The issue of what constitutues an asset is an important one if, like me, you like to be able to understand the relationship between a company’s reported assets and the valuation it enjoys in the market place.
As my previous post noted, any discrepancy between the two must reflect EITHER that the company is reporting its assets at less than market value OR that there are certain resources that are generating value (a.k.a “assets”) but that are not eligible for inclusion in the officially sanctioned list of assets.
For the longest time, this was a debate of minimal economic significance. Until the early 1980s, the difference between market value and book value was rarely more than 20%. But the discrepancy was still deemed to be sufficiently troubling for the economist, James Tobin, to win the Nobel Prize for Economics for revealing its cause. He showed that the discrepancy could be eliminated through “marking to market” (restating assets from their book value to their market/replacement value).
This seemed to solve the problem – at least, until the merger boom of the 1980s and 1990s when the purchase price of companies regularly represented 4x book value or more. It was clear that the purchasers were paying for more than just the tangible assets of the businesses they acquired. This heralded the recognition of a new set of assets – intangible assets.
The UK led the charge with Finanical Reporting Standard 10 (“Goodwill and Intangible Assets” – issued in December 1997) which was mirrored and expanded by US Financial Accounting Standard 141 (“Business Combinations” – issued June 2001). A multi-national standard, International Financial Reporting Standard 3, came into effect in April 2004.
The aim of each of these was to achieve greater transparency about the scale and nature of the intangible assets that acquiring companies believed they were acquiring in the merger. IFRS 3 went the furthest in suggesting 5 classes of intangible asset that companies should use for reporting the “goodwill” component of the purchase price (the amount by which the purchase price exceded the net assets of the acquired company).
These five categories are:
- Tecnology-based asssets (such as patents)
- Contract-based assets (such as exploration rights)
- Artisitic assets (things covered by copyright)
- Customer-related assets (such as customer lists and market research)
- Marketing-related assets (such as trademarks)
Because each of these categories of intangible asset was based on a form of intellectual property, they met the reporting requirement for an asset, namely “a resource controlled by the enterprise as a result of past events and from which future economic benefits are expected to flow to the enterprise.”
Problem solved? So we now have an exhaustive list of corporate assets (both tangible and intangible) and can reconcile book value with market value?
Just as the initial euphoria about Tobin’s Q “solving” the market to book problem through the revaluation of tangible assets proved misplaced, so I believe the current confidence in the exhaustive nature of the current list of corporate assets will prove unfounded.
I will explain why in my next post.
Tagged as:
Brand Equity,
Business Value,
Intangible Value,
Intellectual Property,
mergers