Beruflich Dokumente
Kultur Dokumente
3-1
3-2
Objectives (continued)
5. Learn the concept of noncontrolling interest when
the parent company acquires less than 100% of the
subsidiary's outstanding common stock.
6. Amortize the excess of the fair value over the book
value in periods subsequent to the acquisition.
7. Prepare consolidated balance sheets subsequent
to the date of acquisition, including preparation of
elimination entries.
8. Apply the concepts underlying preparation of a
consolidated income statement.
Pearson Education, Inc. publishing as Prentice Hal
3-3
3-4
Business Acquisitions
FASB Statement 141R
Business combinations occur
Acquire controlling interest in voting stock
More than 50%
May have control through indirect ownership
Consolidated financial statements
Primarily for owners & creditors of parent
Not for noncontrolling owners or subsidiary
creditors
Pearson Education, Inc. publishing as Prentice Hal
3-5
2: Subsidiaries
3-6
Who is a Subsidiary?
ARB No. 51 allowed broad discretion
FASB Statement No. 94
Control based on share ownership
FASB Statement No. 160
Financial control
Subsidiaries, or affiliates, continue as separate legal
entities and reporting to their controlling and
noncontrolling interests.
Pearson Education, Inc. publishing as Prentice Hal
3-7
Consolidated Statements
Prepared by the parent company
Parent discloses
Consolidation policy, Reg. S-X
Exceptions to consolidation, temporary
control and inability to obtain control
Fiscal year end
Use parent's FYE, but
May include subsidiary statements with FYE
within 3 months of parent's FYE.
Disclose intervening material events
Pearson Education, Inc. publishing as Prentice Hal
3-8
3-9
$10
15
40
Total
$65
Cost of acquisition
$40
Accounts payable
$15
40
$0
Other liabilities
10
Capital stock
30
Retained earnings
10
Total
$65
3-10
Balance sheets
Cash
Separate
Consolidated
Penn Skelly
$20
$10
$30
45
15
60
Net plant
60
40
100
Investment in Skelly
40
$165
$65
$190
$20
$15
$35
25
10
35
100
30
100
20
10
20
$165
$65
$190
Total
Accounts payable
Other curr. liabilities
Capital stock
Retained earnings
Total
3-11
3-12
3-13
Sandy
BV
FV
$40
$40
Receivables
30
30
Inventory
50
75
Plant, net
200
240
Cash
Total
$320 $385
Liabilities
$75
Capital stock
100
Retained
earnings
145
Total
$320
$75
Cost
$310
100% BV
245
$65
3-14
Amt Amort.
Inventory 100%(+25)
25 1st yr
Plant 100%(+40)
40 10 yrs
Total
$65
310
3-15
Salty
Cash
Receivables
BV
FV
$100 $100
40
40
Inventory
250
250
Plant, net
130
190
Total
$520 $580
Liabilities
$80
Capital stock
250
Retained earnings
190
Total
$520
$85
Cost
$530
100% BV (250+190)
440
$90
3-16
Amt Amort.
Plant
60 4 yrs
Liabilities
-5 5 yrs
Goodwill
35 -
Total
Panda's elimination worksheet $90
entry:
Capital stock
250
Retained earnings
190
Plant
60
Goodwill
35
Liabilities
Investment
Salty
Pearson
Education,in
Inc.
publishing as Prentice Hal
5
530
3-17
30
30
Inventory
80
90
Plant, net
100
120
Total
$220 $250
Liabilities
$40
Capital stock
Retained earnings
Total
75
105
$40
Cost
100% BV (75+105)
Excess of cost over BV
$185
180
$5
$220
3-18
Amt Amort.
Inventory
10 1st yr
Plant, land
20 -
Bargain purchase
(25) Gain
Total
$5
Printemps
records the acquisition
of Summer assuming a cash
purchase as follows. Note that the investment account is
recorded at its fair value and the bargain purchase is treated
immediately as a gain.
Investment in Summer
210
25
185
3-19
75
105
30
Investment in Summer
210
Inventory
10
Plant
20
Pearson
Education, Inc.
publishing as Prentice Hal
Unamortized
excess
3-20
30
Printemps
BV
BV
$30
$10
$40
50
30
80
Inventory
100
80
10
190
Plant, net
450
100
20
570
Investment in
Summer
210
Cash
Receivables
DR
CR
210
Unamortized excess
30
idated
30
Total
$840
$220
$880
Liabilities
$270
$40
$310
Capital stock
200
75
75
200
Retained earnings
370
105
105
370
$840
$220
Total
$880
240
240
3-21
5: Noncontrolling Interests
3-22
Noncontrolling Interest
Parent owns less than 100%
Noncontrolling interest represents the
minority shareholders
Part of stockholders' equity
Measured at fair value, based on parent's
acquisition price
Parent pays $40,000 for an 85% interest
Implied value of the full investee is
40,000/85% = $47,059.
Minority share = 15%(47,059) = $7,059.
Pearson Education, Inc. publishing as Prentice Hal
3-23
$400
Allocate to:
$500
Building
$50
375
Goodwill
75
$125
Total
$125
3-24
Elimination Entry
Popo's elimination worksheet entry:
Capital stock
200
Retained earnings
175
Building
50
Goodwill
75
Investment in Sine
400
Noncontrolling interest
100
An unamortized excess account could have been used for the
excess assigned to the building and goodwill.
3-25
Popo
Sine Adjustments
BV
BV
Cash
$50
$10
$60
Receivables
130
50
180
80
100
180
Building, net
300
240
Investment in Sine
400
Inventory
DR
CR
Consol-
50
590
400
Goodwill
idated
75
0
75
Total
$960
$400
$1,085
Liabilities
$150
$25
$175
Capital stock
250
200
200
250
Retained earnings
560
175
175
560
Noncontrolling interest
Total
100
$960
$400
100
$1,085
500
3-26
3-27
Unamortized Excess
Excess assigned to assets and liabilities are
amortized according to the account
Balance sheet
account
Amortization
period
Income statement
account
Inventories and
Generally, 1st year
other current assets
Buildings,
equipment,
patents,
Remaining life at
business
combination
Depreciation and
amortization
expense
Land, copyrights
Not amortized
Time to maturity
Interest expense
3-28
$310
Allocate to:
Amt Amort.
100% BV
245
Inventory
25 1st yr
Excess
$65
Plant
40 10 yrs
Total
$65
Beginning
Current
Ending
unamortized
year's
unamortized
excess
amortization
excess
Inventory
25
(25)
Plant
40
(4)
36
Total
65
(29)
36
3-29
$530
Allocate to:
Amt Amort.
100% BV
440
Plant
60 4 yrs
Excess
$90
Liabilities
-5 5 yrs
Goodwill
35 -
$90Ending
BeginningTotal Current
unamortized
year's
unamortized
excess
amortization
excess
Plant
60
(15)
45
Liabilities
(5)
(4)
Goodwill
35
35
Total
90
14
76
3-30
Allocate to:
$185
180
$5
Amt Amort.
Inventory
10 1st yr
Plant, land
20 -
Bargain purchase
Total
(25) Gain
$5
Beginning
Current
Ending
unamortized
year's
unamortized
excess
amortization
excess
Inventory
10
(10)
Land
20
20
Total
30
(10)
20
3-31
3-32
3-33
$400
Allocate to:
$500
Building
375
Goodwill
Book value
Excess
$125
Total
$50 10 yrs
75 $125
Beginning
Current
Ending
unamortized
year's
unamortized
excess
amortization
excess
Building
50
(5)
45
Goodwill
75
75
Total
125
(5)
120
3-34
After 1 year:
Popo
Cash
$40
Receivables
110
Inventory
90
Building, net
280
Investment in Sine
404
Sine
Popo
Sine
$15 Liabilities
$100
$50
250
200
574
185
$924
$435
85 Capital stock
100 Retained earnings
235
Total
Capital stock
200
Retained earnings
185
Unamortized excess
120
404
101
Building
45
Goodwill
75
Unamortized excess
3-35
120
After 1 year:
Popo
Sine
BV
BV
Cash
$40
$15
$55
Receivables
110
85
195
90
100
190
Building, net
280
235
Investment in Sine
404
Inventory
Adjustments
DR
CR
45
75
Unamortized excess
120
idated
560
404
Goodwill
Consol-
0
75
120
Total
$924
$435
$1,075
Liabilities
$100
$50
$150
Capital stock
250
200
200
250
Retained earnings
574
185
185
574
Noncontrolling
interest
Pearson Education,
Inc. publishing as Prentice Hal
101
101
3-36
3-37
3-38
3-39
Assignment and
Amortization
Cost of 90% of Sand
Allocate to:
Inventory
$10,200
$11,333
5,900
Land
$100 1st yr
200 -
Building
1,000 40 yrs
Equipment
(300) 5 yrs
Note payable
Goodwill
$5,433
Unamortized
Current
Total
excess 1/1/10
amortization
100 1st yr
4,333 Unamortized
$5,433
excess 12/31/10
Inventory
100
(100)
Land
200
200
Building
1,000
(25)
975
Equipment
(300)
60
(240)
100
(100)
Goodwill
4,333
4,333
Total
5,433
(165)
5,268
Note payable
3-40
Pilot
Sales
Income from Sand
Cost of sales
Sand
Consol.*
$9,523.50
$2,200.00 $11,723.50
571.50
$0.00
(4,000.00)
(700.00)
(4,800.00)
(200.00)
(80.00)
(305.00)
(700.00)
(360.00)
(1,000.00)
(1,800.00)
(120.00)
(1,920.00)
(300.00)
(140.00)
(540.00)
$3,095.00
$800.00
Other expense
Interest expense
Net income
Total consolidated income
$3,158.50
Noncontrolling interest
share
63.50
* Cost of sales, building depreciation and interest expense are
Controlling
increased interest
by $100,share
$25, and $100, and equipment $3,095.00
depreciation is $60 lower than the sum of Pilot and Sand.
Pearson Education, Inc. publishing as Prentice Hal
3-41
3-42
Push-Down Accounting
SEC requirement
Subsidiary is substantially wholly-owned (approx.
90%)
No publicly held debt or preferred stock
Books of the subsidiary are adjusted
Assets, including goodwill, and liabilities revalued
based on acquisition price
Retained earnings is replaced by Push-Down
Capital which includes retained earnings and the
valuation adjustments
3-43
3-44