Chapter 04 - Consolidated Financial Statements and Outside Ownership CHAPTER 4 CONSOLIDATED FINANCIAL STATEMENTS AND OUTSIDE OWNERSHIP Chapter Outline I. Outside ownership may be present within any business combination. A. Complete ownership of a subsidiary is not a prerequisite for consolidation—only enough voting shares need be owned so that the acquiring company has the ability to control the decision-making process of the acquired company. B. Any ownership interest in a subsidiary company by a party unrelated to the acquiring company is termed a noncontrolling interest. II. Valuation of subsidiary assets and liabilities poses a challenge when a noncontrolling interest is present. A. The accounting emphasis is placed on the entire entity that results from the business combination when control has been obtained. The parent company that controls its subsidiary must consolidate 100% of subsidiary assets, liabilities, revenues, and expense are consolidated even when its ownership is less than 100%. B. The consolidated valuation basis for a newly acquired subsidiary is the acquisition-date fair value of the company (most frequently determined by the consideration transferred and the fair value of the noncontrolling interest); specific subsidiary assets and liabilities are measured at their acquisition-date fair values. C. The noncontrolling interest balance is reported in the parent’s consolidated financial statements as a component of stockholders' equity. III. Consolidations involving a noncontrolling interest—subsequent to the date of acquisition A. Four noncontrolling interest figures are determined for reporting purposes 1. Beginning of year balance sheet amount 2. Net income attributable to noncontrolling interest 3. Dividends declared by subsidiary during the period attributable to the noncontrolling interest 4. End of year balance sheet amount B. Noncontrolling interest balances are accumulated in a separate column in the consolidation worksheet 1. The beginning of year figure is entered on the worksheet as a component of Entries S and A 2. The net income attributable to the noncontrolling interest is established by a columnar entry that simultaneously reports the balance in both the consolidated income statement and the noncontrolling interest column 3. Dividends declared to these outside owners are reflected by extending the subsidiary's Dividends declared balance (after eliminating intra-entity transfers) into the noncontrolling interest column as a reduction 4. The end of year noncontrolling interest total is the summation of the three items above and is reported in stockholders' equity. 4-1 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership IV. Step acquisitions A. An acquiring company may make several different purchases of a subsidiary's stock in order to gain control B. Upon attaining control, all of the parent’s previous investments in the subsidiary are adjusted to fair value and a gain or loss recognized as appropriate C. Upon attaining control, the valuation basis for the subsidiary is established at its total fair value (the sum of the fair values of the controlling and noncontrolling interests) D. Post-control subsidiary stock acquisitions by the parent are considered transactions with current owners of the consolidated entity. Thus such post-control stock acquisitions neither result in gains or losses nor provide a basis for subsidiary asset remeasurement to fair value. The difference between the sale proceeds and the carrying value of the shares sold (equity method) is recorded as an adjustment to the parent’s additional paid in capital. V. Sales of subsidiary stock A. The proper book value must be established within the parent's Investment account so that the sales transaction can be correctly recorded B. The investment balance is adjusted as if the equity method had been applied during the entire period of ownership C. If only a portion of the shares are being sold, the book value of the investment account is reduced using either a FIFO or a weighted-average cost flow assumption D. If the parent maintains control, any difference between the proceeds of the sale and the equity-adjusted book value of the share sold is recognized as an adjustment to additional paid-in capital. E. If the parent loses control with the sale of the subsidiary shares, the difference between the proceeds of the sale and the equity-adjusted book value of the share sold is recognized as a gain or loss. F. Any interest retained by the parent company should be accounted for by either consolidation, the equity method, or the fair value method depending on the influence remaining after the sale. Answer to Discussion Question: Do you think the FASB made the correct decision in requiring consolidated financial statements to recognize all subsidiary’s assets and liabilities at fair value regardless of the percentage ownership acquired by the parent? As the quotes from the five accounting professionals illustrate, the decision to require the revaluation of 100% of a newly controlled subsidiary’s assets and liabilities—regardless of percentage ownership—was not without some controversy. Students can use the quotes to discuss cost-benefit issues, relevance of capturing the underlying economics, use of hypothetical transactions in financial reporting, potential for abuse, etc. The requirement to value all acquisition date subsidiary assets at 100% fair value thus provides a useful vehicle for the class to discuss the many issues surrounding standard setters’ decisions. 4-2 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership Answer to Discussion Question: DOES GAAP UNDERVALUE POST-CONTROL STOCK ACQUISITIONS? From the Berkshire Hathaway 2012 annual 10-K report: We have owned a controlling interest in Marmon Holdings, Inc. (“Marmon”) since 2008. In the fourth quarter of 2012, pursuant to the terms of the 2008 Marmon acquisition agreement, we acquired an additional 10% of the outstanding shares of Marmon held by noncontrolling interests for aggregate consideration of approximately $1.4 billion. Approximately $800 million of the consideration was paid in the fourth quarter of 2012, and the remainder is payable in March 2013. In the fourth quarter of 2010, we acquired 16.6% of Marmon’s outstanding common stock for approximately $1.5 billion. As a result of these acquisitions, our ownership interest in Marmon has increased to approximately 90%. These purchases were accounted for as acquisitions of noncontrolling interests. The differences between the consideration paid or payable and the carrying amounts of the noncontrolling interests acquired were recorded as reductions in Berkshire’s shareholders equity of approximately $700 million in 2012 and $614 million in 2010. We are contractually required to acquire substantially all of the remaining noncontrolling interests of Marmon no later than March 31, 2014, for an amount that will be based on Marmon’s future operating results. On the date control is established, the new subsidiary’s valuation basis is established. Subsequent acquisitions of any remaining portions of the noncontrolling interests do not establish a new valuation basis for the subsidiary. In the Berkshire case, the new valuation basis for Marmon was established in 2008 when its 64% control was acquired. Berkshire then increases Marmon’s consolidated carrying amount as Marmon earns income, not by subsequent purchases of Marmon’s noncontrolling shares. Berkshire’s payments for its post-control equity acquisitions (16% and 10%) were in excess of Marmon’s proportionate carrying amounts. Because these transactions were with owners (not outside parties), no gain or loss is recorded. Berkshire reduces its paid-in capital the for excess of the purchase price over the carrying amount. The accounting is similar to retirement of stock for a payment in excess of the company’s proportionate carrying amount. Mr.Buffett may be correct that the current market value of Marmon is $4.6 bilion more that its carrying amount. However, GAAP does not, in general, record unrealized increases in a firm’s market value as increases in reported asset amounts. 4-3 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership Answers to Questions 1. "Noncontrolling interest" refers to an equity interest that is held in a member of a business combination by an unrelated (outside) party. 2. Acquisition method = $220,000 (fair value) 3. A control premium is the portion of an acquisition price (above currently traded market values) paid by a parent company to induce shareholders to sell a sufficient number of shares to obtain control. The extra payment typically becomes part of the goodwill acquired in the acquisition attributable to the parent company. 4. Current accounting standards require the noncontrolling interest to appear in the stockholders' equity section. The noncontrolling interest's share of the subsidiary’s net income is shown as an allocated component of consolidated net income. 5. The ending noncontrolling interest is determined on a consolidation worksheet by adding the four components found in the noncontrolling interest column: (1) the beginning balance of the subsidiary’s book value, (2) the noncontrolling interest share of the adusted acquisition-date excess fair over book value allocation, (3) its share of current year net income, (4) less dividends declared to these outside owners. 6. Allsports should remove the pre-acquisition revenues and expenses from the consolidated totals. These amounts were earned (incurred) prior to ownership by Allsports and therefore should are not earnings for the current parent company owners. 7. Following the second acquisition, consolidation is appropriate. Once Tree gains control, the 10% previous ownership is included at fair value as part of the total consideration transferred by Tree in the acquisition. 8. When a company sells a portion of an investment, it must remove the carrying value of that portion from its investment account. The carrying value is based upon application of the equity method. Thus, if either the initial value method or the partial equity method has been used, Duke must first restate the account to the equity method before recording the sales transaction. The same method is applied to the operations of the current period occurring prior to the time of sale. 9. Unless control is surrendered, the acquisition method views the sale of subsidiary's stock as a transaction with its owners. Thus, no gain or loss is recognized. The difference between the sale proceeds and the carrying value of the shares sold (equity method) is accounted for as an adjustment to the parent’s additional paid in capital. 10. The accounting method choice for the remaining shares depends upon the current relationship between the two firms. If Duke retains control, consolidation is still required. However, if the parent now can only significantly influence the decision-making process, the equity method is applied. A third possibility is Duke may have lost the power to exercise even significant influence. The fair value method then is appropriate. 