Your SlideShare is downloading. ×
0
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012
Upcoming SlideShare
Loading in...5
×

Thanks for flagging this SlideShare!

Oops! An error has occurred.

×
Saving this for later? Get the SlideShare app to save on your phone or tablet. Read anywhere, anytime – even offline.
Text the download link to your phone
Standard text messaging rates apply

Knowledge Congress Revenue Recognition Webcast - Sep. 5, 2012

334

Published on

Revenue recognition remains to be a topic of perennial interest in 2012 as it affects almost all companies. In an effort to resolve incongruent accounting standards and practices on revenue …

Revenue recognition remains to be a topic of perennial interest in 2012 as it affects almost all companies. In an effort to resolve incongruent accounting standards and practices on revenue recognition, FASB and IASB have proposed new revenue recognition standards through an Exposure Draft in 2011. These new standards, if enacted, would result in the most broad reaching and fundamental changes to the recognition of revenue in businesses moving forward.

The Knowledge Group is producing a two-hour LIVE webcast to help companies gain a complete understanding of the nuts and bolts of the proposed standards and its potential impact on their businesses. Changes to Revenue Recognition in 2012 is a must attend event for accountants, finance executives and managers, corporate attorneys and other related professionals.

Published in: Economy & Finance, Business
0 Comments
0 Likes
Statistics
Notes
  • Be the first to comment

  • Be the first to like this

No Downloads
Views
Total Views
334
On Slideshare
0
From Embeds
0
Number of Embeds
0
Actions
Shares
0
Downloads
7
Comments
0
Likes
0
Embeds 0
No embeds

Report content
Flagged as inappropriate Flag as inappropriate
Flag as inappropriate

Select your reason for flagging this presentation as inappropriate.

