Quarterly report pursuant to Section 13 or 15(d)

Recent Accounting Pronouncements

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Recent Accounting Pronouncements
9 Months Ended
Sep. 30, 2018
Recent Accounting Pronouncements  
Recent Accounting Pronouncements

(2) Recent Accounting Pronouncements

Recently Adopted Accounting Pronouncements

Revenue Recognition. In May 2014, the Financial Accounting Standards Board (the “FASB”) issued new accounting guidance on revenue from contracts with customers.  The new guidance requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. This new guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. In March 2016, the FASB issued additional guidance which clarifies principal versus agent considerations, and in April 2016, the FASB issued further guidance which clarifies the identification of performance obligations and the implementation guidance for licensing. On January 1, 2018, the Company adopted the revenue accounting standard using the modified retrospective method. The Company recognized the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of retained earnings. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The Company does not expect the adoption of the new revenue standard to have a material impact to our net income on an ongoing basis. Refer to the table below for the adoption of this guidance.

 

 

 

 

 

 

 

 

 

 

Balance at

 

Adjustments

 

Balance at

 

 

 

December 31, 

 

Due to ASU

 

January 1,

 

 

 

2017

 

2014-09

 

2018

 

 

 

in millions

 

Assets: 

 

 

 

 

 

 

 

Inventory, net

$

1,411

 

(27)

 

1,384

 

Other current assets

$

125

 

(11)

 

114

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

Other current liabilities

$

169

 

(46)

 

123

 

Deferred income tax liabilities

$

2,500

 

2

 

2,502

 

 

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

 

 

Retained earnings

$

9,068

 

6

 

9,074

 

 

In accordance with the new revenue standard requirements, the following table illustrates the impact on our reported results in the condensed consolidated statements of operations assuming we did not adopt the new revenue standard on January 1, 2018. Other than as previously discussed, upon the adoption of the new revenue standard on January 1, 2018, there were no additional material adjustments to our condensed consolidated balance sheet as of September 30, 2018.  

 

 

 

 

 

 

 

 

 

 

 

As reported

 

 

 

Balance without

 

 

 

Three months ended

 

 

 

adoption of

 

 

 

September 30, 2018

 

Impact of ASC 606

 

ASC 606

 

 

 

in millions

 

Net revenue

$

3,231

 

(54)

 

3,177

 

 

 

 

 

 

 

 

 

Cost of retail sales

$

2,109

 

(11)

 

2,098

 

Selling, general and administrative expenses, including stock-based compensation and transaction related costs

$

477

 

(31)

 

446

 

Operating expense

$

241

 

(1)

 

240

 

Income tax (expense) benefit

$

(6)

 

3  

 

(3)

 

Net income

$

72

 

(8)

 

64

 

 

 

 

 

 

 

 

 

 

 

 

 

As reported

 

 

 

Balance without

 

 

 

Nine months ended

 

 

 

adoption of

 

 

 

September 30, 2018

 

Impact of ASC 606

 

ASC 606

 

 

 

in millions

 

Net revenue

$

9,694

 

(142)

 

9,552

 

 

 

 

 

 

 

 

 

Cost of retail sales

$

6,252

 

(23)

 

6,229

 

Selling, general and administrative expenses, including stock-based compensation and transaction related costs

$

1,357

 

(94)

 

1,263

 

Operating expense

$

707

 

(3)

 

704

 

Income tax (expense) benefit

$

(60)

 

5  

 

(55)

 

Net income

$

643

 

(17)

 

626

 

 

The effect of changes of adoption is primarily due to changes in the timing of revenue recognition and the classification of credit card income for the QVC-branded credit card and the HSN-branded credit card. Additionally, for the three and nine months ended September 30, 2018, revenue is recognized at the time of shipment to our customers consistent with when control passes and credit card income is recognized in revenue. For the three and nine months ended September 30, 2017, revenue was recognized at the time of delivery to the customers and deferred revenue, as well as inventory and related expenses, were recorded to account for the shipments in-transit. In addition, credit card income was recognized as an offset to selling, general and administrative expenses.  The Company also recognized a separate $77 million asset (included in other current assets) relating to the expected return of inventory and a $190 million liability (included in other current liabilities) relating to its sales return reserve at September 30, 2018, instead of the net presentation that was used at December 31, 2017.

