

Narmer

Diamond Member
Aug 27, 2006
5,292
0
0
ridiculous, I honestly can't believe we bailed out a goddamn car maker wtf?

TBH, I'd rather bail them out rather than have foreigners increase their marketshare after GM's demise. We all know damn well the foreign carmakers, whether in Germany or Japan, would have their government's back should anything happen.
 

waggy

No Lifer
Dec 14, 2000
68,143
10
81
so they "made" a extra 30 billion great. since the US owns a good share they shoudl get it..

but yeah it sure seems fishy
 

Fern

Elite Member
Sep 30, 2003
26,907
174
106
http://www.bloomberg.com/news/2010-...rom-thin-air-commentary-by-jonathan-weil.html

I don't have any true accounting knowledge, so i am not going to comment, just post this here to see what those who know accounting can say...

I'm an accountant.

I'm unfamiliar with this "Fresh Start" though:

The origins of GM’s goodwill are more convoluted. Shortly after it filed for bankruptcy last year, GM applied what’s known as “fresh-start” financial reporting, used by companies in Chapter 11

This is the only way I calculate Goodwill:

Usually it comes about when one company buys another company. The acquirer records the other company’s net assets on its books at their fair market value. It then records the difference between the purchase price and the net assets it bought as goodwill.
See edit below

However, bear in mind that accounting rules are generall skewed to produce conservative results: Make sure assets are not overstated and liabilities are not understated.

Accordingly, they are recording their liabilities at a higher amount, and their assets at a lower amount.

Recall the basic accounting formula in use for centuries:

Assets = Lia + Equity.

Decreasing the assets and increasing the liabilities (as they have done) will create an imbalance in the equation; this is not allowed and so it must be balanced. The solution is to create a 'plug figure' (amount required to restore the balance in the equation) and label it as "goodwill".

The only other possible solution (assuming assets and liabilities are properly valued) is to adjust the Equity account(s) downward to restore the balance. I do not know/understand why this was not required instead. However, if it were required the company would appear to be insolvent (liabilites exceed assets); an odd result after coming out of bankruptcy.

The stock value, as calculated from the balance sheet, would also be zero. However, most stock are valued a different manner anyway, such as by the EBITDA approach.

Edit: Refer to the traditional goodwill valuation technique above - I suppose under some theory whereby the 'new company' coming out of bankruptcy is presumed to have purchased the 'old company' in bankruptcy you would get this result. I.e., the purchase price in excess of the net assets is treated as 'goodwill'.

Fern
 
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PokerGuy

Lifer
Jul 2, 2005
13,650
201
101
Sounds like accounting flim flam to make it look like it's in a better position than it is, there's no way there's 30 billion in a gm goodwill item.
 

MikeMike

Lifer
Feb 6, 2000
45,885
66
91
I'm an accountant.

I'm unfamiliar with this "Fresh Start" though:



This is the only way I calculate Goodwill:

See edit below

However, bear in mind that accounting rules are generall skewed to produce conservative results: Make sure assets are not overstated and liabilities are not understated.

Accordingly, they are recording their liabilities at a higher amount, and their assets at a lower amount.

Recall the basic accounting formula in use for centuries:

Assets = Lia + Equity.

Decreasing the assets and increasing the liabilities (as they have done) will create an imbalance in the equation; this is not allowed and so it must be balanced. The solution is to create a 'plug figure' (amount required to restore the balance in the equation) and label it as "goodwill".

The only other possible solution (assuming assets and liabilities are properly valued) is to adjust the Equity account(s) downward to restore the balance. I do not know/understand why this was not required instead. However, if it were required the company would appear to be insolvent (liabilites exceed assets); an odd result after coming out of bankruptcy.

The stock value, as calculated from the balance sheet, would also be zero. However, most stock are valued a different manner anyway, such as by the EBITDA approach.

Edit: Refer to the traditional goodwill valuation technique above - I suppose under some theory whereby the 'new company' coming out of bankruptcy is presumed to have purchased the 'old company' in bankruptcy you would get this result. I.e., the purchase price in excess of the net assets is treated as 'goodwill'.

Fern

From what i understand, it is as you described, a plug, to make the assets balanced... I might send an email to my uncle asking him to perhaps shed more light on this subject, but i don't know...
 

JS80

Lifer
Oct 24, 2005
26,271
7
81
I'm familiar with fresh start and goodwill accounting as I went through a bankruptcy and two M&As in corporate accounting. This is nothing outrageous. It is what it is. It's the "value" of the intangible of the business, i.e. the brand value of GM and all it's subs, that is placed as an asset. It will only change the stockholder equity. If goodwill was indeed overbooked due to too high a price that came out of the valuation process, then the stock will trade below net book value and Goodwill will be written down at a future time.
 

JS80

Lifer
Oct 24, 2005
26,271
7
81
Hey, now that they are Government Motors, they figured they can act like the government and make 30 billion asset appear with a magic wand.

Here's the line of thought when valuing goodwill. Let's say you're an aspiring carmaker and want to launch a line of cars. You name it Anandtech Motors. You probably wouldn't sell any cars. But let's say someone said you could use the GM brand name, and launch your car line with the Chevrolet, Cadillac, and GMC brand names, a name recognized worldwide. How much would you pay to have the privilege of using GM instead of Anandtech Motors.

