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Creation Data Matrix in Software PART TWO Elements of the Solution

PART TWO Elements of the Solution
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management. I think it would be unfortunate if it does reduce option grants to a broader base of people in the organization. Delves: What is your opinion about expensing Turner: The issue is not whether to expense, but how much do you expense. By definition it will almost certainly not be the correct number. Thus what we have done is promulgated the issue of inaccurate accounting, which bothers me more than anything philosophically. The way that the system should work is this: You perform a deed or sell a product for which you are rewarded a value. And against that you charge costs. But this is one cost that has to be estimated, and it will never be an accurate reflection of the cost. Many stock options that are granted never materialize in any regard to the value that might be given to them in a calculation like Black-Scholes. Delves: To me that is one of the drawbacks of taking the expense when the option is granted. This $10 option may cost me $100 or it may cost me $0. Should we record that when we don t know what the expense is Or should we wait and see what happens, and therefore wait and see to take the expense. If it s zero, then it s zero. If it s $50, then it s $50. Turner: What that does create, however, are unpredictable outcomes that are outside the confines of the normal operations of the company. There are many variables that influence the stock price, only one of which is the performance of the company. There are also market conditions, sector conditions, and operating conditions. All three could drive the stock price substantially. Many of us are now suffering from a macro impact, and many of our operations are more efficient than two to three years ago. But there are not many operations with a stock price that is higher than two to three years ago. Delves: Another consideration in this debate is the treatment of stock options for start-ups. For many of these firms, options are an important component of their compensation in lieu of cash. Turner: The higher the risk, the better options are as a mode of compensation. If you go to work for a blue-chip company and you do a good job, then under normal circumstances, if you want, you can still work for that blue-chip company in 10 years because in 10 years that company will still be there. But if you go to work for Acme Internet that has 12 people and an idea, it is a seedling in a forest of trees. It may or may not succeed. The probability of success is much lower,
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CHAPTER FOUR An Accounting Solution Everyone Can Live With
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and the probability of you being with that company in 10 years is much lower than with a big company. I think stock options are a great form of incentive for that type of company. It doesn t influence the cash position from the get-go. Delves: The options for a start-up are clearly very different than options in a company like Ceridian, and certainly different than options in General Motors or Sprint. They are different animals entirely. To tell me that I have to value an option for a start-up at the day of grant doesn t make sense to me. Turner: Exactly. There is probably a 10 percent probability that a startup is going to make it and really become worth something. Delves: There are other approaches to option expensing. One is to determine the expense as of the exercise date. The other way to go about it is to determine the expense as of the grant date, but then allow it to be adjusted periodically as more information becomes available. Turner: That may be a way to do it. But I believe all those things are going to have a tendency to draw the number of options down, because people who sit in my position and in my CFO s position next door, all universally get penalized for a lack of predictability and for variability. Delves: Another factor to consider is that there is a difference in what the cost of an option is to the company, and what it is worth to the recipient. One of the reasons for that difference is that the options make the recipient s holdings undiversified. Turner: And there is also a collegial spirit to hold options until closer to maturity, which means that these options are not really a freely exercisable instrument. And there are a lot of companies that have restrictions on the exercise of options and on the sale of any shares acquired. I know of a company that only allows options to be exercised once a year. The blackout period can easily be seven to eight months a year. Delves: I believe that this is where the debate needs to happen, and we can get the academics involved in this. We can do a customized value for the cost to the company, and also a customized study of what the value is to the executive. If it does result in an undiversified portfolio, if there are blackout periods, what does that do to the
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