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Real estate leases<br />
Accounting and business considerations<br />
for implementation under ASC 842/IFRS 16<br />
This <strong>eBook</strong> offers an overview of key issues regarding real estate leases and the<br />
implementation of ASC 842 and IFRS 16 Lease Accounting Standards.<br />
Partnership<br />
Experience<br />
Expertise<br />
& IP<br />
People
CONTENT<br />
1. Background 3<br />
Services to be provided<br />
2. Overview: real estate leases 4<br />
Most common forms of real estate leases<br />
i. Net Leases or triple net lease<br />
ii. Modified Gross or Base year leases<br />
iii. Gross Leases<br />
3. Separation of Lease & Non-lease Components 5<br />
iv. Practical Expedient<br />
4. Different accounting treatment for property taxes and insurance 5<br />
v. Variable<br />
vi. Fixed<br />
7. Variable Lease Payments 6<br />
8. Initial Direct Costs 7<br />
9. Sale-Leaseback Accounting 7<br />
Business Impact and Implementation Considerations 8<br />
Summary and Next Steps 9<br />
About Bramasol, Inc 10<br />
Copyright © 2018 Bramasol Inc. www.bramasol.com 2
BACKGROUND<br />
In February 2016, the Financial Accounting Standards<br />
Board (FASB) issued Accounting Standards Update<br />
(ASU) 2016-02 (“ASC 842”), Leases, which provides new<br />
guidelines that change the accounting for <strong>leasing</strong><br />
arrangements. The new <strong>leasing</strong> standard becomes<br />
effective in fiscal years beginning after December 15, 2018,<br />
including interim periods within those fiscal years, for:<br />
››<br />
Public business entities<br />
››<br />
Not-for-profit entities that have issued (or are a conduit<br />
bond obligator for) securities that are traded, listed,<br />
or quoted on an exchange or an over-the-counter<br />
market<br />
››<br />
Employee benefit plans that file financial statements<br />
with the US Securities and Exchange Commission<br />
(SEC)<br />
For all other entities, it becomes effective in fiscal years<br />
beginning after December 15, 2019, and interim periods<br />
in fiscal years beginning after December 15, 2020. Early<br />
adoption is permitted at any time for all entities.<br />
The primary purpose of the standard is to address<br />
the current accounting treatment of operating leases<br />
which are deemed to be off balance sheet financing<br />
arrangements and are only disclosed via a company’s<br />
financial footnotes in the “Commitments and<br />
Contingencies” footnote. Upon the adoption of ASC 842,<br />
Therefore, for every identified lease, companies will be<br />
required to create a lease liability calculated as the present<br />
value of the future fixed payments and a corresponding<br />
asset (“right of use” asset). The right of use asset will be<br />
amortized over the life of the lease. The income statement<br />
will be impacted by a straight-line lease expense item that<br />
would essentially contain an interest component with<br />
the amortization of the asset being the plug-in order to<br />
achieve straight line lease expense over the life of the<br />
lease. One of the key challenges of adopting the new<br />
standard will be for companies to assess and apply the<br />
incremental borrowing rate applicable to them which<br />
will be used in the present value calculations for the<br />
capitalization of lease liability and right of use assets<br />
related to leases.<br />
3<br />
Copyright © 2018 Bramasol Inc. www.bramasol.com
Overview: real estate leases<br />
The new leases standard will significantly affect lessees and lessors in the real estate industry, including their<br />
considerations related to non-lease components, initial direct costs, and accounting for sale- leaseback transactions. In<br />
addition, real estate lessors will need to understand the standard’s broader implementation implications for lessees as<br />
well as the potential for changes in tenant behaviors.<br />
Most common forms of real estate leases<br />
The three most common forms of real estate lease are Net Leases, Modified Gross Leases and Gross Leases:<br />
1. Net Leases or triple net lease: A triple net lease (triple-Net or NNN) is a lease agreement on a property where the<br />
tenant or lessee agrees to pay all real estate taxes, building insurance, and maintenance (the three “nets”) on the<br />
property in addition to any normal fees that are expected under the agreement (rent, utilities, etc.). This is where<br />
the tenant pays their share of real estate taxes, insurance, and CAM (“Common Area Maintenance”). Generally,<br />
when the lessee pays the taxes, insurance and CAM fees on behalf of the lessor, these expenses are considered<br />
“variable” and will be excluded from lease payments and expensed as incurred.<br />
2. Modified Gross or Base year leases: This is where the lessee pay their share of increases in real estate taxes, insurance<br />
and CAM over a base year amount. It therefore consists of both fixed and variable portions. The fixed component<br />
will be included in lease payments for real estate taxes and insurance. However, if there is a fixed piece<br />
for CAM this is excluded from lease payments and is expensed as incurred because it is a considered a non-lease<br />
component. The variable piece – i.e., the “excess” amount over base year is excluded from lease payments and also<br />
expensed as incurred.<br />