 

Disaggregated revenue by segment and product category consisted of the following:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended 

 

 

September 30, 2018

 

 

 

QVC U.S.

 

QVC Int'l

 

HSN

 

zulily

 

Corp and other

 

Total

 

 

in millions

 

Home

$

497

 

235

 

216

 

118

 

170

 

1,236

 

Apparel

 

286

 

113

 

23

 

175

 

37

 

634

 

Beauty

 

228

 

148

 

67

 

11

 

 —

 

454

 

Accessories

 

180

 

64

 

62

 

105

 

 —

 

411

 

Electronics

 

115

 

26

 

92

 

 3

 

 —

 

236

 

Jewelry

 

79

 

51

 

39

 

12

 

 —

 

181

 

Other revenue

 

33

 

 3

 

14

 

 8

 

21

 

79

 

Total Revenue

$

1,418

 

640

 

513

 

432

 

228

 

3,231

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine months ended

 

 

September 30, 2018

 

 

 

QVC U.S.

 

QVC Int'l

 

HSN

 

zulily

 

Corp and other

 

Total

 

 

in millions

 

Home

$

1,450

 

730

 

640

 

341

 

520

 

3,681

 

Apparel

 

898

 

348

 

74

 

494

 

109

 

1,923

 

Beauty

 

717

 

450

 

200

 

35

 

 —

 

1,402

 

Accessories

 

560

 

203

 

170

 

329

 

 —

 

1,262

 

Electronics

 

290

 

74

 

255

 

11

 

 —

 

630

 

Jewelry

 

250

 

154

 

112

 

35

 

 —

 

551

 

Other revenue

 

97

 

13

 

44

 

21

 

70

 

245

 

Total Revenue

$

4,262

 

1,972

 

1,495

 

1,266

 

699

 

9,694

 

 

Consumer Product Revenue and Other Revenue. Qurate Retail's revenue includes sales of consumer products in the following categories: home, apparel, beauty, accessories, electronics and jewelry, which are primarily sold through live merchandise-focused televised shopping programs and via our websites and other interactive media, including catalogs.

 

Other revenue consists primarily of income generated from our company branded credit cards in which a large consumer financial services company provides revolving credit directly to the Company’s customers for the sole purpose of purchasing merchandise or services with these cards.  In return, the Company receives a portion of the net economics of the credit card program.

 

Revenue Recognition. Revenue is recognized when obligations with our customers are satisfied; generally this occurs at the time of shipment to our customers consistent with when control of the shipped product passes. The recognized revenue reflects the consideration we expect to receive in exchange for transferring goods, net of allowances for returns.

 

The Company recognizes revenue related to its company branded credit cards over time as the credit cards are used by Qurate Retail's customers.

 

Sales, value add, use and other taxes we collect concurrent with revenue-producing activities are excluded from revenue.

 

The Company has elected to treat shipping and handling activities after the customer obtains control of the goods as a fulfillment cost and not as a promised good or service.  Accordingly, the Company will accrue all fulfillment costs related to the shipping and handling of consumer goods at the time of shipment.

 

The Company generally has payment terms with its customers of one year or less and has elected the practical expedient applicable to such contracts not to consider the time value of money.

 

Significant Judgments. Qurate Retail’s products are generally sold with a right of return for up to 30 days after the date of shipment and we may provide other credits or incentives, which are accounted for as variable consideration when estimating the amount of revenue to recognize.  Returns and credits are estimated at contract inception and updated at the end of each reporting period as additional information becomes available. The Company has determined that it is the principal in vendor arrangements as the Company can establish control over the goods prior to shipment. Accordingly, the Company records revenue for these arrangements on a gross basis.