Cancel
No notes for slide

Transcript

  • 1. Speaker Firms and Organization: McGladrey LLP Brian H. Marshall Partner, National Accounting Standards Group Morgan, Lewis & Bockius LLP Susan D. Resley Partner Thank you for logging into today’s event. Please note we are in standby mode. All Microphones will be muted until the event starts. We will be back with speaker instructions @ 11:55am. Any Questions? Please email: Info@knowledgecongress.org Group Registration Policy Please note ALL participants must be registered or they will not be able to access the event. If you have more than one person from your company attending, you must fill out the group registration form. We reserve the right to disconnect any unauthorized users from this event and to deny violators admission to future events. To obtain a group registration please send a note to info@knowledgecongress.org or call 646.202.9344. Presented By: September 5, 2012 1 Sponsored By:
  • 2. Sponsored By: Morgan Lewis provides comprehensive corporate, transactional, regulatory, litigation, and labor and employment legal services to clients of all sizes— from global Fortune 100 companies to just-conceived startups—across all major industries. We craft and execute business- and industry-specific strategies that align with today’s evolving economic and regulatory conditions, and that address the full scope of our clients’ challenges and opportunities in the courtroom, in the boardroom, within the workforce, and in government and policy matters. Founded in 1873, Morgan Lewis comprises some 3,000 professionals— lawyers, patent agents, employee benefits advisors, regulatory scientists and other specialists—in 24 offices across the United States, Europe, and Asia. 2 McGladrey LLP is the fifth largest U.S. provider of assurance, tax and consulting services, with more than 6,500 professionals and associates in 75 offices nationwide. McGladrey is a licensed CPA firm, and a member of RSM International, the sixth largest global network of independent accounting, tax and consulting firms. September 5, 2012
  • 3.  If you experience any technical difficulties during today’s WebEx session, please contact our Technical Support @ 866-779-3239.  You may ask a question at anytime throughout the presentation today via the chat window on the lower right hand side of your screen. Questions will be aggregated and addressed during the Q&A segment.  Please note, this call is being recorded for playback purposes.  If anyone was unable to log in to the online webcast and needs to download a copy of the PowerPoint presentation for today’s event, please send an email to: info@knowledgecongress.org. If you’re already logged in to the online webcast, we will post a link to download the files shortly.  “If you are listening on a laptop, you may need to use headphones as some laptops speakers are not sufficiently amplified enough to hear the presentations. If you do not have headphones and cannot hear the webcast send an email to info@knowledgcongress.org and we will send you the dial in phone number.“ 3 September 5, 2012
  • 4.  About an hour or so after the event, you'll be sent a survey via email asking you for your feedback on your experience with this event today - it's designed to take less than two minutes to complete, and it helps us to understand how to wisely invest your time in future events. Your feedback is greatly appreciated. If you are applying for continuing education credit, completions of the surveys are mandatory as per your state boards and bars. 6 secret words (3 for each credit hour) will be given throughout the presentation. We will ask you to fill these words into the survey as proof of your attendance. Please stay tuned for the secret word.  Speakers, I will be giving out the secret words at randomly selected times. I may have to break into your presentation briefly to read the secret word. Pardon the interruption. 4 September 5, 2012
  • 5. 5 • No Commitment Unlimited CLE/CPE for one low monthly fee $49! • Access Hundreds of Live Webcasts in 2012, 1,000+ Hours Archived Recordings • 20,000+ Pages Course Material! • Subscription Plan Features:  Access to all LIVE CLE/CPE/CE webcasts  Download any of the 1,000 hours of Archived webcasts and 20,000+ pages course materials  You get a code which will allow you to register for any program or download any recorded webcast for free.  Month to month plan. Cancel anytime. No commitment! • For more information about The Knowledge Group’s No Commitment Monthly Unlimited program, please visit us here: • https://web.memberclicks.com/mc/quickForm/viewForm.do?orgId=gkc&formId=110877 September 5, 2012
  • 6. Brief Speaker Bios: Susan D. Resley Susan D. Resley is a partner in Morgan Lewis's Litigation Practice. Ms. Resley represents companies, brokerage and accounting firms, as well as individual directors, officers, and employees in investigations and proceedings brought by the Securities and Exchange Commission, the PCAOB, FINRA and in related shareholder and derivative litigation. She has been retained by a number of audit and independent board committees to conduct internal investigations on a variety of issues, including accounting, disclosure, and FCPA. Prior to joining Morgan Lewis, Ms. Resley was a partner in the securities litigation group of an international law firm in its Silicon Valley office; before that, she was a partner at another international firm. Previously, she was with the SEC's Division of Enforcement in its Pacific Regional Office, where she led and conducted investigations involving insider trading, accounting practices, broker-dealer practices, market manipulation, municipal bond offerings, and offering fraud. 