3. Gross Leases: A gross lease is a type of commercial lease where the lessee pays a flat rental amount, and the<br />
lessor pays for all property charges regularly incurred by the ownership, including taxes, utilities and water. In this<br />
type of lease, the tenants pay a fixed amount which includes all components. In this scenario, the fixed portion<br />
will be included in lease payments for real estate taxes and insurance. As noted before, the fixed piece for CAM is<br />
excluded from lease payment because it is a non-lease component and is expensed as incurred.<br />
Copyright © 2018 Bramasol Inc. www.bramasol.com 4
Separation of Lease & Non-lease Components<br />
Lessees and lessors are required to separate lease components and non-lease components (e.g., any services provided)<br />
in an arrangement and allocate the total transaction price to the individual components. Lessors would perform the<br />
allocation in accordance with the guidance in the new revenue recognition standard, and lessees would do so on a<br />
relative stand-alone-price basis (by using observable stand-alone prices or, if the prices are not observable, estimated<br />
stand-alone prices).<br />
Practical Expedient:<br />
Companies may also elect to not separate lease and<br />
non-lease components by class of underlying assets and<br />
account for each separate lease component along with<br />
the associated non-lease component as a single lease<br />
component (as an accounting policy)<br />
When evaluating whether an activity should be considered<br />
part of a lease component or a separate non- lease<br />
component, an entity should consider whether the<br />
activity transfers a separate good or service to the lessee.<br />
For example, maintenance services (including commonarea<br />
maintenance services) and utilities paid for by the<br />
lessor but consumed by the lessee would be separate<br />
non-lease components because the tenant would have<br />
been required to otherwise contract for these services<br />
separately.<br />
However, payments for property taxes or insurance would<br />
most likely be considered part of the lease component<br />
because they do not transfer a separate good or service<br />
to the tenant. This treatment could have the effect of<br />
increasing a lessee’s lease liability since it would include<br />
amounts that are currently considered executory costs.<br />
From a practical standpoint, however, such amounts are<br />
frequently variable and therefore would not be included in<br />
the measurement of the lease liability.<br />
Different accounting treatment for property taxes and insurance<br />
There are various types of lease agreements involving property taxes and insurance. In some leases, the lessees will pay<br />
a fixed amount of taxes and insurance every year as part of the lease payment. In other lease agreements, the lessor<br />
will send the related tax and insurance bills to the lessee and the lessee will pay it as it is received. Therefore, based<br />
on the two different scenarios, it is possible to have different accounting treatments for property taxes and insurance<br />
depending on the terms of the lease agreement.<br />
Variable:<br />
If the real estate taxes and insurance premiums during the<br />
lease term are variable, these will not be included as part<br />
of the initial measurement of the present value calculation<br />
of the lease liability and instead will be considered a<br />
variable lease payment because the two components are<br />
attributable to the lease of the buildings and no other<br />
service are offered.<br />
Fixed:<br />
If the real estate taxes and insurance premiums during<br />
the lease term are fixed (every year the lessee pays a fixed<br />
amount regardless of the actual amount billed by the<br />
taxing or insurance agency) , these will be included as part<br />
of the as part of the initial measurement of the present<br />
value calculation of the lease liability.<br />
5<br />
Copyright © 2018 Bramasol Inc. www.bramasol.com
Variable Lease Payments<br />
In its initial measurement of the lease liability and ROU asset (lessee) or the net investment in the lease (lessor), an entity<br />
would only include variable lease payments if such payments are tied to an index or a rate. However, the entity would<br />
not include variable lease payments that are based on usage or performance of the asset.<br />
A lessee would recognize any variable payments not included in the original lease obligation as an expense in the<br />
period the obligation is incurred. A lessor would recognize variable lease payments not included in the original net<br />
investment in the lease in the period a change occurs in the facts and circumstances on which the variable lease<br />
payments are based (e.g., “when the lessee’s sales on which the amount of the variable payment depends occur”). Even<br />
if a variable lease payment is virtually certain (e.g., contingent upon a retail store’s achievement of a nominal sales<br />
volume), the payment would not be included in the calculation of a lessee’s lease obligation and ROU asset or a lessor’s<br />
net investment in the lease.<br />
Copyright © 2018 Bramasol Inc. www.bramasol.com 6
Initial Direct Costs<br />
Under the new standard, a lessee includes initial direct costs in the initial measurement of the ROU asset. A lessor’s<br />
accounting for initial direct costs is similar to that under current U.S. GAAP. That is, for direct financing leases, a lessor<br />