The valuation artists, I mean the valuation consultants basically said it's worth $30 billion. We'll see what the stock market says it's worth when it starts trading.
 

bfdd

Lifer
Feb 3, 2007
13,312
1
0
TBH, I'd rather bail them out rather than have foreigners increase their marketshare after GM's demise. We all know damn well the foreign carmakers, whether in Germany or Japan, would have their government's back should anything happen.

Understandable, but I still don't agree with the bailout.
 

Zedtom

Platinum Member
Nov 23, 2001
2,146
0
0
There once was a time that the word audit and the arrival of the auditors would strike fear into the hearts of bookkeepers. There would be a mad scramble to check and double check the balance sheets to make sure that everything was in order.

This was all before electronic spreadsheets and computer software was invented. The creative accounting and book cooking is now so sophisticated that anything can be concealed.
 

Fern

Elite Member
Sep 30, 2003
26,907
174
106
-snip-
If goodwill was indeed overbooked due to too high a price that came out of the valuation process, then the stock will trade below net book value and Goodwill will be written down at a future time.

Are you suggesting that when the stock market values the shares that the company will, as a result of that valuation, adjust the GW value?

I no longer do accounting for publically traded companies, but do not recall a company's balance sheet being affected by the market price of their stock. That would seem to violate our Historical Cost principal in both the GW account and equity account (I assume corresponding adjustment would be to equity).

--------------------

In any case I think this is of no practical concern to anyone but the accountants preparing the financials.

The market will likely value the stock on EBITDA or some other valuation, but not necessarily the balance sheet (if net assets exceed EBITDA they may go with it, but it won't be on historical costs basis as found in a balance sheet in any case).

Neither would this residual GW value influence banks to lend etc.

So, IMO, it may interesting to some but is otherwise irrelevent.

Fern
 

JS80

Lifer
Oct 24, 2005
26,271
7
81
Are you suggesting that when the stock market values the shares that the company will, as a result of that valuation, adjust the GW value?

I no longer do accounting for publically traded companies, but do not recall a company's balance sheet being affected by the market price of their stock. That would seem to violate our Historical Cost principal in both the GW account and equity account (I assume corresponding adjustment would be to equity).

--------------------

In any case I think this is of no practical concern to anyone but the accountants preparing the financials.

The market will likely value the stock on EBITDA or some other valuation, but not necessarily the balance sheet (if net assets exceed EBITDA they may go with it, but it won't be on historical costs basis as found in a balance sheet in any case).

Neither would this residual GW value influence banks to lend etc.

So, IMO, it may interesting to some but is otherwise irrelevent.

Fern

Yes and no. As you're aware, companies are obligated to value their goodwill periodically and adjust accordingly. If the stock market values the company wildly different from what is on their balance sheet, then that should be something that triggers a discussion to revisit the valuation of the goodwill, and it's certainly something a savvy audit manager or partner would raise as an issue. But in most cases it would probably sit there idle and only be adjusted in another event whether it be bk or m&a.

But my point really was just comparing what comes out of the valuation and what the stock market think the entity is worth.
 

JS80

Lifer
Oct 24, 2005
26,271
7
81
nice! can they teach me how to do that even just 1% of it?

Sure, say you're worth $300 million and put on a piece of paper 1 share of myself, value $300 million, owned by me, no other shares outstanding.
 

zinfamous

No Lifer
Jul 12, 2006
111,976
31,531
146
ridiculous, I honestly can't believe we bailed out a goddamn car maker wtf?

sigh...you little people just don't get it. it wasn't for saving GM, it was for saving the INDUSTRY that completely depends on GM. keeping GM up and running wasn't simply a move to keep them making cars, it was to keep all of those millions of workers that manufactured parts and materials for those cars running.

GM depends on a massive amounts of industry from a wide swatch of this country.
 

MikeMike

Lifer
Feb 6, 2000
45,885
66
91
sigh...you little people just don't get it. it wasn't for saving GM, it was for saving the INDUSTRY that completely depends on GM. keeping GM up and running wasn't simply a move to keep them making cars, it was to keep all of those millions of workers that manufactured parts and materials for those cars running.

GM depends on a massive amounts of industry from a wide swatch of this country.

not to mention, Ford said GM going ooB would send them to BK, Toyota stated it would be a HUGE atomic bomb dropped on the ENTIRE automotive industry.
 

glenn1

Lifer
Sep 6, 2000
25,383
1,013
126
sigh...you little people just don't get it. it wasn't for saving GM, it was for saving the INDUSTRY that completely depends on GM. keeping GM up and running wasn't simply a move to keep them making cars, it was to keep all of those millions of workers that manufactured parts and materials for those cars running.

GM depends on a massive amounts of industry from a wide swatch of this country.

Those workers are still going to lose their jobs as GM continues to go slowly out of business, the government bailout is just postponing the inevitable. Ford may manage to limp on as the nominal "national" automaker after GM and Chrysler are out of the picture, but they will barely scrape by as well.

Long story short, if you work for or invest in GM or Chrysler and take no steps to correct that, then you deserve what's coming to you for being a moron.
 

Generator

Senior member
Mar 4, 2005
793
0
0
There is no concealment here. 30 billion of Goodwill being admitted to is an embarrassment to a company. Smart investors take a look at the balance sheet and it will be right there for you to make a decision.