6 ► For more information about the speakers, you can visit: http://www.knowledgecongress.org/speakers_2012_Revenue_Recognition.html Brian H. Marshall Brian is a partner in the National Accounting Standards Group of McGladrey LLP. His responsibilities include consulting with clients and engagement teams on complex accounting issues, facilitating training, monitoring standard setting and writing interpretive guidance. Brian’s primary areas of expertise include general revenue recognition, software revenue recognition, asset impairments, and business combinations accounting. Prior to joining McGladrey in 2007, Brian worked in the accounting practices group of a Fortune 50 company serving as a resource on complex technical accounting matters. Brian also was employed by a Big Four firm for over eight years in various U.S. and European offices, with his last position being an assurance senior manager. Brian holds a Bachelor of Business Administration degree in accounting from Holfstra University in New York. He is a licensed CPA in Connecticut and New York, and a member of their respective state CPA societies along with the AICPA. September 5, 2012
  • 7. Revenue recognition remains to be a topic of perennial interest in 2012 as it affects almost all companies. In an effort to resolve incongruent accounting standards and practices on revenue recognition, FASB and IASB have proposed new revenue recognition standards through an Exposure Draft in 2011. These new standards, if enacted, would result in the most broad reaching and fundamental changes to the recognition of revenue in businesses moving forward. The Knowledge Group is producing a two-hour LIVE webcast to help companies gain a complete understanding of the nuts and bolts of the proposed standards and its potential impact on their businesses. Changes to Revenue Recognition in 2012 is a must attend event for accountants, finance executives and managers, corporate attorneys and other related professionals. 7 September 5, 2012
  • 8. Featured Speakers: 8 SEGMENT 2: Susan D. Resley Partner Morgan, Lewis & Bockius LLP SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 9. Introduction Brian is a partner in the National Accounting Standards Group of McGladrey LLP. His responsibilities include consulting with clients and engagement teams on complex accounting issues, facilitating training, monitoring standard setting and writing interpretive guidance. Brian’s primary areas of expertise include general revenue recognition, software revenue recognition, asset impairments, and business combinations accounting. Prior to joining McGladrey in 2007, Brian worked in the accounting practices group of a Fortune 50 company serving as a resource on complex technical accounting matters. Brian also was employed by a Big Four firm for over eight years in various U.S. and European offices, with his last position being an assurance senior manager. Brian holds a Bachelor of Business Administration degree in accounting from Holfstra University in New York. He is a licensed CPA in Connecticut and New York, and a member of their respective state CPA societies along with the AICPA. 9 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 10. Overview  Preliminary views document issued in Dec. 2008  Exposure draft issued in June 2010  Revised exposure draft issued in Nov. 2011  Redeliberations began in July 2012  Final standard expected in early 2013 10 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 11. Scope  Applicable to all industries and entities  Specific contracts with customers outside of scope: - Financial instruments - Guarantees (other than warranties) - Insurance - Leases - Certain nonmonetary exchanges  Contracts with performance obligations in multiple standards  Recognition and measurement principles also applicable to sales of nonfinancial assets that are not classified as revenue 11 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 12. Core principle  Recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services 12 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 13. Five-step approach 13 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP • Approach to comply with the core principle Identify the contract with a customer (Step 1) Identify the separate performance obligations in the contract (Step 2) Determine the transaction price (Step 3) Allocate the transaction price to the separate performance obligations (Step 4) Recognize revenue when (or as) each performance obligation is satisfied (Step 5) September 5, 2012
  • 14. 1. Identify the contract with a customer  Enforceable agreement between parties  Can be written, oral or implied  Combination - Required for contracts entered into at or near the same time if certain criteria are met  Modifications - Treat separately if separate performance obligation is added and the consideration is consistent with its standalone selling price - Otherwise combine with remaining goods or services 14 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 15. 2. Identify separate performance obligations  Promise in a contract to transfer a good or service  Account for good or service separately if distinct based on meeting both of the following criteria: - Capable of being distinct because the customer can benefit from the good or service on its own or together with other resources readily available to the customer; and - Distinct within the context of the contract because the good or service is not highly dependent on, or highly interrelated with, other promised goods or services in the contract  Indicators of distinct goods or services: - No significant integration or modification services - Can be purchased without significantly affecting other promised goods or services in the contract - Not part of consecutively delivered goods or services 15 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 16. 