Uber Technologies Inc. says the Securities and Exchange Commission has signed off on its preferred description of its business model, giving investors the first inkling of how regulators might treat the company if and when it files for an Initial public offering.

The ride-hailing service contends its customers are the drivers — not the passengers — and it merely facilitates their trips. Securing the SEC’s blessing of this view of its business model would allow the company to report financial results without disclosing how much money drivers are taking home.

MarketWatch has learned that Uber has already switched to new revenue-recognition rules that have yet to be adopted by most public companies and startups seeking to go public. After consultation with the SEC and its auditor, Uber sees those new rules as allowing it to report only the net revenue that goes to the company when a transaction takes place, leaving out the drivers’ take completely.

An Uber executive recently spoke with MarketWatch to discuss the change and the ride-hailing app’s continuing financial approach ahead of a potential IPO. In accounting parlance, Uber sees itself as an “agent” acting to connect the actual “merchant,” the driver, and the customer. Uber had been reporting gross revenue for UberPool and net revenue for other services under previous rules, but believes the new standards — based on the agent designation — allow it to report only the net revenue on all rides.

Gross bookings Adjusted net revenue Unadjusted net revenue Adjusted loss
Q2 2017 $8.7 billion $1.75 billion $645 million
Q1 2017 $7.5 billion $1.5 billion $3.4 billion $708 million
Q4 2016 $6.9 billion $800 million $2.9 billion $991 million
Q3 2016 $5.4 billion $1.66 billion $934 million

Source: Various media outlets to which Uber previously provided quarterly financial results, with a hat tip to Crunchbase

Uber’s auditor, PricewaterhouseCoopers, signed off on the approach, and the company says the SEC did not object in communications about the approach. Nonpublic companies can send what’s called a “preclearance” letter to the SEC’s chief accountant with the relevant facts and informal advice it had received and ask for guidance. The SEC declined to comment on whether Uber had precleared its revenue-recognition approach.

The move to adopt new accounting rules formulated by the Financial Accounting Standards Board eliminates a major obstacle for an Uber public stock offering by resolving a complex issue slowing down offerings by other private companies. According to a poll by Deloitte, only 8% of companies planning to go public have already adopted the new revenue-recognition requirements. A Financial Times story in July implied that Uber archrival Lyft would also seek to report only its commissions as revenue under the new standard.

Uber’s eventual filing for an IPO, however, could bring the issue up again.

“There’s no guarantee the staff won’t ask more questions or even change their minds once the actual S-1 is filed,” said Broc Romanek, editor of TheCorporateCounsel.net.

The SEC may revisit the issue when Uber files its S-1 because the facts have changed, or because the regulatory agency has changed its views based on its experience with other companies as they adopt the new rules. Finally, the SEC may see something in Uber’s filing that’s different from what was presented during the preclearance.

Other tech companies have in the past run into the issue of gross versus net revenue presentation issue, most notably, Groupon Inc.












GRPN, +0.00%










 , which chose to recognize the full amount of revenue it received from transactions on the site, rather than just its commission. Groupon later had to reverse its approach after filing with the SEC to go public under previous rules.

Don’t miss: Here’s where you’ll live when self-driving cars rule the roads

Uber has been sharing quarterly financial data with investors in much the way that public companies do, including all the tables required by the SEC, and even has convened a quarterly conference call for some investors. It also reports many other metrics that are not explicitly required, including gross bookings, which can, when viewed in tandem with Uber’s revenue, offer a rough guide to how much money Uber rides are generating in total and, therefore, how much drivers are taking home.

As that disclosure is not required, Uber could change its approach, along with a wide range of practices, in the wake of a tumultuous period for the San Francisco–based company that brought aboard a new chief executive, revamped and expanded its board of directors, and left its chief financial officer position vacant to this day.

See also: IPO market could be slowed down by revenue recognition rules

The new revenue-recognition rules of which Uber has been an early adopter are not required of private companies until January 2019. Public companies, and companies planning to go public in 2018, are required to adopt the new accounting rules by January 2018.

The determination that Uber is the agent in its ride-sharing transactions is consistent with the company’s messaging regarding its business model, which rests heavily on the premise that Uber drivers are correctly classified as independent contractors, not employees. That claim has been challenged in court, and a legal ruling that forced the company to reclassify drivers as employees would significantly disrupt the company’s business model and place in question its $68 billion valuation. Its revenue and cost-of-sales accounting likely would have to change as well, since drivers’ portion of the revenue and their salaries would be on Uber’s books.

Read also: GM and Uber: Today’s partner is tomorrow’s rival, Morgan Stanley says

In classifying its drivers as independent contractors, Uber does not pay salaries or benefits, nor cover any expenses. Uber drivers must provide their own qualified vehicles although Uber offers insurance coverage: $1 million in third-party liability, $1 million in uninsured- or underinsured-motorist injury, and contingent comprehensive and collision insurance. Uber’s policy covers physical damage to drivers’ cars up to the actual cash value of a vehicle, for any reason, subject to a $1,000 deductible.

Uber has reported non-GAAP net losses in numbers released to the media, which allows it to adjust for one-off charges such as when it shut down its operations in China and when it paid millions of dollars to New York drivers after miscalculating commissions for 2½ years. It has been providing GAAP numbers to investors, along with such nonstandard accounting metrics as adjusted net revenue and adjusted EBIT and EBITDA.

Uber has a partnership with GM through the latter’s car-sharing company, Maven. GM shares












GM, -2.71%










 have gained 33.4% in 2017, while the S&P 500












SPX, -0.38%










  has gained 15% and the Dow Jones Industrial Average












DJIA, -0.41%










 has gained about 19%.



Source link

This Content is Generated from RSS Feeds, if your content is featured and you would like to be removed, please Contact Us

Tech Shop Offers



Music and Hifi Offers

Money and Loans

Get the very best deal on Loans, Credit Cards, Bank Accounts and Mortgages.

Motor Insurance Quote

Get a Quick Motor Insurance Quote and Compare from over 65 Providers.

Home Insurance and More

Compare Home Insurance from over 65 Insurance Providers to guarantee you the best deal.

Life Insurance and More

Get a Quick Life Insurance Quote and Compare Deals from UK's well known Insurance Providers.

Travel Insurance Quotes


0