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
Non controlling interest
Remaining shareholders
26
Control
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
Purpose of consolidated statements
To present the operating result and the financial position of a parent and all its subsidiaries as if they are one economic entity
28
Circumstances when majority owned should be excluded from consolidated entity
Control does not rest with the majority owner | Subsidiary operates under governmentally impose uncertainty so severe as to raise significant doubt the parents control