4-4 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership Answers to Problems 1. C 2. A At the date control is obtained, the parent consolidates subsidiary assets at fair value ($549,000 in this case) regardless of the parent’s percentage ownership. 3. D In consolidating the subsidiary's figures, all intra-entity balances must be eliminated in their entirety for external reporting purposes. Even though the subsidiary is less than fully owned, the parent nonetheless controls it. 4. C An asset acquired in a business combination is initially valued at 100% acquisition-date fair value and subsequently amortized its useful life. Patent fair value at January 1, 2014 ..................................................... Amortization for 2 years (10 year remaining life) ............................. Patent reported amount December 31, 2015 ..................................... $45,000 (9,000) $36,000 5. C 6. B Combined revenues ................................................................................. $1,100,000 Combined expenses................................................................................. (700,000) Excess acquisition-date fair value amortization .............................. (15,000) Consolidated net income ........................................................................ $385,000 Less: noncontrolling interest share ($85,000 × 40% ) ...................... (34,000) Consolidated net income to Chamberlain Corporation .................. $351,000 7. C Consideration transferred by Pride...................................................... Noncontrolling interest fair value ......................................................... Star acquisition-date fair value ............................................................. Star book value .......................................................................................... Excess fair over book value ................................................................... to equipment (8 year remaining life) ............................... to customer list (4 year remaining life) .......................... $ 80,000 100,000 Combined revenues ................................................................................. Combined expenses............................................................ $545,000 Excess fair value amortization ......................................... 35,000 Consolidated net income ........................................................................ $540,000 60,000 $600,000 420,000 $180,000 Amort. $10,000 25,000 $35,000 $783,000 580,000 $203,000 8. A Under the equity method, consolidated RE = parent’s RE. 9. B 4-5 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 10. A Amie, Inc. fair value at July 1, 2015: 30% previously owned fair value (30,000 shares × $5) .................. 60% new shares acquired (60,000 shares × $6) ................................ 10% NCI fair value (10,000 shares × $5) .............................................. Acquisition-date fair value...................................................................... Net assets' fair value ................................................................................ Goodwill ...................................................................................................... $150,000 360,000 50,000 $560,000 500,000 $60,000 12. B Fair value of 30% noncontrolling interest on April 1....................... 30% of net income for remainder of year ($240,000 × 30% ) .......... Noncontrolling interest December 31.................................................. $165,000 72,000 $237,000 11. C 13. C Proceeds of $80,000 less $64,000 (⅓ × $192,000) book value = $16,000 Control is maintained so excess proceeds go to APIC. 14. B Combined revenues ................................................................................. $1,300,000 Combined expenses................................................................................. (800,000) Trademark amortization .......................................................................... (6,000) Patented technology amortization ....................................................... (8,000) Consolidated net income ....................................................................... $486,000 15. C Subsidiary net income ($100,000 – $14,000 excess amortizations) .................................. Noncontrolling interest percentage ..................................................... Net income attributable to noncontrolling interest.......................... Fair value of noncontrolling interest at acquisition date ............... 40% change in previous year Solar book value................................ ($530,000 – $400,000) × 40% ............................................................ 40% of excess fair value amortization—year one ............................ Net income attributable to noncontrolling interest (above) .......... Noncontrolling interest at end of year ................................................ 16. A West trademark balance.......................................................................... Solar trademark balance ......................................................................... Acquisition-date fair value allocation .................................................. Excess fair value amortization for two years .................................... Consolidated trademarks........................................................................ $86,000 40% $34,400 $200,000 52,000 (5,600) 34,400 $280,800 $260,000 200,000 60,000 (12,000) $508,000 4-6 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 17. A Acquisition-date fair value ($60,000 ÷ 80% ) ....................................... Strand's book value ................................................................................. Fair value in excess of book value ...................................................... $75,000 (50,000) $25,000 Excess assigned to inventory (60% ) ................................... $15,000 Excess assigned to goodwill (40% ) ..................................... $10,000 Park current assets .................................................................................. Strand current assets .............................................................................. Excess inventory fair value .................................................................... Consolidated current assets .................................................................. $70,000 20,000 15,000 $105,000 18. D Park noncurrent assets ........................................................................... Strand noncurrent assets ....................................................................... Excess fair value to goodwill ................................................................. Consolidated noncurrent assets .......................................................... $90,000 40,000 10,000 $140,000 19. B Add the two book values and include 10% (the $6,000 current portion) of the loan taken out by Park to acquire Strand. 20. B Add the two book values and include 90% (the $54,000 noncurrent portion) of the loan taken out by Park to acquire Strand. 21. C Park stockholders' equity ....................................................................... Noncontrolling interest at fair value (20% × $75,000) ..................... Total stockholders' equity ...................................................................... 22. $80,000 15,000 $95,000 (15 minutes) (Compute consolidated net income and noncontrolling interest) 2014 2015 a. Harrison net income ............................................................. $220,000 $260,000 Starr net income .................................................................... 70,000 90,000 Acquisition-date excess fair value amortization .......... (8,000) (8,000) Consolidated net income .................................................... $282,000 $342,000 b. Starr fair value............................................................................................ $1,200,000 Fair value of consideration transferred .............................................. 1,125,000 Noncontrolling interest fair value ......................................................... $75,000 Noncontrolling interest fair value January 1, 2014 (above)............ 2014 income to NCI ([$70,000 – $8,000] × 10%) ..................................... 2014 dividends to NCI ............................................................................. Noncontrolling interest reported value December 31, 2014 ..... 2015 net income attributable to NCI ([$90,000 – $8,000] × 10%) ....... 2015 dividends to NCI ............................................................................. Noncontrolling interest reported value December 31, 2015 $75,000 6,200 (3,000) 78,200 8,200 (3,000) $83,400 4-7 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 23. (30 minutes) (Consolidated balances, allocation of consolidated net income to controlling and noncontrolling interest, calculation of noncontrolling interest). a. Stayer’s technology processes: Acquisition-date fair value (20 year remaining life) 2015 amortization Technology processes 12/31/15 $1,000,000 (50,000) $ 950,000 b. Stayer’s building: Acquisition-date fair value (10 year remaining life) 2015 depreciation Building 12/31/15 -or$175,500 + $150,000 – $15,000 = $310,500 $345,000 (34,500) $310,500 c. Controlling interest in consolidated net income: Net income–Johnsonville Net income–Stayer adjusted for excess fair value amortization (see part d below) Consolidated net income Less: net income attributable to noncontrolling interest (see part d below) Net income attributable to Johnsonville Co. $650,000 285,000 935,000 (57,000) $878,000 -ORJohnsonville’s separate net income Stayer’s reported net income Excess fair value amortization: Technology processes Building ($345,000 – $195,000) ÷ 10 years Stayer’s adjusted net income Johnsonville’s ownership percentage Net income attributable to Johnsonville Co. d. Net income attributable to noncontrolling interest: Stayer’s reported net income Excess fair value amortization: Technology processes Building ($345,000 – $195,000) ÷ 10 years Stayer’s adjusted net income Noncontrolling interest percentage Net income attributable to noncontrolling interest $650,000 350,000 (50,000) (15,000) 285,000 80% 228,000 $878,000 350,000 (50,000) (15,000) 285,000 20% $57,000 4-8 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 23. (continued) e. Noncontrolling interest: Acquisition-date balance 1/1/15 Total Stayer fair value ($3,000,000 ÷ 80% ) $3,750,000 Noncontrolling interest percentage 20% Noncontrolling interest acquisition-date fair value $750,000 Net income attributable to noncontrolling interest 57,000 Noncontrolling interest share of Stayer dividends (20% × $50,000) (10,000) Noncontrolling interest 12/31/15 $ 797,000 24. (40 minutes) (Several valuation and income determination questions for a business combination involving a noncontrolling interest.) a. Business combinations are recorded generally at the fair value of the consideration transferred by the acquiring firm plus the acquisition-date fair value of the noncontrolling interest. Patterson’s consideration transferred ($31.25 × 80,000 shares) ........... $2,500,000 Noncontrolling interest fair value ($30.00 × 20,000 shares) .................... 