Introduction to Business Combinations Flashcards

1
Q

What is a business combination?

A

a transaction or an event where an acquirer obtains control of a business

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2
Q

How is “control” defined in business combinations?

A

Voting control and is essentially greater than 50% voting interest

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3
Q

What is defined as “an integrated set of activities and assets that is capable of being conducted and managed for the purpose of providing a return?”

A

A business. Does not have to be profitable to be considered a business

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4
Q

What are the 3 types of business combinations?

A
  1. ) Merger
  2. ) Consolidation
  3. ) Acquisition
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5
Q

What method of accounting must be used to record all business combinations for which the date is on or after December 15, 2008?

A

Acquisition method. Prior to that could be accounted for using the purchase method or pooling of interest method

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6
Q

What is a merger?

A

One preexisting entity acquires either a group of assets that constitute a business or controlling equity interest of another preexisting entity and “Collapses” the acquired assets or entity into the acquiring entity.

Only one entity survives. The merged company ceases to exist

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7
Q

What is a consolidation?

A

A new entity consolidates the net assets or the equity interest of two(or more) preexisting entities

Only one entity exists. The consolidated entities cease to exist as legal entities

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8
Q

What is an acquisition?

A

One preexisting entity acquires controlling equity interest of another preexisting entity, but both continue to exist and operate as separate legal entities.

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9
Q

In a merger or consolidation how are the assets of the merged entity treated?

A

The acquirer buys either a group of assets that constitute a controlling interest(>50% of common stock) and the assets and liabilities become a part of the acquirer firm.

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10
Q

What is the accounting entry to record the assets and liabilities of a firm that has been merged or consolidated?

A

DR: Assets
CR: Liabilities (Assumed)
CR: Consideration given

using acquisition method of accounting

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11
Q

Does a merger or consolidation result in the need for Consolidated Financial Statements?

A

No, because only one entity exists in these types of combinations

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12
Q

In an acquisition how are the assets of the acquired entity treated by the acquirer?

A

One entity buys controlling interest of the voting stock of a target entity. Both entities continue as separate legal and accounting entities, therefore, all assets stay on the books of the acquired company, not the acquirer

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13
Q

What is the accounting entry when an entity acquires another entity? (On the acquirer’s books)

A

DR: Investment in subsidiary
CR: Consideration Given

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14
Q

Does an acquisition result in the need for Consolidated Financials?

A

Yes, since after the acquisition two entities exist, one controlled by the other

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15
Q

List the primary mean of accomplishing a business combination.

A

The acquisition by one entity of the common stock of another entity to gain control of the investee

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16
Q

Define “parent company” as it relates to business combinations

A

Designation of the Investor in a business combination

17
Q

Describe how income is determined at the date of a combination

A

Only acquirer’s operating results up to the date of combination enter into determination of “consolidated” net income

18
Q

What is the designation of the investee in a business combination?

A

Subsidiary company

19
Q

Describe how income is determined for subsequent years of a combination

A

Acquirer’s and Acquiree’s operating results enter into determination of consolidated net income

20
Q

Describe how income is determined at the end of the year for a combination.

A

Acquirer’s operating results for the year plus acquiree’s operating results after the combination enter into the determination of consolidated income for the year of combination.

21
Q

Define/describe a “legal acquisition”

A

One entity acquires controlling interest of another entity, but both continue to exist and operate as separate legal entities

22
Q

Define/describe a “legal consolidation”

A

A new entity is formed to combine (consolidate) two or more preexisting entities

23
Q

In a business combination is the Income of an acquired entity included in the consolidated net income?

A

Not the income before consolidation, only the income after. Also, retained earnings before the consolidation is excluded as well