defers all initial direct costs and includes them in the initial measurement of the lease receivable. Similarly, for operating<br />
leases, a lessor defers the initial direct costs and amortizes them as expenses over the lease term. For sales-type leases,<br />
initial direct costs are expensed up front unless the transaction does not result in a profit or loss.<br />
However, the new standard has changed the definition of initial direct costs to align with the definition of incremental<br />
cost in the new revenue recognition guidance. Initial direct costs for both lessees and lessors now include only those<br />
costs that are incremental to the arrangement and would not have been incurred if the lease had not been obtained.<br />
The change in the definition of initial direct costs will affect many real estate entities. Costs such as commissions<br />
(whether paid to employees or third-party brokers) and payments made to existing tenants to obtain the lease will<br />
continue to be considered initial direct costs. By contrast, costs such as allocated internal costs and costs to negotiate<br />
and arrange the lease agreement (e.g., professional fees such as those paid for legal and tax advice) are excluded from<br />
this definition. This is likely to result in changes in practice for many real estate lessors, which currently capitalize such<br />
costs.<br />
Sale-Leaseback Accounting<br />
The FASB also aligned sale-leaseback accounting with the underlying principles in the new revenue recognition<br />
standard. Under the new leases guidance, the seller-lessee in a sale-leaseback transaction must evaluate the transfer of<br />
the underlying asset (sale) in accordance with ASC 606 to determine whether the transfer qualifies as a sale (i.e., whether<br />
control has been transferred to the buyer). The existence of a leaseback by itself would not indicate that control has not<br />
been transferred (i.e., it would not preclude the transaction from qualifying as a sale) unless the leaseback is classified<br />
as a finance lease. In addition, if the arrangement includes an option for the seller-lessee to repurchase the asset, the<br />
transaction would not qualify as a sale unless (1) the option is priced at the fair value of the asset on the date of exercise<br />
and (2) alternative assets exist that are substantially the same as the transferred asset and are readily available in the<br />
marketplace. If the transaction does not qualify as a sale, the seller- lessee and buyer-lessor would account for it as a<br />
financing arrangement (i.e., the buyer-lessor would account for its payment as a financial asset and the seller-lessee<br />
would record a financial liability).<br />
Sale-leaseback transactions involving real estate that include a purchase option are not expected to meet the criteria<br />
to qualify as a sale, regardless of whether the purchase option is at fair value. Each real estate property is unique and<br />
not readily available in the marketplace because of various factors such as location and specified use; therefore, the<br />
existence of a purchase option on the real estate, whether it is at fair value or not, is evidence that the real estate is not<br />
readily available in the marketplace.<br />
Accordingly, in a manner similar to current U.S. GAAP, any purchase options on real estate will preclude sale-leaseback<br />
accounting for the seller-lessee.<br />
The new standard will also affect the evaluation of sale-leaseback transactions by the buyer-lessor. Under current U.S.<br />
GAAP, the buyer-lessor accounts for its purchase and subsequent lease without regard to the seller-lessee’s accounting<br />
for the transaction. Under the ASU, the buyer-lessor’s and seller- lessee’s accounting must be symmetrical. Accordingly,<br />
the buyer-lessor must assess whether the seller- lessee has achieved a sale under ASC 606 before it can determine its<br />
accounting for the purchase of the real estate assets.<br />
7<br />
Copyright © 2018 Bramasol Inc. www.bramasol.com
Business Impact and Implementation Considerations<br />
The new lease accounting requirements could change how real estate entities do business and could affect tenant<br />
behaviors. For example:<br />
1. Since the adoption of ASC 842/IFRS 16 will result in increased leverage on the balance sheet, lessees may want to<br />
negotiate shorter-term leases or leases that include more variable lease payments. Such negotiations could result in<br />
increased operating costs for both lessees and lessors.<br />
2. An increase in shorter-term leases could also result in higher rental rates and, therefore, additional operating costs.<br />
This could also affect (i) the lessor’s ability to obtain financing, (ii) the financing costs on the property, (iii) and the<br />
fair value of the lessor’s property.<br />
3. Because most leases will be on the lessees’ balance sheets, lessees may be more motivated to consider whether to<br />
lease or purchase a property, particularly those that currently enter into long-term, triple-net leases.<br />
4. Bringing leases onto the balance sheet will result in increased leverage and affects an entity’s key metrics. Real estate<br />
entities that are also lessees under lease agreements (e.g., a land lease for one of the real estate entity’s properties)<br />
should consider whether the increased leverage could result in debt covenant violations or potentially affect<br />
lending decisions.<br />