600,000 Soriano’s total fair value January 1 ........................................................... $3,100,000 b. Each identifiable asset acquired and liability assumed in a business combination is initially reported at its acquisition-date fair value. c. In periods subsequent to acquisition, the subsidiary’s assets and liabilities are reported at their book values adjusted for acquisition-date fair value allocations and for subsequent amortization and depreciation on those allocations. Except for certain financial items, the subsidiary’s assets and liabilities are not continually adjusted for changing fair values. d. Soriano’s total fair value January 1 ........................................................... $3,100,000 Soriano’s net assets book value................................................................. 1,290,000 Excess acquisition-date fair value over book value .............................. $1,810,000 Adjustments from book to fair values ....................................................... Buildings and equipment .............................................. (250,000) Trademarks ....................................................................... 200,000 Patented technology ...................................................... 1,060,000 Unpatented technology ................................................. 600,000 1,610,000 Goodwill ...................................................................................................... $ 200,000 e. Combined revenues ....................................................................................... $4,400,000 Combined expenses....................................................................................... (2,350,000) Building and equipment excess depreciation......................................... 50,000 Trademark excess amortization .................................................................. (20,000) Patented technology amortization ............................................................. (265,000) Unpatented technology amortization ........................................................ (200,000) Consolidated net income .............................................................................. $1,615,000 4-9 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 24. (continued) To noncontrolling interest: Soriano’s revenues................................................................................... $1,400,000 Soriano’s expenses .................................................................................. (600,000) Total excess amortization expenses (above) .................................... (435,000) Soriano’s adjusted net income.............................................................. $ 365,000 Noncontrolling interest percentage ownership ................................ 20% Net income attributable to noncontrolling interest.......................... $ 73,000 To controlling interest: Consolidated net income ........................................................................ $1,615,000 Net income attributable to noncontrolling interest.......................... (73,000) Net income attributable to Patterson ................................................... $1,542,000 -ORPatterson’s revenues ............................................................................... $3,000,000 Patterson’s expenses .............................................................................. 1,750,000 Patterson’s separate net income .......................................................... $1,250,000 Patterson’s share of Soriano’s adjusted net income (80% × $365,000) ............................................................................ 292,000 Consolidated net income attributable to Patterson ......................... $1,542,000 f. Fair value of noncontrolling interest January 1...................................... $ 600,000 Net income attributable to noncontrolling interest................................ 73,000 Dividends (20% × $30,000)............................................................................ (6,000) Noncontrolling interest December 31........................................................ $ 667,000 g. If Soriano’s acquisition-date total fair value was $2,250,000, then a bargain purchase has occurred. Collective fair values of Soriano’s net assets ......................................... $2,900,000 Soriano’s total fair value January 1 ........................................................... $2,250,000 Bargain purchase............................................................................................ $ 650,000 The acquisition method requires that the subsidiary assets acquired and liabilities assumed be recognized at their acquisition date fair values regardless of the assessed fair value. Therefore, none of Soriano’s identifiable assets and liabilities would change as a result of the assessed fair value. When a bargain purchase occurs, however, no goodwill is recognized. 4-10 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 25. (30 minutes) Step acquisition. a. Investment in Sellinger Cash Additional paid-in capital 445,000 415,000 30,000 Acquisition-date fair value ($1,141,000 ÷ .7) Sellinger net income 2014 Excess fair value amortization 2014 Sellinger dividends 2014 Acquisition-date adjusted subsidiary value 12/31/14 Percent acquired 1/1/15 Acquisition-date based value of newly acquired shares Acquisition price for 25% interest Credit to Palka’s APIC b. Initial value for 70% acquisition 70% of adjusted 2014 subsidiary net income ($340,000 – $40,000) 70% of subsidiary dividends 2014 Adjusted fair value of newly acquired shares 95% of adjusted subsidiary 2015 net income ($440,000 – $40,000) 95% of subsidiary dividends 2015 Investment in Sellinger 12/31/15 $1,630,000 340,000 (40,000) (150,000) 1,780,000 0.25 $ 445,000 415,000 $ 30,000 $1,141,000 210,000 (105,000) 445,000 380,000 (171,000) $1,900,000 4-11 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 26. (20 Minutes) (Determine consolidated income balances, includes a mid-year acquisition) a. Acquisition-date total fair value ............................. $594,000 Book value of net assets........................................... (400,000) Fair value in excess of book value ........................ $194,000 Excess fair value assigned to specific Remaining Annual excess accounts based on fair value life amortizations Patent .................................................................. 140,000 5 years $28,000 Land .................................................................. 10,000 Buildings ................................................................ 30,000 10 years 3,000 Goodwill ................................................................. 14,000 Total .................................................................. -0$31,000 Consolidated figures following January 1 acquisition date: Combined revenues ...................................................................................... $1,500,000 Combined expenses....................................................................................... (1,031,000) Consolidated net income .............................................................................. 469,000 Net income to noncontrolling interest ([200,000 – 31,000] × 30%) ........ (50,700) Net income attributable to Parker, Inc....................................................... $ 418,300 b. Consolidated figures following April 1 acquisition date: Combined revenues (1).................................................................................. $1,350,000 Combined expenses (2) ................................................................................. (923,250) Consolidated net income ............................................................................. $ 426,750 Net income attributable to noncontrolling interest (3) .......................... (38,025) Net income attributable to Parker, Inc ....................................................... $ 388,725 (1) $900,000 Parker revenues plus $450,000 of post-acquisition Sawyer revenues (2) $600,000 Parker expenses plus $300,000 of post-acquisition Sawyer expenses plus $23,250 amortization expenses for 9 months (3) ($200,000 – 31,000) adjusted subsidiary net income × 30% × ¾ year 4-12 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 27. (15 minutes) Consolidated figures with noncontrolling interest Fair value of company (given) Book value Fair value in excess of book value to machine ($50,000 – $10,000) to process trade secret $60,000 (10,000) 50,000 40,000 ÷ 10 = $4,000 per year $10,000 ÷ 4 = 2,500 per year $6,500 per year Consolidated figures: Net income attributable to noncontrolling interest = 40% ($50,000 revenues less $26,500 expenses) = $9,400 End-of-year noncontrolling interest: Beginning balance (40% $60,000) Net income allocation (from above) Dividend reduction (40% $5,000) End-of-year noncontrolling interest $24,000 9,400 (2,000) $31,400 Machine (net) = $45,000 ($9,000 book value plus $40,000 excess allocation less $4,000 excess depreciation for one year). Process trade secret (net) = $10,000 – $2,500 = $7,500 4-13 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 28. (45 minutes) Noncontrolling interest in the presence of a control premium. a. Goodwill allocation: Parflex Acquisition-date fair value $344,000 Share of identifiable net assets ($324,000 + $18,000) 307,800 Goodwill allocation $36,200 b. Investment in Eagle Initial value Change in Eagle’s RE × 90% ($341,000 – $174,000) × 90% Excess amortization (3 years) × 90% Investment in Eagle 12/31/15 NCI $36,000 34,200 $1,800 $344,000 150,300 (5,400) $488,900 -ORInvestment in Eagle Initial value 2013-2014 change in Eagle’s RE × 90% ($278,000 – $174,000) × 90% Excess fair value amortization Equity income 2015 (below) Eagle 2015 dividends × 90% Investment in Eagle 12/31/15 Equity in Eagle’s earnings: Eagles reported 2015 net income Excess equipment amortization Adjusted net income Parflex ownership share Equity in Eagle’s earnings $344,000 93,600 (3,600) 79,200 (24,300) $488,900 $90,000 (2,000) $88,000 90% $79,200 4-14 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 28. continued c. December 31, 2015 Sales Parflex Eagle Adjustments NCI Consolidated (862,000) (366,000) (1,228,000) Cost of goods sold 515,000 209,000 724,000 Depreciation expense 191,200 67,000 E 2,000 260,200 Equity in Eagle's earnings Separate company net income (79,200) 0 I 79,200 0 (235,000) (90,000) Consolidated net income (243,800) to noncontrolling interest (8,800) to Parflex Corporation 8,800 (235,000) Retained earnings, 1/1 (500,000) (278,000) Net income (above) (235,000) (90,000) Dividends declared 130,000 27,000 (605,000) (341,000) (605,000) Cash and receivables 135,000 82,000 217,000 Inventory 255,000 136,000 391,000 Investment in Eagle 488,900 0 