 

Recognition and Measurement of Financial Instruments. In January 2016, the FASB issued new accounting guidance that is intended to improve the recognition and measurement of financial instruments.  The new guidance requires equity investments with readily determinable fair values (except those accounted for under the equity method of accounting or those that result in consolidation) to be measured at fair value, with changes in fair value recognized in net income, and simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment. The Company adopted this guidance during the first quarter of 2018.  As the Company has historically measured its investments in equity securities with readily determinable fair values at fair value, the new guidance had no impact on the accounting for these instruments. The Company has elected the measurement alternative for its equity securities without readily determinable fair values and will perform a qualitative assessment of these instruments to identify potential impairments.  In addition, a portion of the unrealized gain (loss) recognized on the Company’s exchangeable debt accounted for at fair value is now presented in other comprehensive income as it relates to instrument specific credit risk, however this impact was not material to the overall financial statements for the period ended September 30, 2018. 

 

Statement of Cash Flows. In November 2016, the FASB issued new accounting guidance which requires entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. The Company adopted this guidance during the first quarter of 2018 and has reclassified prior period balances in cash and cash equivalents within the condensed consolidated statements of cash flows in order to conform with current period presentation. The following table reconciles cash, cash equivalents and restricted cash reported in our condensed consolidated balance sheets to the total amount presented in our condensed consolidated statements of cash flows:

 

 

 

 

 

 

 

 

 

September 30,

 

December 31, 

 

 

 

2018

 

2017

 

 

 

in millions

 

Cash and cash equivalents

$

532

 

903

 

Restricted cash included in other current assets

 

7  

 

9

 

Total cash, cash equivalents and restricted cash  in the condensed consolidated statement of cash flows

$

539

 

912

 

 

In August 2016, the FASB issued new accounting guidance which addresses eight specific cash flow issues to reduce the diversity in practice for appropriate classification on the statement of cash flows. The Company adopted this guidance during the first quarter of 2018, and there was no significant effect of the standard on its condensed consolidated financial statements. 

 

Share-based payment modification. In May 2017, the FASB issued new accounting guidance to provide clarity to which changes to the terms or conditions of share-based payment awards require an entity to apply modification accounting in Accounting Standards Codification (“ASC”) 718. The Company adopted this guidance during the first quarter of 2018, and there was no significant effect of the standard on its condensed consolidated financial statements. 

 

Intra-entity Transfers of Assets Other Than Inventory. In October 2016, the FASB issued new accounting guidance which requires an entity to recognize at the transaction date the income tax consequences of intercompany asset transfers.  The Company adopted this guidance during the first quarter of 2018, and there was no significant effect of the standard on its condensed consolidated financial statements.

 

Accounting Pronouncements Not Yet Adopted

 

Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. In February 2018, the FASB issued new guidance which addresses the effect of the change in the U.S. federal corporate tax rate due to the enactment of the Tax Act on items within accumulated other comprehensive income (loss). The guidance is effective for annual and interim reporting periods beginning after December 15, 2018, with early adoption permitted. The Company is currently assessing the impact that adopting this new accounting standard will have on its condensed consolidated financial statements.

 

Leases.  In February 2016, the FASB issued new guidance which revises the accounting for leases. Under the new guidance, lessees will be required to recognize a lease liability and a right-of-use asset for all leases. The new guidance also simplifies the accounting for sale and leaseback transactions. The new standard is effective for the Company for fiscal years and interim periods beginning after December 15, 2018, with early adoption permitted. We plan to adopt this guidance on January 1, 2019 and expect to elect certain practical expedients under the transition guidance. Additionally, the Company plans to elect the optional transition method that allows for a cumulative-effect adjustment in the period of adoption and does not plan to restate prior periods.  The Company is currently working with its consolidated subsidiaries to evaluate the impact of the adoption of this new guidance on our consolidated financial statements, including identifying the population of leases, evaluating technology solutions and collecting lease data.

 

Internal-Use Software.  In August 2018, the FASB issued new guidance which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software.  The guidance will be effective for the Company in the first quarter of 2020 with early adoption permitted. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements.