Determining the appropriate tax rate for equity method investments
Differed tax items recognized for equity method investments
Phantom depreciation and goodwill
Effects of intercompany transactions
SEC views and guidelines for applying the equity method
Purchase Accounting for Business Combinations
Module 2: Purchase accounting basics-concepts of fair value and goodwill
Calculating net identifiable assets-write-ups, write-downs, and deferred taxes
Adjustment of LIFO inventories to reflect fair value
Estimating the write-up to intangible assets from recognizing the target's self-created assets
Transaction and market impacts on the valuation of long-term liabilities
Calculating the purchase price, goodwill, and the treatment of transaction fees
How to treat negative goodwill, how it is allocated and when it results in an extraordinary gain
Module 3: Forecasting the Performance of the Combined Company
Analytic objectives-impact of earnings accretion and dilution on equity value; analysis of cash flows for debt service
How the combined company's form influences the approach to forecasting-mergers versus acquisitions
Forecasting synergies-common omissions that overstate operating results
Cash flow effects from net operating loss limits
Module 4: Internal Revenue Code Section 338(g) and 338(h)(10) Transactions
Concept of inside and outside basis as it applies to deemed asset sales transactions
Calculating the Aggregate Deemed Sales Price
Calculating the Adjusted Grossed-Up Basis
Analyzing the transaction costs and benefits
Real world examples and journal entries for common to complex M&A accounting treatments
Describe the equity method of consolidation
Account for equity method investments
Explain the tax considerations for equity method investments
Describe the impact of phantom goodwill or phantom depreciation
State the effect of not eliminating intercompany transactions
State the requirements for applying the equity method
Describe the fundamental concepts for accounting for business combinations using the purchase model
Determine a targets' net identifiable assets by adjusting for existing goodwill, long-term asset write-ups and write-downs, LIFO inventories, deferred tax items, and fees
Determine how net operating loss limitations may impact the combined company's future cash flows
Calculate the acquisition purchase price and transaction goodwill
Account for negative goodwill by allocation and recognition of extraordinary gains
Estimate the impact of target's unrecognized intangible assets on goodwill and the combined company's future earnings
Calculate the accretion and dilution of future earnings resulting from business combinations
Explain the mechanism of an IRC 338(g) transaction
Describe the conditions that make a 338(g) transaction economically feasible
Explain the mechanism of an IRC 338(h)(10) transaction
Describe the conditions that make a 338(h)(10) transaction economically feasible
Explain how the Aggregate Deemed Sales Price and Adjusted Grossed-Up Basis are determined
Determine the Seller's and Buyer's ranges of indifference