Illustration: Intangible assets – separability and contractual legal criteria On January 1, 2020, Popoy Co. acquired all the assets and liabilities of Basha Co. for ₱1,000,000. Relevant financial information of Basha are as follows: Carrying amounts Other assets Fair values 1,300,000 1,180,000 100,000 - - 50,000 100,000 20,000 1,500,000 1,250,000 Bonds Payables 400,000 450,000 Total Liabilities 400,000 450,000 Computer software Patent Goodwill Total Assets Liabilities Additional information: The computer software is considered obsolete The patent has a remaining useful life of 10 years and a remaining legal life of 12 years. Basha Co. has research and development (R&D) projects with fair value of ₱50,000. However, Basha recognized the R&D costs as expenses when they were incurred. How much is the goodwill or gain on bargain purchase? Solution: Consideration transferred 1,000,000 Non-controlling interest in the acquiree - Previously held equity interest in the acquiree - Total 1,000,000 Fair value of net identifiable assets acquired (830,000) Goodwill 170,000 The fair value of net identifiable assets acquired is computed as follows: Fair value of identifiable assets acquired, excluding computer software and recorded goodwill but including patent and R&D 1,280,000 Fair value of liabilities assumed (450,000) Fair value of net identifiable assets acquired 830,000 An acquirer recognizes an acquiree’s R&D as intangible asset even if the acquiree has already expensed the related costs. Illustration 2: Intangible assets On January 1, 2020, Popoy Co. acquired all the assets and liabilities of XYZ, Inc. for ₱1,500,000. XYZ’s assets and liabilities have fair values of ₱1,600,000 and ₱600,000, respectively. Not included in the fair of assets are the following unrecorded intangible assets: Type of intangible asset Fair value Customer list 50,000 Customer contract #1 20,000 Customer contract #2 10,000 Order (production) backlog 20,000 Internet domain name 25,000 Trademark 35,000 Trade secret processes 25,000 Mask words 15,000 Total 200,000 Additional information: Customer contract #1 refers to an agreement between Basha and a customer, wherein Basha is to supply goods to customer for a period of 5 years. The remaining period of the contract is 3 years. The agreement is expected to be renewed at the contract-end but is not separable. Customer contract #2 refers to Basha’s insurance segment’s portfolio of one-year motor insurance contracts that are cancellable by policy holders. Basha transacts with its customers solely through purchase and sales orders. As of acquisition date, has a backlog of customer purchase orders from 60% of its customers, all of whom are recurring customers. The other 40% are also recurring customers but Basha has no open purchase orders or other contracts with those customers. The internet domain name is registered. How much is the goodwill or gain on bargain purchase? Solution: Consideration transferred 1,500,000 Non-controlling interest in the acquiree - Previously held equity interest in the acquiree - Total Fair value of net identifiable assets acquired Goodwill 1,500,000 (1,200,000) 300,000