Chapter 1 Flashcards

1
Q

Business combination

A

Operations of two or more companies are brought under common control

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2
Q

Business combination by intent are what two ?

A

Friendly,

Unfriendly

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3
Q

Friendly

A

Boards of directors of the potential combining companies agree on the proposed combination

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4
Q

Unfriendly (hostile)

A

Board of directors of a company targeted for acquisition is against the business combination.

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5
Q

Business combinations by integration are what two types?

A

Horizontal integration
Vertical integration
Conglomeration

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6
Q

Horizontal conglomeration

A

Same business lines and markets

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7
Q

Vertical integration

A

Operations in different , but successive stages of production of distribution or both

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8
Q

Conglomeration

A

Unrelated and diverse products or services

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9
Q

Various types of business combination

A

Asset acquisition

Stock acquisition

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10
Q

What is given up in a business combination

A

Cash
Debt
Stock
Combination of above

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11
Q

Statutory merger

A

Company A + company B = Company A

Company A acquires all of assets of company B

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12
Q

Journal entry for statutory merger

A

Dr. assets of company B
Cr. Liabilities of company B
Consideration

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13
Q

Statutory consolidation

A

Company A + Company B = company C

A new coaling is created.

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14
Q

Consolidation financial statements (stock acquisition)

A

Company A + company B = consolidated A company A acquires stock of company B

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15
Q

Journal entry of consolidated financial statements

A

Dr. investment In B

Cr. Consideration.

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16
Q

Reasons why companies combine

A
Cost advantage 
Lower risk
Fewer operating delays 
Avoidance of take overs 
Acquisition of intangible assets
17
Q

Goodwill

A

Purchase price

- net asset (fair value)

18
Q

Treatment of acquisition expenses

Direct and indirect cost - expenses

A

Dr. direct expense
Indirect expense
Cr. Consideration

19
Q

Treatment of acquisition expenses

Security issuance cost - capitalized to occ

A

Dr. Occ

Cr. Consideration

20
Q

Contingent consideration slide 19. (Picture)

A

Purchase agreement to provide the purchasing company an additional consideration of the seller if certain future events or transaction pa occur

21
Q

Bargain purchase

A

When fair value of identifiable net assets (asset less liability) exceeds the total cost of the acquired company

22
Q

Purpose of consolidated statements

A

To present the operating results and the financial position of a parent and all its subsidiaries was if they are one economic entity

23
Q

Parent

A

Acquiring company

24
Q

Subsidiary

A

Acquired company

25
Q

Non controlling interest

A

Remaining shareholders

26
Q

Control

A

Possession, direct or indirect, of the power to direct management and other policies of another entity , whether through the ownership of voting shares, by contract or otherwise.

27
Q

Purpose of consolidated statements

A

To present the operating result and the financial position of a parent and all its subsidiaries as if they are one economic entity

28
Q

Circumstances when majority owned should be excluded from consolidated entity

A

Control does not rest with the majority owner

Subsidiary operates under governmentally impose uncertainty so severe as to raise significant doubt the parents control