Efficiently managing working capital is crucial in today’s complex business landscape. However, when buyers extend payment terms to optimize cash flow, it can strain suppliers’ financial stability and the buyer-supplier relationship. To mitigate these challenges, many organizations turn to supplier finance programs, alternatively referred to as reverse factoring, payables finance, or structured payables arrangements. These programs foster mutually beneficial outcomes by providing a framework where buyers, suppliers, and financial institutions collaborate to streamline payments and enhance liquidity management. In this article, we will explore how supplier finance programs work, the advantages they offer, and the disclosure requirements outlined in Accounting Standards Update (ASU) 2022-04 to ensure transparency in financial reporting.
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The Supplier Finance Program Solution and Process:
Supplier finance programs provide a structured mechanism where suppliers can receive prompt payment upon invoice approval from the buyer. The process involves several key steps that facilitate the seamless execution of the Supplier Finance Program:
1. Invoice Submission and Approval: Suppliers submit their invoices to the buyer for approval. The invoices contain details of the products or services provided, along with the agreed-upon payment terms.
2. Evaluation and Financing by Financial Institutions: Once the buyer approves the invoices, financial institutions evaluate the approved invoices and assess the creditworthiness of the buyer. They use the buyer’s credit rating to offer financing options to the suppliers.
3. Early Payment Options for Suppliers: Suppliers, with the support of the buyer’s credit rating, can avail themselves of early payment options from financial institutions. These options allow suppliers to receive payment for their approved invoices before the due date, improving their cash flow.
4. Payment Delivery: Once The financial institutions disburse the early payment to the suppliers. The payment amount corresponds to the approved invoice value minus any fees or interest charges associated with the early payment option.
5. Buyer’s Payment Settlement: Simultaneously or at a later stage, the buyer settles the invoice payment with the financial institutions according to the agreed-upon terms. This settlement ensures that the buyer fulfills their payment obligation.
Supplier finance programs facilitate timely payment to suppliers, enhance supplier’s liquidity, and optimize the buyer’s working capital. By leveraging the buyer’s credit rating, suppliers gain access to financing from financial institutions at lower interest rates than they could obtain independently, promoting financial stability and favorable business relationships.
Classification, Presentation, and Disclosure Guidance:
ASU 2022-04 Liabilities – Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations introduces specific disclosure requirements to ensure transparency and informed decision-making for buyer participation in supplier finance programs. These provisions focus on enhancing disclosure requirements in financial reports and providing qualitative and quantitative information about the program’s terms, outstanding obligations, and changes over time.
Classification and Presentation
Buyers can classify a supplier finance program as either trade payable or debt categorized as “due to bank,” or other line item as appropriate based on the program’s terms. This decision affects the presentation of related information on the balance sheet and statement of cash flows. ASU 2022-04 does not affect the recognition, measurement, classification, and financial statement presentation of obligations covered by supplier finance programs.
To determine whether a supplier finance program should be classified as a financing transaction rather than a trade payable (i.e., trade payable classification is not appropriate), the following indicators, as stated by the SEC staff, may be considered:
- Referral or rebate payments made by the paying agent to the buyer.
- Paying agent reducing the outstanding amount owed by the buyer, resulting in a payment amount lower than the original invoice’s due date.
- Extension of the buyer’s payment date beyond the original invoice’s due date by the paying agent.
- Active participation by the buyer in the factoring process of the vendor’s receivable to the paying agent.
It is essential to carefully analyze all relevant facts and circumstances related to the substance of the transaction.
Disclosure Requirements (ASU 2022-04)
To ensure transparency and accountability, buyers that use supplier finance programs must provide explicit disclosure of the following information:
Key Program Terms:
This includes, but is not limited to, a comprehensive description of payment terms such as the timing of payments and the basis for their determination, and any assets pledged as security or other guarantees provided to the financial provider or intermediary.
Obligations Confirmed as Valid:
- Outstanding Amount: Disclosure of unpaid confirmed amounts at the end of the reporting period.
- Balance Sheet Presentation: Description of the location of the confirmed obligations in the balance sheet.
- Rollforward of Information: Information on confirmed obligations encompassing, at a minimum, the beginning balance, additions, settlements, and the outstanding balance at the end of the reporting period.
Buyers should also disclose the outstanding obligations confirmed as valid to the finance provider or intermediary in each interim reporting period to provide up-to-date information on financial obligations.
Management Discussion and Analysis (MD&A) Disclosures for Public Entities
MD&A disclosures play a crucial role in providing transparency and insights into a public entity’s financial condition and operations. In the context of supplier finance programs, certain disclosure requirements exist under U.S. Securities and Exchange Commission (SEC) regulations. SEC Regulation S-X, Rule 5-02, Balance Sheets, mandates separate presentation of specific accounts and notes payable, including amounts owed to banks for borrowings and trade creditors. Similarly, SEC Regulation S-K, Item 303, Management’s Discussion and Analysis of Financial Condition and Results of Operations, necessitates a discussion on liquidity and capital resources.
To comply with these requirements, public entities must address the impact of supplier finance programs on their financial statements. Moreover, in response to the COVID-19 pandemic, the Division of Corporate Finance provided additional guidance on disclosing liquidity and capital resources.
When disclosing information about supplier finance programs, public entities should address:
- Indicating reliance on these programs for cash flow management.
- Discussing the material impact on the balance sheet, statement of cash flows, and short- and long-term liquidity.
- Providing details about the material terms of the arrangements.
- Disclosing any guarantees provided by the entity or its subsidiaries.
- Assessing and disclosing material risks associated with the termination of the programs.
- Disclosing the amounts payable at the end of the reporting period related to these programs.
- Disclosing the portion of these amounts that an intermediary has already settled.
By addressing these disclosure requirements in the MD&A, public entities can provide stakeholders with a comprehensive understanding of the impact of supplier finance programs on their financial statements, cash flows, and overall liquidity. This transparency fosters informed decision-making and enhances investor confidence in the entity’s financial performance and risk management practices.
Effective Date and Transition
The amendments are effective for fiscal years commencing after December 15, 2022, which include interim periods within those fiscal years, except for the disclosures for rollforward information, which becomes effective for fiscal years commencing after December 15, 2023, with the option for early adoption. Retrospective application is required, except for the rollforward information, which should be implemented prospectively. Interim disclosures should include key program terms and presentation of obligations in the balance sheet during the year of adoption.
Conclusion
Supplier finance programs optimize working capital and strengthen buyer-supplier relationships by leveraging the crucial role of financial institutions in providing lower-risk financing and facilitating network expansion through collaboration with the parties involved. The enhanced disclosure requirements enable stakeholders to gain a deeper understanding of the program’s terms and obligations through qualitative and quantitative information. ASU 2022-04 promotes transparency which allows the formation of well-informed decisions regarding the financial condition of companies involved in supplier finance programs.