5. The new guidance may complicate a lessee’s internal approval of new leases or lease modifications since different<br />
individuals may need to closely consider the effects on the financial statements. Under current U.S. GAAP, a lessee’s<br />
decision to enter into an operating lease may not necessarily receive much opposition or challenge from management.<br />
However, operating leases potentially will now be scrutinized as much as out-right purchases because of<br />
their effect on the balance sheet. In addition, in its decisions related to leases, an entity may need to involve personnel<br />
from a number of departments, such as accounting, corporate reporting, treasury, IT, legal and procurement.<br />
Copyright © 2018 Bramasol Inc. www.bramasol.com 8
Summary and Next Steps<br />
With only a few months remaining to get ready for compliance with ASC 842 and IFRS 16, companies need to start their<br />
implementation projects as soon as possible. As a co-innovation partner with SAP and a leader in delivering purposebuilt<br />
compliance solutions, Bramasol has worked closely on the development and deployment of lease accounting<br />
compliance capabilities.<br />
For companies that need to manage real estate assets as well as moveable assets such as equipment, we recommend<br />
SAP Contract and Lease Management, which is tightly integrated with existing SAP platforms and can also interface to<br />
other legacy ERP and financial systems.<br />
Enables compliance with<br />
IFRS 16 and ASC 842 lease<br />
accounting standards<br />
Capabilities for handling<br />
both real estate and<br />
moveable assets<br />
Comprehensive<br />
management of lease<br />
portfolio during transition<br />
to the new standards<br />
Key benefits of SAP Contract and Lease Management<br />
Disclosure Reporting<br />
with required<br />
accounting lookback<br />
and statutory reporting<br />
Native integration, rapid<br />
implementation time and<br />
reduced TCO<br />
Future-proof support<br />
for SAP roadmap<br />
platform evolution<br />
(e.g. S/4HANA and<br />
beyond)<br />
Undertaking a proactive implementation program now will not only improve company-wide lease management<br />
capabilities of all asset classes. It will also establish a solid foundation of process discipline, lease accounting and<br />
auditable lease assets to prepare you for compliance with the changes to lease accounting standards coming in 2019.<br />
The resultant improvements in contract and asset management will also deliver ongoing benefits in the areas of<br />
productivity, agile reporting, audit readiness and Financial Transformation over the longer term.<br />
9<br />
Copyright © 2018 Bramasol Inc. www.bramasol.com
About Bramasol, Inc.<br />
Bramasol is the leader in SAP Leasing, Revenue Recognition and Office of the CFO Solutions<br />
Bramasol is the Leasing leader and a recognized SAP Leasing services partner for companies seeking to comply<br />
with and benefit from the new Leasing standards. Our SAP-certified experts, partnering with SAP and Nakisa, have<br />
lead the way in education and enablement of the new Leasing standards. Even before the announcement of the<br />
new IFRS 16 and ASC 842 standards, Bramasol was working to educate companies on the coming changes and<br />
how to leverage the existing Revenue Recognition work to help with compliance. Our industry leading experience<br />
and focus on Office of the CFO solutions, enables our customers to ramp up quickly and evaluate the options to<br />
not only comply with the standards, but transform finance during the process.<br />
Bramasol is also the Revenue Recognition leader and a recognized SAP Revenue Recognition services partner<br />
for companies seeking to comply with and benefit from the new Rev Rec standards. Our SAP- certified experts,<br />
partnering with SAP, assisted in the majority of SAP Revenue Accounting and Reporting Ramp-Up projects. Driving<br />
successful workshops, Proofs of Concept, and implementation projects throughout the U.S., Bramasol is the goto<br />
partner with the experience and expertise for companies wanting to leverage SAP Revenue Accounting and<br />
Reporting to comply with ASC-606 and IFRS 15.<br />
Currently, Bramasol is performing implementations and Proofs of Concept/Pilots for additional clients; proving<br />
that Bramasol is a go-to partner with experience and expertise for companies wanting to utilize SAP Revenue<br />
Accounting and Reporting to be compliant with the Financial Accounting Standards Board (FASB) current US<br />
Generally Accepted Accounting Principles (GAAP) revenue recognition standard or the newly announced ASC-<br />
606 and International Financial Reporting Standards (IFRS) 15 addressing the “Revenue From Contracts with<br />
Customers”.<br />
Whether you are looking for a SaaS, hosted or on-premise solution, Bramasol has worked with over 150 clients to<br />
solve business challenges using SAP solutions including SAP Business Suite, SAP Business All-in- One, SAP Business<br />
Intelligence solutions, SAP Business ByDesign®, the SAP HANA® platform and mobile solutions. If you are looking to<br />
build a platform for growth or just be “Rev Rec Ready”, contact us and we can help.<br />
Contact Information:<br />
United States – Headquarters<br />
Bramasol, Inc.<br />
3979 Freedom Circle, Suite 620 Santa Clara, CA 95054<br />
Toll Free (866) 625-9878<br />
Phone +1 (408) 831-0046<br />
Fax (408) 831-0047<br />
info@bramasol.com