Meta Platforms' latest annual report contained an unusual, cautionary note for investors. From a report: The tech giant's auditor, Ernst & Young, raised a red flag over the financial engineering Meta used to keep a $27 billion data-center project off its balance sheet. While EY ultimately blessed Meta's accounting treatment, the firm flagged it as a "critical audit matter." This means it was one of the hardest, riskiest judgments the auditor had to make.
Such a warning label is rare for a specific, high-profile transaction at a major audit client. Meta moved the data-center project, called Hyperion, off its books in October into a new joint venture with Blue Owl Capital. Meta owns 20% of the venture; funds managed by Blue Owl own the other 80%. A holding company called Beignet Investor, which owns the Blue Owl portion, sold a then-record $27.3 billion of bonds to investors. The joint venture is known in accounting parlance as a variable interest entity, or VIE. Meta said it isn't the "primary beneficiary" of this entity and so didn't have to put the venture's assets and liabilities on its own balance sheet.
Meta's assertion that it lacks power over the venture is debatable and has drawn scrutiny from investors and lawmakers. Meta is a hyperscaler and knows how to run data centers for artificial intelligence, while Blue Owl is a financier. Whether the venture succeeds economically will come down to Meta's decisions and know-how. In its report, EY said auditing Meta's decision "was especially challenging due to the significant judgment required in determining the activities that most significantly affect the VIE's economic performance."
Such a warning label is rare for a specific, high-profile transaction at a major audit client. Meta moved the data-center project, called Hyperion, off its books in October into a new joint venture with Blue Owl Capital. Meta owns 20% of the venture; funds managed by Blue Owl own the other 80%. A holding company called Beignet Investor, which owns the Blue Owl portion, sold a then-record $27.3 billion of bonds to investors. The joint venture is known in accounting parlance as a variable interest entity, or VIE. Meta said it isn't the "primary beneficiary" of this entity and so didn't have to put the venture's assets and liabilities on its own balance sheet.
Meta's assertion that it lacks power over the venture is debatable and has drawn scrutiny from investors and lawmakers. Meta is a hyperscaler and knows how to run data centers for artificial intelligence, while Blue Owl is a financier. Whether the venture succeeds economically will come down to Meta's decisions and know-how. In its report, EY said auditing Meta's decision "was especially challenging due to the significant judgment required in determining the activities that most significantly affect the VIE's economic performance."
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