3. Determine the transaction price  Amount of consideration to which an entity expects to be entitled from a customer  Variable consideration - Estimate based on probability-weighted or most-likely amount  Time value of money - Only affects transaction price if significant financing component exists - Can ignore if time between payment and transfer of goods or services is one year or less 16 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 17. 3. Determine the transaction price  Noncash consideration - Measure at fair value or by reference to standalone selling price of related goods or services  Consideration payable to a customer - Reduction of transaction price unless in exchange for distinct good or service  Collectibility - Not considered in transaction price - Generally record uncollectible amounts adjacent to revenue 17 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 18. 4. Allocate the transaction price  Generally based on relative standalone selling prices of separate performance obligations  Standalone selling price - Observable price when sold separately (best) - Otherwise, estimate based on: • Cost plus margin • Adjusted market assessment • Residual technique allowed if highly variable or uncertain • Others?  Subsequent changes in the transaction price are allocated on a relative standalone selling price basis unless certain criteria are met 18 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 19. 5. Recognize revenue  Recognize revenue as performance obligations are satisfied based on transfer of control  Determine if satisfied (and revenue recognized) over time, based on whether entity’s performance: - Creates or enhances an asset the customer controls; or - Benefits customer as entity performs and another entity would not need to reperform work completed to date (for pure services contracts); or - Does not create an asset with an alternative use and vendor has right to payment for performance to date  Select method of progress toward completion (output or input) 19 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 20. 5. Recognize revenue  If prior criteria not met, then satisfied at a point in time  Recognize revenue when customer obtains control based on following indicators: - Entity has right to payment - Entity has transferred physical possession - Customer has legal title and risks and rewards of ownership - Customer has accepted goods or services  Recognize amount allocated to performance obligation except for certain variable consideration, which is limited to reasonably assured amount based on: - Experience with similar performance obligations - Whether that experience is predictive of outcome 20 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 21. Contract costs  Capitalize direct costs of fulfilling a contract or anticipated contract if those costs: - Generate or enhance a resource that will be used to satisfy performance obligations in the future (e.g., setup costs); and - Are expected to be recovered  Capitalize incremental costs to obtain a contract if expected to be recovered  Practical expedient to expense costs to obtain a contract as incurred if amortization period would have been one year or less 21 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 22. Warranties  Customer option to purchase separately - Separate performance obligation recognized over time (warranty service)  No customer option to purchase separately and warranty does not provide an additional service - Recognize revenue and accrue expected costs - Consider following in determination of whether additional service is being provided: • Whether warranty is required by law • Length of warranty period • Nature of tasks to be performed 22 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 23. Other issues  Onerous performance obligations - Removed from model during July redeliberations - FASB decided to retain existing guidance regarding the recognition of losses from contracts with customers, including ASC 605-35  Licensing and rights to use - Same guidance as for other goods or services - Revenue recognized at point in time when control transfers if separate performance obligation 23 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 24. Disclosures / transition / effective date  Disclosure objective: - Quantitative and qualitative information regarding nature, amount, timing and uncertainty of revenue and related cash flows  Retrospective transition with certain practical expedients  Effective date no earlier than 2015 for public entities and 2016 for nonpublic entities 24 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 25. McGladrey thought leadership  FASB and IASB Issue Revised Exposure Draft on Revenue Recognition  Revised Revenue Recognition Exposure Draft – What Does It Mean For You?  http://mcgladrey.com/Assurance/Accounting-Resources  http://mcgladrey.com/Publications/Publication-Subscription 25 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 26. For more information, please contact: Brian H. Marshall  brian.marshall@mcgladrey.com  203.312.9329 26 SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 27. Introduction Susan D. Resley is a partner in Morgan Lewis's Litigation Practice. Ms. Resley represents companies, brokerage and accounting firms, as well as individual directors, officers, and employees in investigations and proceedings brought by the Securities and Exchange Commission, the PCAOB, FINRA and in related shareholder and derivative litigation. She has been retained by a number of audit and independent board committees to conduct internal investigations on a variety of issues, including accounting, disclosure, and FCPA. Prior to joining Morgan Lewis, Ms. Resley was a partner in the securities litigation group of an international law firm in its Silicon Valley office; before that, she was a partner at another international firm. Previously, she was with the SEC's Division of Enforcement in its Pacific Regional Office, where she led and conducted investigations involving insider trading, accounting practices, broker-dealer practices, market manipulation, municipal bond offerings, and offering fraud. 