Retained earnings, 12/31 Property & equipment (net) 964,000 328,000 Goodwill S 278,000 (500,000) (235,000) 24,300 D 24,300 A1 14,000 A2 38,000 D 385,200 S 12,600 A1 36,200 A2 79,200 I 2,000 E 2,700 130,000 -0- 1,304,000 38,000 Total assets 1,842,900 546,000 1,950,000 Liabilities (722,900) (55,000) (777,900) Common stock (515,000) (150,000) S 150,000 NCI 1/1 (515,000) 42,800 S 1,400 A1 1,800 A2 NCI 12/31 Retained earnings, 12/31 Total liabilities and equities (46,000) (52,100) (605,000) (341,000) (1,842,900) (546,000) (52,100) (605,000) 585,500 585,500 (1,950,000) 4-15 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 29. (25 Minutes) (Determine consolidated balances for a step acquisition). a. Amsterdam fair value implied by price paid by Morey $560,000 ÷ 70% = $800,000 b. Revaluation gain: 1/1 equity investment in Amsterdam (book value) 25% net income for 1st 6 months Investment book value at 6/30 Fair value of investment at 6/30 (25% × $800,000) Gain on revaluation to fair value $178,000 8,750 186,750 200,000 $ 13,250 c. Goodwill at 12/31: Fair value of Amsterdam at 6/30 Book value at 6/30 (700,000 + [70,000 ÷ 2]) Excess fair value Allocation to goodwill (no impairment) $800,000 735,000 $ 65,000 $ 65,000 d. Noncontrolling interest: 5% fair value balance at 6/30 5% subsidiary net income from 6/30 to 12/31 5% subsidiary dividends Noncontrolling interest 12/31 $40,000 1,750 (1,000) $40,750 4-16 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 30. (30 Minutes) (Reporting the sale of a portion of an investment in a subsidiary.) a. Posada records an accrual of $7,950 (see computation below) as "Equity Income from Sold Shares of Sabathia" for the January 1, 2015 to October 1, 2015 period which will appear in the 2015 consolidated income statement. The consolidation will continue to include all of Sabathia's accounts but now recognizing a 40% noncontrolling interest. Sabathia fair value 1/1/13 ............................................... $1,200,000 Sabathia book value ........................................................ (1,130,000) Patent .................................................................................. $70,000 Remaining life of patent ................................................. 5 years Annual amortization ........................................................ $14,000 Posada’s share of Sabathia’s net income accruing to shares sold: Sabathia's net income...................................................... $120,000 Excess patent fair value amortization ......................... (14,000) Sabathia's adjusted net income .................................... 106,000 Fraction of year held ........................................................ 9/12 Sabathia’s adjusted net income for 9 months .......... 79,500 Percentage owned by Posada ....................................... 70% Posada’s share of Sabathia’s 9 month net income 55,650 Shares sold—1,000 out of 7,000 .................................. 1/7 Posada’s income for shares sold ................................ $7,950 b. As long as control is maintained, the acquisition method considers transactions in the stock of a subsidiary, whether purchases or sales, as transactions in the equity of the consolidated entity. Posada’s investment book value 10/1/15 1/1/15 balance (given—equity method) ...................... $1,085,000 Recognition of 1/1/15–10/1/15 period: Income accrual ($120,000 × 70% × ¾) .................. 63,000 Dividends ($40,000 × 70% × ¾) ............................... (21,000) Amortization ($14,000 × 70% × ¾) .......................... (7,350) Pre-sale investment book value—10/1/15 .................. $1,119,650 Computation of income effect—sale transaction 10/1/15 book value (above) ............................................ $1,119,650 Portion of investment sold (1,000/7,000 shares) ..... 1/7 Book value of investment sold ..................................... $ 159,950 Proceeds ............................................................................ 191,000 Credit to Posada’s additional paid-in capital ........... $ 31,050 c. Because Posada continues to hold 6,000 shares of Sabathia, control is still maintained and consolidated financial statements would be appropriate with a noncontrolling interest of 40 percent. 4-17 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 31. (35 Minutes) (Consolidation entries and the effect of different investment methods) a. From the original fair value allocation, $30,000 is assigned based on the fair value of the patent. With a 5-year remaining life, excess amortization will be $6,000 per year. Because the equity method is in use, no Entry *C is required. Entry S Common stock (Bandmor) ................................ 300,000 Retained earnings, 1/1/15 (Bandmor) ............. 268,000 Investment in Bandmor (70% ) .................... 397,600 Noncontrolling interest in Bandmor, 1/1/15 170,400 (To eliminate stockholders' equity accounts of subsidiary and recognize outside ownership. Retained earnings figure includes 2013 and 2014 net income and dividends.) Entry A Patent ...................................................................... 18,000 Goodwill .................................................................. 190,000 Investment in Bandmor ................................ 145,600 Noncontrolling interest in Bandmor (30% ) 62,400 (To recognize unamortized portions of acquisition-date fair value allocations. No control premium, so goodwill is allocated proportionately. Patent has undergone two years amortization) Entry I Equity in Bandmor earnings ............................. 72,800 Investment in Bandmor ................................ 72,800 (To eliminate intra-entity income balance. Equity accrual of $72,800 [70% × ($110,000 – 6,000 amortization)] has been recorded) Entry D Investment in Bandmor ...................................... 42,000 Dividends declared ........................................ 42,000 (To eliminate current intra-entity dividend transfers—70% of $60,000) Entry E Amortization expense .......................................... Patent ................................................................. (To recognize amortization for current year) 6,000 Entry P Accounts payable ................................................ 22,000 Accounts receivable ...................................... (To eliminate intra-entity payable/receivable balance) 6,000 22,000 4-18 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 31. (continued) b. If the initial value method had been applied, the parent would have recorded only the subsidiary dividends declared as income rather than an equity accrual. Therefore, Entry *C is needed to adjust the parent's beginning retained earnings for 2015 to the equity method. During 2013 and 2014, the subsidiary earned a total net income of $171,000 but declared dividends of only $83,000. The parent's share of the difference is $61,600 (70% of $88,000 [$171,000 - $83,000]). In addition, the parent’s 70% share of excess amortization expense for two years must also be included ($8,400 = 2 years × $6,000 per year × 70% ). The net amount to be recognized is $53,200 ($61,600 - $8,400). ENTRY *C Investment in Bandmor ...................................... Retained earnings, 1/1/15 ............................ 53,200 53,200 c. If the partial equity method had been applied, only the excess amortization expenses for the previous two years would have been omitted from the parent's retained earnings. As shown above, that figure is $8,400 (2 years × $6,000 per year × 70% ). ENTRY *C Retained earnings, 1/1/15 .................................. Investment in Bandmor ................................ 8,400 8,400 d. Net income attributable to noncontrolling interest—2015 [($110,000 – 6,000) × 30% ] ................................. $31,200 Noncontrolling interest (NCI) fair value January 1, 2013 $210,000 Adjustments to original basis: 2013 NI to noncontrolling interest ........................ $20,700 Dividends to NCI.............................................. (11,700) 9,000 2014 NI to noncontrolling interest ........................ Dividends to NCI.............................................. $27,000 (13,200) 2015 Net income to noncontrolling interest ...... Dividends to NCI.............................................. Noncontrolling interest in Bandmor 12/31/15...... $31,200 (18,000) 13,800 13,200 $246,000 –OR– Worksheet adjustment S ................................................................ Worksheet adjustment A................................................................ 2015 net income attributable to noncontrolling interest ....... 2015 dividends to noncontrolling interest ............................... Noncontrolling interest in Bandmor 12/31/15........................... $170,400 62,400 31,200 (18,000) $246,000 4-19 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 32. (45 Minutes) (Asks about several consolidated balances and consolidation process. Includes the different accounting methods to record investment.) a. Schedule 1—Fair Value Allocation and Excess Amortizations Consideration transferred by Miller .......... $664,000 Noncontrolling interest fair value ............... 166,000 Taylor’s fair value............................................ $830,000 Taylor’s book value ........................................ (600,000) Fair value in excess of book value ............ 230,000 Excess fair value assigned to specific accounts based on fair value Excess fair value assigned to buildings Remaining life Annual excess amortizations 80,000 20 years Goodwill ............................................................ $150,000 indefinite Total .............................................................. $4,000 -0$4,000 b. $150,000 (see schedule 1 above) c. Entry (S) Common stock (Taylor) ............................................ Additional paid-in capital (Taylor) ......................... Retained earnings (Taylor) ...................................... Investment in Taylor Company (80% ) ............ Noncontrolling interest in Taylor (20% ) ......... 300,000 90,000 210,000 480,000 120,000 Entry (A)—no control premium Buildings ...................................................................... Goodwill ........................................................................ Investment in Taylor Company (80% ) ............ Noncontrolling interest in Taylor (20% ) ......... 80,000 150,000 184,000 46,000 d. (1) Equity method Income accrual (80% ) ................................................. Excess amortization expense .................................. Investment income ............................................... $56,000 (3,200) $52,800 (2) Partial equity method Income accrual (80% ) ................................................. $56,000 (3) Initial value method Dividends received (80% ) ......................................... $8,000 4-20 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 32. (continued) e. (1) Equity method Initial fair value paid .................................................... $664,000 Income accrual 2013–2015 ($260,000 × 80% ) ...... 