Business Combinations and Consolidations Flashcards
An integrated set of activiteis and assets that is capable of being conducted and managed for thepurpose of providing a return in the form of dividends, lower costs, or other economic benefits directly to–must qualify as this to qualify for treatment as a business combination
Business–outputs are NOT required to qualify as abusiness
If the assets and laibilies acquired do not constitute a business, then the transaction is accounted for as this, and all assets are recorded at amount of cash paid—NO goodwill
Asset acquisition
The business that is being acquired
Acquiree
The entity that obtains control o the acquiree
Acquirer
The date on which the acquirer obtains control of the acquiree
Acquistion date
A transaction or event in which the acuirer obtains control of one or more businesses
Business combination
A controlling financial interest by ownership of a majority of the voting shares of stock–generally more than 50%
Control
The method of accounting used if an acquisition qualifies as abusiness combination
Acquisition method
An asset that arises from contractual obligations or legal right, or is separable–if don’t meet this criteria must not be recognized as an asset (i.e. intellectual capital, potential contracts, etc.)
Identifiable asset
The part of the acquiree that the acquirer does not own; is measured by using the active market prices on the acquisition date
Noncontrolling interest
A business transaction in which control is achieved basedon contractual, onwership or other interests that change with changes in the entity’es net asset value; i.e. control is achieved through arrangements that do not involve ownership or voting intersets
Variable interest entities (special purpose entities)
If an entity has a controlling financial interset in a VIE, the entity is considered this and is required to consoidate the VIE in its financial statements
Primary beneficiary
Rights that give the holder the ability to remove hte reporting entity who has the power to direct the activites that most signficantly impact the VIE’s economic performance
kickk-out rights
Rights taht gvie the holder the ability to block the actions of a reporting enetity with power to direct the activities of the VIE
Partcipating rights
The difference between the acquisition cost and the book value of the acquiree’s net assets
Differential