27 SEGMENT 2: Susan D. Resley Partner Morgan, Lewis & Bockius LLP September 5, 2012
  • 28. REGULATOR PERSPECTIVE • Which Regulators • Focus of Regulators • Potential Landmines/Red Flags 28 SEGMENT 2: Susan D. Resley Partner Morgan, Lewis & Bockius LLP September 5, 2012
  • 29. REGULATORS • Securities and Exchange Commission • Division of Corporate Finance • Office of Chief Accountant • Division of Enforcement • PCAOB 29 SEGMENT 2: Susan D. Resley Partner Morgan, Lewis & Bockius LLP September 5, 2012
  • 30. POTENTIAL FOCUS AREA NO 1: DISCLOSURE • More Expansive • Additional requirements for Annual Disclosures • Customer contracts • Significant judgments and changes in judgments to apply current guidance • Assets recognized from costs incurred to obtain or fulfill a contract 30 SEGMENT 2: Susan D. Resley Partner Morgan, Lewis & Bockius LLP September 5, 2012
  • 31. POTENTIAL FOCUS AREA NO. 2: JUDGMENT • Key Area: “Determining the Transaction Price” • Collectibility??? • Other issues • Software Revenue Recognition • Use of Estimates • Multiple Element Arrangments 31 SEGMENT 2: Susan D. Resley Partner Morgan, Lewis & Bockius LLP September 5, 2012
  • 32. POTENTIAL FOCUS AREA NO. 2: JUDGMENT • Key Area: “Allocating the Transaction Price” • Selling price of a good or service may be “highly variable or uncertain” 32 SEGMENT 2: Susan D. Resley Partner Morgan, Lewis & Bockius LLP September 5, 2012
  • 33. WHY IS JUDGMENT A CONCERN • “[R]eliable accounting judgments are most dependent on good faith…other enforcement actions where documentation was produced were the result of certain inputs or assumptions being fraudulently developed, such as through reverse engineering to meet earnings targets.” – Jason Flemmons, Associate Chief Accountant, SEC Division of Enforcement, December 9, 2009 33 SEGMENT 2: Susan D. Resley Partner Morgan, Lewis & Bockius LLP September 5, 2012
  • 34. REVENUE RECOGNITION IS ALWAYS A FOCUS • SEC PRIORITY • SEC Enforcement Division evaluates judgment in questioning whether it is made in good faith or is “accounting hocus pocus” 34 SEGMENT 2: Susan D. Resley Partner Morgan, Lewis & Bockius LLP September 5, 2012
  • 35. LANDMINES/THEORIES OF LIABILITY • Section 10(b): Fraud • Managing earnings or revenue • Disclosures are materially false • SEC and private plaintiffs can bring this claim • Deceit to Auditors • Books and Records/Internal controls ALL BASED ON HINDSIGHT 35 SEGMENT 2: Susan D. Resley Partner Morgan, Lewis & Bockius LLP September 5, 2012
  • 36. ► You may ask a question at anytime throughout the presentation today. Simply click on the question mark icon located on the floating tool bar on the bottom right side of your screen. Type your question in the box that appears and click send. ► Questions will be answered in the order they are received. Q&A: 36 SEGMENT 2: Susan D. Resley Partner Morgan, Lewis & Bockius LLP SEGMENT 1: Brian H. Marshall Partner, National Accounting Standards Group McGladrey LLP September 5, 2012
  • 37. 37 • No Commitment Unlimited CLE/CPE for one low monthly fee $49! • Access Hundreds of Live Webcasts in 2011, 1,000+ Hours Archived Recordings • 20,000+ Pages Course Material! • Subscription Plan Features:  Access to all LIVE CLE/CPE/CE webcasts  Download any of the 1,000 hours of Archived webcasts and 20,000+ pages course materials  You get a code which will allow you to register for any program or download any recorded webcast for free.  Month to month plan. Cancel anytime. No commitment! • For more information about The Knowledge Group’s No Commitment Monthly Unlimited program, please visit us here: • https://web.memberclicks.com/mc/quickForm/viewForm.do?orgId=gkc&for mId=110877 September 5, 2012
  • 38. ABOUT THE KNOWLEDGE CONGRESS: The Knowledge Group, LLC is an organization that produces live webcasts which examine regulatory changes and their impacts across a variety of industries. “We bring together the world's leading authorities and industry participants through informative two-hour webcasts to study the impact of changing regulations.” If you would like to be informed of other upcoming events, please click here. Disclaimer: The Knowledge Group, LLC is producing this event for information purposes only. We do not intend to provide or offer business advice. The contents of this event are based upon the opinions of our speakers. The Knowledge Congress does not warrant their accuracy and completeness. The statements made by them are based on their independent opinions and does not necessarily reflect that of The Knowledge Congress' views. In no event shall The Knowledge Congress be liable to any person or business entity for any special, direct, indirect, punitive, incidental or consequential damages as a result of any information gathered from this webcast. 38 September 5, 2012

×