208,000 Dividends 2013–2015 ($45,000 × 80% ) .................. (36,000) Excess amortizations 2013–2015 ($3,200 × 3) ..... (9,600) Investment in Taylor—12/31/15 ......................... $826,400 (2) Partial Equity Method Investment in Taylor—12/31/15 = $836,000 (initial value paid plus income accrual of $208,000 less dividends of $36,000 [no excess amortizations]) (3) Initial Value Method Investment in Taylor—12/31/15 = $664,000 (original value paid) f. Using the acquisition method, the allocation will be the total difference ($80,000) between the buildings' book value and fair value. Based on a 20 year remaining life, annual excess amortization is $4,000. Miller book value—buildings .............................................. $800,000 Taylor book value—buildings ............................................. 300,000 Allocation ................................................................................. 80,000 Excess amortizations for 2013–2014 ($4,000 × 2) ......... (8,000) Consolidated buildings account .................................. $1,172,000 g. Acquisition-date fair value allocated to goodwill (see schedule 1 above) ................................................. $150,000 h. If the parent has been applying the equity method, the stockholders' equity accounts on its books will already represent consolidated totals. The common stock and additional paid-in capital figures to be reported are the parent balances only. As to retained earnings, the equity method will properly record all subsidiary net income and amortization so that the parent balance is also a reflection of the consolidated total. 4-21 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 33. (20 Minutes) (A variety of consolidated balances-midyear acquisition) Consideration transferred by Karson (cash and contingent consideration) .......... $1,360,000 Noncontrolling interest fair value .................... 340,000 Reilly’ fair value (given) ....................................... $1,700,000 Book value of Reilly.............................................. (1,450,000)* Fair value in excess of book value ................... $250,000 Excess fair value assigned to specific accounts based on fair value Trademarks ........................................................ Goodwill .............................................................. Total .................................................................. Remaining life Annual excess amortizations 150,000 5 years $100,000 indefinite *Reilly book value, January 1 (Common stock + APIC + RE) ......................... Increase in book value: Net income (revenues less cost of goods sold and expenses) ..................... Dividends ....................................................... Change during year ..................................... Change during first 6 months of year...... Reilly book value, July 1 (acquisition date) ...... $30,000 -0$30,000 $1,400,000 $120,000 (20,000) $100,000 CONSOLIDATION TOTALS: Sales (1) 50,000 $1,450,000 $1,050,000 Cost of goods sold (2) 540,000 Operating expenses (3) 265,000 Consolidated net income Net income attributable to noncontrolling interest (4) $245,000 $9,000 (1) $800,000 Karson revenues plus $250,000 (post-acquisition subsidiary revenue) (2) $400,000 Karson COGS plus $140,000 (post-acquisition subsidiary COGS) (3) $200,000 Karson operating expenses plus $50,000 (post-acquisition subsidiary operating expenses) plus ½ year excess amortization of $15,000 (4) 20% of post-acquisition subsidiary net income less excess fair value amortization [20% × ½ year × (120,000 – 30,000)] = $9,000 Retained earnings, 1/1 = $1,400,000 (the parent’s balance because the subsidiary was acquired during the current year) Trademarks = $935,000 (add the two book values and the excess fair value allocation after taking one-half year excess amortization) Goodwill = $100,000 (the original allocation) 4-22 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 34. (25 Minutes) (A variety of consolidated questions and balances) a. Nascent applies the initial value method because the original price of $414,000 is still in the Investment in Sea-Breeze account. In addition, the Investment Income account is equal to 60 percent of the dividends declared by the subsidiary during the year. b. Consideration transferred in acquisition.. $414,000 Noncontrolling interest fair value ............... 276,000 Sea-Breeze fair value 1/1/12 ......................... $690,000 Sea-Breeze book value 1/1/12 550,000 Excess fair value over book value $140,000 Excess fair value assigned to specific Remaining accounts based on fair value life Buildings ..................................................... 60,000 6 years Equipment ................................................... (20,000) 4 years Patent ........................................................... 100,000 10 years Total ............................................................ -0- Annual excess amortizations $10,000 (5,000) 10,000 $15,000 c. If the equity method had been applied, the Investment Income account would show the basic equity accrual less amortization: 60% of (the subsidiary's net income of $90,000 less $15,000 excess fair value amortization) = $45,000. d. The initial value method recognizes neither the increase in the subsidiary's book value nor the excess amortization expenses for prior years. At the acquisition date, the subsidiary’s book value was $550,000 as indicated by the assets less liabilities. At the beginning of the current year, the book value of the subsidiary is $780,000 as indicated by beginning stockholders' equity balances. Increase in book value during prior years ($780,000 – $550,000) .................................................................. Less excess amortization ................................................................ Net increase in book value ............................................................... Ownership ............................................................................................ Increase required in parent's retained earnings, 1/1 /15 .......... Parent's retained earnings, 1/1/15 as reported .......................... Parent’s share of consolidated retained earnings, 1/1 /15........ e. Consolidated net income and allocation Revenues (add book values) Expenses (add book values and excess amortization) Consolidated net Income Net income attributable to noncontrolling interest ($90,000 – 15,000) × 40% Net income attributable to Nascent, Inc. $230,000 (45,000) $185,000 60% $111,000 700,000 $811,000 $900,000 (635,000) $265,000 30,000 $235,000 4-23 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 34. (continued) f. Consolidated buildings, 1/1/12 (subsidiary): Book value ...................................................................................... Acquisition-date fair-value allocation .................................... Consolidation figure .................................................................... $300,000 60,000 $360,000 g. Consolidated buildings, 12/31/15: Parent's book value ..................................................................... Subsidiary's book value ............................................................. Original allocation ........................................................................ Amortization ($10,000 × 4 years) ............................................. Consolidated balance ................................................................. $700,000 200,000 60,000 (40,000) $920,000 4-24 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 35. (Acquisition Method Consolidated Balances) December 31, 2015 Revenues Cost of goods sold Depreciation expense Amortization expense Interest expense Equity in San Marco Income Separate company net income Paloma (1,843,000) 1,100,000 125,000 275,000 27,500 (121,500) San Marco (675,000) 322,000 120,000 11,000 7,000 (437,000) (215,000) Adjustments & Eliminations NCI (E) 80,000 (I)121,500 Consolidated net income To noncontrolling interest (13,500) To Paloma Company (2,625,000) (437,000) 350,000 (395,000) (215,000) 25,000 Retained Earnings 12/31 (2,712,000) (585,000) Current Assets Investment in San Marco 1,204,000 1,854,000 430,000 Accounts Payable Notes Payable NCI in San Marco Common Stock Additional Paid-In Capital Retained Earnings 12/31 Total Liab. and SE (450,500) (13,500) (437,000) Retained Earnings 1/1 Net Income Dividends declared Customer base Buildings and Equipment Copyrights Goodwill Total Assets Consolidated (2,518,000) 1,422,000 245,000 366,000 34,500 -0- (S)395,000 (D) 22,500 2,500 (2,625,000) (437,000) 350,000 (2,712,000) 1,634,000 (D) 22,500 (A)720,000 (S)769,500 (A)985,500 (I) 121,500 (E) 80,000 -0- -0931,000 950,000 -0863,000 107,000 4,939,000 1,400,000 640,000 1,794,000 1,057,000 375,000 5,500,000 (485,000) (542,000) (200,000) (155,000) (685,000) (697,000) (A)375,000 (S) 85,500 (A)109,500 (900,000) (300,000) (2,712,000) (4,939,000) (400,000) (60,000) (585,000) (1,400,000) (S)400,000 (S) 60,000 2,174,000 2,174,000 (195,000) (206,000) (206,000) (900,000) (300,000) (2,712,000) (5,500,000) 4-25 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 35. (Continued) Fair value at acquisition date Relative fair values of identifiable net assets 90% and 10% of $1,525,000 (acquisition date recorded fair value plus customer base) Goodwill Controlling Noncontrolling Interest Interest $1,710,000 $190,000 1,372,500 $337,500 152,500 $37,500 b. If the acquisition-date fair value of the noncontrolling interest was $167,500, both goodwill (NCI portion) and the noncontrolling interest balance would be reduced equally by $22,500 as follows: Fair value of San Marco Company (1,710,000 + 167,500) Carrying amount acquired Excess fair value to customer base to goodwill $1,877,500 725,000 1,152,500 800,000 $352,500 Noncontrolling interest balance beginning of year* Net income attributable to noncontrolling interest Dividends declared to noncontrolling interest Noncontrolling interest end of year * NCI at beginning of year Common stock-subsidiary APIC-subsidiary Retained earnings-subsidiary 1/1 Total Noncontrolling interest percentage Noncontrolling share of subsidiary book value Noncontrolling share of 1/1 customer base excess Noncontrolling share of goodwill (below) Noncontrolling interest 1/1 Fair value at acquisition date Relative fair values of identifiable net assets 90% and 10% of $1,525,000 (acquisition date recorded fair value plus customer base) Goodwill $(172,500) (13,500) 2,500 $(183,500) $400,000 60,000 395,000 $855,000 10% 85,500 72,000 15,000 $172,500 Controlling Noncontrolling Interest Interest $1,710,000 $167,500 1,372,500 $ 337,500 152,500 $15,000 4-26 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 36. (60 Minutes) (Consolidation worksheet and income statement with parent using initial value method. Also consolidated balances with a control premium paid by parent.) a. Fair Value Allocation and Amortization Consideration transferred by Holtz .................. $576,000 Noncontrolling interest fair value ..................... 144,000 Devine total fair value 1/1/14 .............................. $720,000 Devine book value 1/1/14 .................................... (326,500) Fair value in excess of book value .................. $393,500 Excess fair value assigned to specific accounts based on fair value: Building.............................................................. 85,500 Trademark ....................................................... 64,000 Goodwill............................................................. $244,000 Remaining life 5 years 10 years indefinite Annual excess amortizations $17,100 6,400 -0$23,500 Explanation of Consolidation Entries Found on Worksheet Entry *C: Convert the parent’s 1/1/15 retained earnings balance from the initial value method to the accrual basis. Change in subsidiary RE from 1/1/14 to 1/1/15 ........ Excess amortization for 2014 ..................................... Adjusted subsidiary RE increase............................... Percentage ownership by parent ............................... *C conversion entry ..................................................... $70,000 23,500 $46,500 80% $37,200 Entry S: Eliminates stockholders' equity accounts of subsidiary while recognizing noncontrolling interest balance (20% ) as of the beginning of the current year. Entry A: Recognizes acquisition-date fair value allocations less one year of amortization for building and trademark and increases beginning balance of the noncontrolling interest for its share. Entry I: Eliminates Intra-entity dividends declared by subsidiary and recorded as income by parent. Entry E: Recognizes amortization expense for current year. Columnar entry—Recognizes net income attributable to noncontrolling interest [($97,000 – $23,500) × 20% ]. 4-27 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 36. a. (continued) HOLTZ CORPORATION AND DEVINE, INC. Consolidation Worksheet For Year Ending December 31, 2015 Accounts Holtz Corporation Devine Inc. Sales Cost of goods sold Operating expenses Dividend income Separate company net income Consolidated net income NI attributable to noncontrolling interest NI attributable to Holtz Corp. (641,000) 198,000 273,000 (16,000) (186,000) Retained earnings, 1/1 Net income (above) Dividends declared Retained earnings, 12/31 (762,000) (186,000) 70,000 (878,000) (296,500) (97,000) 20,000 (373,500) Current assets Investment in Devine 121,000 576,000 120,500 -0- 887,000 149,000 -01,733,000 335,000 236,000 -0691,500 (535,000) (320,000) (878,000) (218,000) (100,000) (373,500) Buildings and equipment (net) Trademarks Goodwill Total assets Liabilities Common stock Retained earnings, 12/31 (above) NCI in Devine, 1/1 NCI in Devine, 12/31 Total liabilities and equities (399,000) 176,000 126,000 ___ _-0(97,000) Consolidation Entries Debit Credit Noncontrolling Consolidated Interest Totals (1,040,000) 374,000 422,500 -0- (E) 23,500 (I) 16,000 (243,500) 14,700 (228,800) (14,700) (S) 296,500 (*C) 37,200 (I) (*C) 37,200 (A) 68,400 (A) 57,600 (A)244,000 16,000 (691,500) 4,000 241,500 -0- (S)317,200 (A)296,000 (E) 17,100 (E) 6,400 1,273,300 436,200 244,000 2,195,000 (753,000) (320,000) (958,000) (S)100,000 (S) 79,300 (A) 74,000 (1,733,000) (799,200) (228,800) 70,000 (958,000) 843,200 843,200 (153,300) (164,000) (164,000) (2,195,000) 4-28 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 36. (continued) b. HOLTZ CORPORATION AND DEVINE, INC. Consolidated Income Statement For Year Ending December 31, 2015 Sales Cost of goods sold Operating expenses Total expenses Consolidated net income $1,040,000 $374,000 422,500 796,500 $243,500 To 20% noncontrolling interest To Holtz Corporation $14,700 $228,800 c. Consideration transferred by Holtz for 80% of Devine Noncontrolling interest fair value ($4.76 × 20,000 shares) Devine fair value Fair value of Devine’s underlying net assets Goodwill $576,000 95,200 $671,200 476,000 $195,200 If the noncontrolling interest fair value was $4.76 per share at the acquisition date, then goodwill declines to $195,200. The noncontrolling interest total would also decline from $164,000 to $115,200. Worksheet entries (S), (A1) and (A2) assuming a $4.76 noncontrolling interest acquisition-date fair value: (S) Common stock-Devine Retained earnings- Devine 1/1 Investment in Devine Noncontrolling interest 100,000 296,500 (A1) Buildings and equipment (net) Trademarks Investment in Devine Noncontrolling interest 68,400 57,600 317,200 79,300 100,800 25,200 (A2) Goodwill Investment in Devine 195,200 195,200 Fair value at acquisition date Relative fair values of identifiable net assets 80% and 20% of $476,000 (acquisition date fair value of net identifiable assets) Goodwill Controlling Noncontrolling Interest Interest $576,000 $95,200 380,800 $195,200 95,200 -0- 4-29 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 37. (40 Minutes) (Determine consolidated balances.) Acquisition-date subsidiary fair value (given) .... $1,003,400 Book value of subsidiary (given) ........................... (690,000) Fair value in excess of book value ........................ $313,400 Allocations to specific accounts based on difference between fair value and book value Land ......................................................................... $225,000 Buildings and equipment ................................... (24,000) Copyright ................................................................ 94,000 Notes payable ....................................................... 18,400 313,400 Total .............................................................. -0Annual excess amortizations: Buildings and equipment [$(24,000) ÷ 10 years] Copyright ($94,000 ÷ 20 years) Notes payable ($18,400 ÷ 8 years) Total $(2,400) 4,700 2,300 $4,600 Consolidated Totals: Revenues = $2,079,880 (add the two book values) Cost of goods sold = $1,206,000 (add the two book values) Depreciation expense = $283,200 (add the two book values less $2,400 excess adjustment) Amortization expense = $10,800 (add the two book values plus $4,700 excess adjustment) Interest expense = $63,600 (add the two book values plus $2,300 excess adjustment) Equity in income of Sierra = -0- (eliminated so that the individual revenues and expenses of the subsidiary can be included in the consolidated figures) Consolidated net income = $516,280 (revenues less expenses) Net income attributable to noncontrolling interest = $44,280 ($226,000 reported subsidiary net income less $4,600 net excess amortization expense multiplied by 20 percent outside ownership) Net income to Padre Company = $472,000 ($516,280 consolidated net income less noncontrolling interest share of $44,280) Retained earnings, 1/1 = $1,275,000 (parent company balance only) Dividends declared = $260,000 (parent company balance; subsidiary's declarations to parent are intra-entity, declarations to outside owners decrease noncontrolling interest balance) 4-30 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 37. (continued) Retained earnings, 12/31 = $1,487,000 (consolidated balance on 1/1 plus net income to Padre Co. less Padre’s dividends declared) or simply the parent’s RE because parent employs the equity method. Current assets = $1,620,860 (add the two book values) Investment in Sierra = -0- (eliminated so that the individual assets and liabilities of the subsidiary can be included in the consolidated figures) Land = $650,000 (add the book values plus the $225,000 excess allocation) Buildings and equipment (net) = $1,162,800 (add the book values less the $24,000 allocation [asset was overvalued] plus the excess amortization) Copyright = $205,200 (book value plus $94,000 excess allocation less amortization for the year) Total assets = $3,638,860 Accounts payable = $469,000 (add book values) Notes payable = $700,900 (add the book values less $18,400 excess allocation plus amortization) Noncontrolling interest in subsidiary = $231,960 (20% of fair value as of 1/1 [$200,680] plus net income attributable to noncontrolling interest [$44,280] less dividends declared to outside owners [$13,000]) Common stock = $300,000 (parent company balance) Additional paid-in capital = 450,000 (parent company balance) Retained earnings, 12/31 = $1,487,000 (computed above) Total liabilities and equities = $3,638,860 4-31 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 37. (continued) Acquisition Method Accounts Padre Sierra Revenues .............................................. Cost of goods sold .............................. Depreciation expense.......................... Amortization expense.......................... Interest expense................................... Equity in income of Sierra ................. Separate company net income........... Consolidated net income .................... NI to noncontrolling interest ............ NI to Padre Company ....................... Retained earnings 1/1 ......................... Net income (above) ............................. Dividends declared ............................. Retained earnings 12/31 ............... Current assets ..................................... Investment in Sierra ............................ .......................................................... .......................................................... Land ...................................................... Buildings and equipment (net)........... Copyright ............................................. Total assets ................................... Accounts payable ............................... Notes payable ...................................... NCI in Sierra 1/1 ................................... NCI in Sierra 12/31 ............................... .......................................................... Common stock .................................... Additional paid-in capital .................... Retained earnings 12/31.... (above) … Total liab. and stockholders' equity (1,394,980) 774,000 274,000 -052,100 (177,120) (472,000) (684,900) 432,000 11,600 6,100 9,200 -0(226,000) Consolidation Entries Debit Credit (E) Noncontrolling Consolidated Interest Totals (2,079,880) 1,206,000 283,200 10,800 63,600 -0- 2,400 (E) 4,700 (E) 2,300 (I) 177,120 (44,280) (1,275,000) (472,000) 260,000 (1,487,000) 856,160 927,840 360,000 909,000 -03,053,000 (275,000) (541,000) (300,000) (450,000) (1,487,000) (3,053,000) (530,000) (226,000) 65,000 (691,000) 764,700 65,000 275,400 115,900 1,221,000 (194,000) (176,000) (100,000) (60,000) (691,000) (1,221,000) (S) 530,000 (D) 52,000 13,000 (516,280) 44,280 (472,000) (1,275,000) (472,000) 260,000 (1,487,000) 1,620,860 (D) 52,000 (S) 552,000 (I) 177,120 (A) 250,720 (A) 225,000 (E) 2,400 (A) 24,000 (A) 94,000 (E) 4,700 (A) 18,400 (E) 2,300 (S) 138,000 (A) 62,680 (S) 100,000 (S) 60,000 1,265,920 1,265,920 -0650,000 1,162,800 205,200 3,638,860 (469,000) (700,900) (200,680) (231,960) (231,960) (300,000) (450,000) (1,487,000) (3,638,860) 4-32 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 38. a. b. (55 Minutes) (Consolidated worksheet) Consideration transferred by Adams $603,000 Noncontrolling interest fair value 67,000 Acquisition-date total fair value $670,000 Book value of Barstow (CS + RE 12/31/13) (460,000) Excess fair value over book value 210,000 Excess fair value assigned to specific Remaining Annual excess accounts based on fair value life amortizations Land $30,000 — — Buildings (20,000) 10 years ($2,000) Equipment 40,000 5 years 8,000 Patents 50,000 10 years 5,000 Notes payable 20,000 5 years 4,000 120,000 Goodwill $90,000 indefinite -0Total $15,000 Because investment income is exactly 90 percent of Barstow's reported earnings, Adams apparently is applying the partial equity method. c. d. Explanation of Consolidation Entries Found on Worksheet Entry *C—Converts Adams's financial records from the partial equity method to the equity method by recognizing amortization for 2014. Total expense was $15,000 but only 90 percent (or $13,500) applied to the parent. Entry S—Eliminates subsidiary's stockholders' equity while recording noncontrolling interest balance as of January 1, 2015. Entry A—Records unamortized allocation balances as of January 1, 2015. The acquisition method attributes 10 percent of these amounts to the noncontrolling interest. Entry I—Eliminates intra-entity income accrual for 2015. Entry D—Eliminates intra-entity dividend transfers. Entry E—Records amortization expense for current year. Columnar Entry—Recognizes noncontrolling interest's share of consolidated net income as follows: Net income attributable to noncontrolling interest (Columnar Entry) Barstow reported net income ............................................................... $120,000 Excess amortization expenses 2015.................................................... (15,000) Adjusted net income of Barstow ................................................... $105,000 Noncontrolling interest ownership ..................................................... 10% Net income attributable to noncontrolling interest.................... $ 10,500 4-33 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 38. c. and d. (continued) ADAMS CORPORATION AND BARSTOW, INC. Consolidation Worksheet-Acquisition Method For Year Ending December 31, 2015 Adams Corp. Revenues Cost of goods sold Depreciation expense Amortization expense Interest expense Investment income Separate company net income Consolidated net income NI to noncontrolling interest NI to Adams Corporation Barstow Inc. (940,000) 480,000 100,000 (280,000) 90,000 55,000 40,000 (108,000) (428,000) 15,000 -0(120,000) (1,367,000) (340,000) Net income Dividends declared Retained earnings, 12/31 (428,000) 110,000 (1,685,000) (120,000) 70,000 (390,000) Land Buildings Equipment Patents Goodwill Total assets Note s payable Common stock Retained earnings, 12/31 Interest 610,000 702,000 250,000 380,000 490,000 873,000 -0-03,055, 000 150,000 250,000 150,000 -0-0800,000 (860,000) (510,000) (1,685,000) (230,000) (180,000) (390,000) (C*) 13,500 (S) 340,000 (A) (E) (A) (A) (A) 30,000 2,000 32,000 45,000 90,000 (A) 16,000 (S) 180,000 (800,000) 934,500 7,000 560,000 724,000 1,047,000 40,000 90,000 3,321,000 (A) 18,000 (E) 8,000 (E) 5,000 (E) (414,500) 110,000 (1,658,000) 860,000 -0- (*C) 13,500 (S) 468,000 (A) 175,500 (I) 108,000 4,000 (S) 52,000 (A) 19,500 (3,055,000) (425,000) 10,500 (414,500) (1,353,500) (D) 63,000 (D) 63,000 Totals (1,220,000) 570,000 161,000 5,000 59,000 -0- (E) 6,000 (E) 5,000 (E) 4,000 (I) 108,000 Noncontrolling interest Total liabilities and stockholders' equity Credit Consolidated (10,500) Retained earnings, 1/1 Current a ssets Investment in Barstow Debit Noncontrolling (1,078,000) (510,000) (1,658,000) (71,500) (75,000) 934,500 4-34 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. (75,000) (3,321,000) Chapter 04 - Consolidated Financial Statements and Outside Ownership 39. (25 minutes) (Consolidated balances after a mid-year acquisition) a. Investment account balance indicates the initial value method. Consideration transferred by Gibson ........ $528,000 Noncontrolling interest fair value .............. 352,000 Davis acquisition-date fair value ............... 880,000 Book value of Davis (see below)................. (765,000) Fair value in excess of book value ............ $115,000 Excess fair value assigned to specific Remaining Annual excess accounts based on fair value: life amortizations Equipment (overvalued) .................... (30,000) 5 years $(6,000) Goodwill ................................................ $145,000 indefinite -0Total ............................................................. $(6,000) Amortization for 9 months ..................... $(4,500) Acquisition-date subsidiary book value: Book value of Davis, 1/1/15 (CS + 1/1 RE) ................. $740,000 Increase in book value-net income (dividends were declared after acquisition) ............................ $100,000 Time prior to purchase (3 months) .............................. × ¼ year 25,000 Book value of Davis, 4/1/15 (acquisition date) ......... $765,000 Consolidated income statement: Revenues (1) Cost of goods sold (2) $405,000 Operating expenses (3) 214,500 Consolidated net income Net income attributable to noncontrolling interest (4) Net income to Gibson Company $825,000 619,500 205,500 28,200 $177,300 (1) $900,000 combined revenues less $75,000 (preacquisition subsidiary revenue) (2) $440,000 combined COGS less $35,000 (preacquisition subsidiary COGS) (3) $234,000 combined operating expenses less $15,000 (preacquisition subsidiary operating expenses) less nine month excess overvalued equipment depreciation reduction of $4,500 (4) 40% of post-acquisition subsidiary net income less excess amortization b. Goodwill = $145,000 (original allocation) Equipment = $774,500 (add the two book values less $30,000 reduction to fair value plus $4,500 nine months excess amortization) Common stock = $630,000 (parent company balance only) Buildings = $1,124,000 (add the two book values) Dividends declared = $80,000 (parent company balance only) 4-35 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 40. (40 minutes) Determine consolidated balance for a mid-year acquisition. a. Consideration transferred by Truman ............ $720,000 Noncontrolling interest fair value .................... 290,000 Atlanta’s acquisition-date total fair value....... $1,010,000 Book value of Atlanta........................................... (840,000) Fair value in excess of book value ................... $ 170,000 Excess fair value assigned to specific accounts based on fair value Patent ................................................................. Goodwill .............................................................. Total .................................................................. b. Remaining life 100,000 5 years $20,000 $ 70,000 indefinite -0$20,000 Goodwill allocation with control premium Fair values at acquisition date Relative fair values of identifiable net assets 70% and 30% of $940,000 (acquisition date book value plus patent = net asset fair value) Goodwill c. Annual excess amortizations Controlling Noncontrolling Interest Interest $720,000 $290,000 Initial value at acquisition date Truman’s share of Atlanta’s net income for half year ([$120,000 – 20,000 amortization × ½ year] × 70% ) Dividends 2015 ($80,000 × ½ year × 70% ) Investment account balance 12/31/15 658,000 $ 62,000 282,000 $ 8,000 $720,000 35,000 (28,000) $727,000 4-36 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 40. (continued) d. Consolidated Worksheet TRUMAN COMPANY AND SUBSIDIARY ATLANTA COMPANY Consolidation Worksheet For Year Ending December 31, 2015 Truman Revenues (670,000) Operating Expenses 402,000 Net income of subsidiary (35,000) Separate company net income (303,000) Consolidated net income Net income attributable to NCI Net income attributable to Truman Atlanta (400,000) 280,000 Retained earnings, 1/1 Net income (above) Dividends declared (500,000) (120,000) 80,000 Retained earnings 12/31 (823,000) (303,000) 145,000 Current assets Investment in Atlanta 481,000 727,000 390,000 Land Buildings Patent Goodwill Total assets 388,000 701,000 200,000 630,000 (S)140,000 (S) 500,000 Cons. (870,000) 552,000 -0- (D) 28,000 2,297,000 1,220,000 (816,000) (95,000) (405,000) (981,000) (360,000) (300,000) (20,000) (540,000) 12,000 145,000 (981,000) 871,000 -0- (S)588,000 (I) 35,000 (A1) 70,000 (A2) 62,000 588,000 1,331,000 90,000 70,000 2,950,000 (E) 10,000 (1,176,000) (95,000) (405,000) (981,000) (S) 300,000 (S) 20,000 (A1) 30,000 (A2) 8,000 (S) 252,000 (1,220,000) 1,263,000 (318,000) 15,000 (303,000) (823,000) (303,000) (S) 40,000 (D) 28,000 (A1)100,000 (A2) 70,000 (2,297,000) NCI (15,000) (540,000) Noncontrolling interest 12/31 Total liab. and equity (S)200,000 (E) 10,000 (I) 35,000 (120,000) (981,000) Liabilities Common stock Additional paid-in capital Retained earnings 12/31 Noncontrolling interest 7/1 Adjustments & Eliminations 1,263,000 (290,000) (293,000) (293,000) (2,950,000) 4-37 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 41. (60 minutes) (Consolidated statements for a step acquisition) a. Fair value of Sysinger 1/1/15 (given) Book value of Sysinger 1/1/15 (CS + APIC + RE) Excess fair value over book value To customer contract (4 year remaining life) To goodwill b. Equity in earnings of Sysinger 2015 net income (150,000 × 95% ) Amortization (100,000 × 95% ) Equity in earnings of Sysinger $142,500 (95,000) $47,500 Revaluation of 15% block to fair value Consideration transferred 2014 net income (100,000 × 15% ) 2014 dividends (30,000 × 15% ) Book value at 1/1/15 Fair value at 1/1/15 Gain on revaluation $184,500 15,000 (4,500) 195,000 262,500 $67,500 Investment account balance Fair value at 1/1/15 (15% block) Consideration transferred 1/1/15 (80% block) Equity earnings 2015 Net income (95% × 150,000) Customer contract amortization Dividends (40,000 × 95% ) Investment in Sysinger 12/31/15 $1,750,000 1,300,000 450,000 400,000 $50,000 $262,500 1,400,000 142,500 (95,000) 47,500 (38,000) $1,672,000 4-38 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 41. (Continued) c. Accounts Revenues Operating expense s Equity earnings of Sysinger Gain on revaluation Separate company net income Consolidated net income NI attributable to noncontrolling interest NI attributable to Allan Company Allan and Sysinger Consolidation Worksheet For Year Ending December 31, 2015 Allan Sysinger Consolidation Entries Company Company Debit Credi t (931,000) (380,000) 615,000 230,000 (E)100,000 (47,500) -0(I) 47,500 (67,500) -0(431,000) (150,000) (2,500) Retained earnings, 1/1 Net income Dividends declared Retained earnings 12/31 (965,000) (431,000) 140,000 (1,256,000) (600,000) (150,000) 40,000 (710,000) Current a ssets Investment in Sysinger 288,000 1,672, 000 540,000 -0- 826,000 850,000 -0- 590,000 370,000 -0-01,500, 000 Property, plant, and equipment Patented technology Customer contract Goodwill Total assets Noncontrolling Consolidated Interest Totals (1,311,000) 945,000 -0(67,500) 3,636, 000 Liabilities Common stock Additional paid-in capital Retained earnings 12/31 NCI in Sysinger, 1/1 (1,300,000) (900,000) (180,000) (1,256,000) -0- (90,000) (500,000) (200,000) (710,000) -0- NCI in Sysinger, 12/31 Total liab. and stockholders' equity -0(3,636,000) -0(1,500,000) (S) 600, 000 (D) (D) 38,000 (A) 400, 000 (A) 50,000 38,000 2,000 (965,000) (431,000) 140,000 (1,256,000) 828,000 -0- (S)1,235,000 (I) 47,500 (A) 427,500 1,416,000 1,220,000 300,000 50,000 3,814,000 (E) 100, 000 (1,390,000) (900,000) (180,000) (1,256,000) (S) 500,000 (S) 200, 000 (S) 65,000 (A) 22,500 1,935, 500 (433,500) 2,500 (431,000) (87,500) (88,000) 1,935, 500 4-39 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. (88,000) (3,814,000) Chapter 04 - Consolidated Financial Statements and Outside Ownership 42. (60 minutes) (Step acquisition—control previously acquired.) a. According to the acquisition method, the valuation basis for a subsidiary is established on the date control is obtained, in this case January 1, 2014. Subsequent acquisitions are valued consistent with this initial value after adjusting the investment for subsidiary net income and other changes. Because subsequent acquisitions are considered as transactions in the parent’s own equity, no gains or losses are recorded. Differences in cash paid and the underlying value are recorded as adjustments to APIC. Fair value of Keane Company 1/1/14 ($573,000 ÷ 60% ) Keane net income 2014 Excess fair value amortization for copyright Keane dividends 2014 Initial fair value adjusted to 1/1 /15 Percent acquired in step acquisition Value assigned to 30% acquisition Cash paid for the 30% acquisition Credit to APIC from 30% step acquisition $955,000 150,000 (20,000)* (80,000) $1,005,000 30% 301,500 300,000 $ 1,500 *Fair value of Keane Company 1/1/14 ($573,000 ÷ 60% ) Book value of Keane Company 1/1/14 (given) Excess fair value over book value To copyright (6 year remaining life) To goodwill $955,000 810,000 145,000 120,000 $25,000 Entry to record 30% additional investment in Keane: 1/1/15 Investment in Keane Cash APIC from step acquisition 301,500 b. Investment in Keane Company 1/1/14 2014 Equity earnings [60% × (150,000 – 20,000)] 2014 Dividends from Keane (60% × $80,000) Additional acquisition of 30% interest 2015 Equity earnings [90% × (180,000 – 20,000)] 2015 Dividends from Keane (90% × $60,000) Investment in Keane Company 12/31/15 300,000 1,500 $573,000 78,000 (48,000) 301,500 144,000 (54,000) $994,500 4-40 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership 42. (continued) part c. BRETZ, INC. AND KEANE COMPANY Consolidation Worksheet Year Ending December 31, 2015 Accounts Revenues Operating expense s Equity in Keane’s income Separate company net income Consolidated net income NI attributable to noncontrolling interest NI attributable to Bretz, Inc. Bretz, Inc. (402,000) 200,000 (144,000) (346,000) Retained earnings, 1/1 Net income (above) Dividends declared Retained earnings, 12/31 (797,000) (346,000) 143,000 (1,000,000) Current a ssets Investment in Keane Company Trademarks Copyrights Equipment (net) Goodwill Total assets Liabilities Common stock Additional paid-in capital APIC-step acqui sition Retained earnings,12/31 Non-controlling interest 1/1 Non-controlling interest 12/31 Total liabilities and equities Keane Co. (300,000) 120,000 Consolidation Entries Noncontrolling Consolidated Debit Credi t Interest Totals (702,000) (E) 20,000 340,000 (I) 144,000 (180,000) (16,000) 224,000 994,500 (500,000) (180,000) 60,000 (620,000) (S) 500,000 (D) 54,000 6,000 190,000 106,000 210,000 380,000 600,000 300,000 110,000 1,914, 500 1,200, 000 (D)54,000 (S) 792,000 (A) 112,500 (I) 144,000 (A)100, 000 (E) 20,000 (200,000) (300,000) (80,000) 706,000 590,000 490,000 25,000 2,225,000 (653,000) (400,000) (60,000) (1,500) (1,000,000) (S)300, 000 (S) 80,000 (620,000) (A) 12,500 (S) 88,000 (1,914,500) (1,200,000) 1,223, 000 (797,000) (346,000) 143,000 (1,000,000) 414,000 0 (A) 25,000 (453,000) (400,000) (60,000) (1,500) (1,000,000) (362,000) 16,000 (346,000) (100,500) (110,500) 1,223, 000 4-41 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. (110,500) (2,225,000) Chapter 04 - Consolidated Financial Statements and Outside Ownership ACCOUNTING THEORY RESEARCH CASE: NONCONTROLLING INTEREST In deliberations prior to the issuance of SFAS 160, “Noncontrolling Interests in Consolidated Financial Statements,” the FASB considered three alternatives for displaying the noncontrolling interest in the consolidated balance sheet What were these three alternatives? 1. As a liability 2. As equity 3. In the “mezzanine” area between liabilities and owners’ equity What criteria did the FASB use to evaluate the desirability of each alternative? The FASB evaluated whether the classifications conformed to current definitions of financial statement elements (assets, liabilities, or equity) as articulated in FASB Concept Statement No. 6. In what specific ways did FASB Concept Statement 6 affect the FASB’s evaluation of these alternatives? From SFAS 160 paragraphs 32-34 If it required that the noncontrolling interest be reported in the mezzanine, the Board would have had to create a new element— noncontrolling interest in subsidiaries—specifically for consolidated financial statements. The Board concluded that no compelling reason exists to create a new element specifically for consolidated financial statements to report the interests in a subsidiary held by owners other than the parent. The Board believes that using the existing elements of financial statements along with appropriate labeling and disclosure provides financial information in the consolidated financial statements that is representationally faithful, understandable, and relevant to the entity’s owners, creditors, and other resource providers. The Board concluded that a noncontrolling interest in a subsidiary does not meet the definition of a liability in the Board’s conceptual framework. Paragraph 35 of Concepts Statement 6 defines liabilities as “probable future sacrifices of economic benefits arising from present obligations of a particular entity to transfer assets or provide services to other entities in the future as a result of past transactions or events” The Board concluded that a noncontrolling interest represents the residual interest in the net assets of a subsidiary within the consolidated group held by owners other than the parent. The noncontrolling interest, therefore, meets the definition of equity in Concepts Statement 6. Paragraph 49 of Concepts Statement 6 defines equity (or net assets) as “the residual interest in the assets of an entity that remains after deducting its liabilities.” 4-42 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership RESEARCH CASE: COCA-COLA’S ACQUISITION OF COCA-COLA ENTERPRISES 1. How did Coca-Cola allocate the acquisition-date fair value of CCE among the assets acquired and liabilities assumed? Note 2 (Acquisitions and Divestitures) of Coca-Cola’s 2010 10-K shows the following allocation for the CCE acquisition: Cash and cash equivalents Marketable securitie s Trade accounts receivable Inventories Other current a ssets Property, plant and equipment Bottlers' franchi se rights with indefinite lives Other intangible assets Other noncurrent asse ts Total identifiable assets acquired $ 49 7 1,194 696 744 5,385 5,100 1,032 261 14,468 Accounts payable and accrued expenses Loans and note s payable Long-term debt Pension and other postretirement liabilities Other noncurrent liabilities Total liabilities assumed 1,826 266 9,345 1,313 2,603 15,353 Net liabilities assumed Goodwill Less: Noncontrolling interests (885) 7,746 13 Net assets acquired $ 6,848 2. What are employee replacement awards? How did Coca-Cola account for the replacement award value provided to the former employees of CCE? Employee replacement award represent various share-based payments to employees that the acquiring firm replaces with new awards based on its shares. The ASC requires that if replacement awards are based on past service, their fair value is included in consideration transferred. If the replacement award are for future service, their value is expensed as incurred. Coca-Cola followed the ASC for its replacement awards (10-K Note 2). 3. How did Coca-Cola account for its 33 percent interest in CCE prior to the acquisition of the 67 percent not already owned by Coca-Cola? Coca-Cola used the equity method to account for its previous 33 percent investment in CCE (10-K page 53). 4. Upon acquisition of the additional 67 percent interest, how did Coca-Cola account for the change in fair value of its original 33 percent ownership interest? “We remeasured our equity interest in CCE to fair value upon the close of the transaction. As a result, we recognized a gain of approximately $4,978 million, which was classified in the line item other income (loss) — net in our consolidated statement of income.” (10-K Note 2). 4-43 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education. Chapter 04 - Consolidated Financial Statements and Outside Ownership INSTAPOWER: FASB ASC AND IFRS RESEARCH CASE 1. What is the total consideration transferred by Q-Car to acquire its 90 percent controlling interest in InstaPower? Cash Shares of Q-Car stock Contingency Total consideration transferred $60,000,000 27,000,000 10,000,000 $97,000,000 The shares of Q-Car stock and the contingency are both measured at their acquisition-date fair values (ASC 805-30-30-7, ASC 805-30-25-5). 2. What values should Q-Car assign to identifiable assets and liabilities as part of the acquisition accounting? Cash Accounts receivable Land Building Machinery Trademark Research and development asset Accounts payable Total identifiable net asset fair value $ 270,000 800,000 2,930,000 19,000,000 46,000,000 8,000,000 14,000,000 (1,000,000) $90,000,000 (ASC 805-20-30-1) 3. What is the acquisition-date value assigned to the 10 percent noncontrolling interest? What are the noncontrolling interest valuation alternatives available under IFRS? Under U.S. GAAP, the acquisition-date noncontrolling interest is measured at its fair value. In this case, there are no readily available market values for the noncontrolling shares so Q-Car has relied on other valuation techniques to arrive at an estimated fair value of $11,000,000. IFRS allows two alternative measures for the noncontrolling interest. The first is identical to the U.S. measure. The second alternative uses the noncontrolling interest percentage of the fair value of the subsidiary’s identifiable net assets. In this case, the second alternative provides a value of $9,000,000 ($90,000,000 x 10%). 4. Under U.S. GAAP, what amount should Q-Car recognize as goodwill from the acquisition? What alternative valuations are available for goodwill under IFRS? Goodwill under U.S. GAAP (ASC 805-30-30-1) and IFRS alternative 1 (IFRS 3 IN 8): Consideration transferred (above) Acqui si tion-date noncontrolling interest fair value Acqui si tion-date value assigned to subsidiary Net assets acquired fair value (above) Goodwill $ 97,000,000 11,000,000 $108,000,000 90,000,000 $ 18,000,000 Goodwill under IFRS alternative 2: Consideration transferred (above) Acqui si tion-date NCI value assigned (above) Acqui si tion-date value assigned to subsidiary Net assets acquired fair value (above) Goodwill $ 97,000,000 9,000,000 $106,000,000 90,000,000 $ 16,000,000 4-44 Copyright © 2015 McGraw-Hill Education. All rights reserved. No reproduction or distribution without the prior written consent of McGraw-Hill Education.