Purchase versus Pooling in Stock-for-Stock Acquisitions: Why Do Firms Care?
AbstractThe accounting for business combinations has long been one of the most controversial financial reporting issues, generating numerous opinions and interpretations by the American Institute of Certified Public Accountants (AICPA), Financial Accounting Standard Board (FASB), Securities and Exchange Commission (SEC) and the Emerging Issues Task Force (EITF). At the center of the controversy is the principal established in 1970 by Accounting Principles Board Opinion (APBO) No.16 that both the purchase method and the pooling-of-interests method are acceptable in accounting for business combinations. The distinction between purchase and pooling relates mainly to how the difference between the price paid for the common shares of the acquired company and the book value of its net assets (herein referred to as the "step-up") is accounted for on the consolidated financial statements. Under the pooling method, the step-up is not recognized and the net assets of the acquired company are combined with those of the acquiring company at their book values as though the two companies had always been a single enterprise. Under the purchase method, the acquiring company recognizes the differential by restating all assets and liabilities of the acquired company to their fair values. Consequently, the additional depreciation and amortization expense arising from the asset write-up often associated with the purchase method leads to post-merger earnings that can be substantially lower than those reported under the pooling treatment.
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Bibliographic InfoPaper provided by Stanford University, Graduate School of Business in its series Research Papers with number 1614.
Date of creation: Jan 2000
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- Duke, Joanne C. & Hunt, Herbert III, 1990. "An empirical examination of debt covenant restrictions and accounting-related debt proxies," Journal of Accounting and Economics, Elsevier, Elsevier, vol. 12(1-3), pages 45-63, January.
- Clifford W. Smith Jr. & Ross L. Watts, 1982. "Incentive and Tax Effects of Executive Compensation Plans," Australian Journal of Management, Australian School of Business, Australian School of Business, vol. 7(2), pages 139-157, December.
- Dechow, Patricia M. & Sloan, Richard G., 1991. "Executive incentives and the horizon problem : An empirical investigation," Journal of Accounting and Economics, Elsevier, Elsevier, vol. 14(1), pages 51-89, March.
- Myers, Stewart C. & Majluf, Nicholas S., 1984. "Corporate financing and investment decisions when firms have information that investors do not have," Journal of Financial Economics, Elsevier, Elsevier, vol. 13(2), pages 187-221, June.
- Petry, Glenn & Settle, John, 1991. "Relationship of takeover gains to the stake of managers in the acquiring firm," Journal of Economics and Business, Elsevier, Elsevier, vol. 43(2), pages 99-114, May.
- Kroll, Mark & Simmons, Susan A. & Wright, Peter, 1990. "Determinants of chief executive officer compensation following major acquisitions," Journal of Business Research, Elsevier, Elsevier, vol. 20(4), pages 349-366, June.
- Healy, Paul M. & Kang, Sok-Hyon & Palepu, Krishna G., 1987. "The effect of accounting procedure changes on CEOs' cash salary and bonus compensation," Journal of Accounting and Economics, Elsevier, Elsevier, vol. 9(1), pages 7-34, April.
- Nathan, Kevin, 1988. "Do firms pay to pool?: Some empirical evidence," Journal of Accounting and Public Policy, Elsevier, Elsevier, vol. 7(3), pages 185-200.
- Amihud, Yakov & Lev, Baruch & Travlos, Nickolaos G, 1990. " Corporate Control and the Choice of Investment Financing: The Case of Corporate Acquisitions," Journal of Finance, American Finance Association, American Finance Association, vol. 45(2), pages 603-16, June.
- Sweeney, Amy Patricia, 1994. "Debt-covenant violations and managers' accounting responses," Journal of Accounting and Economics, Elsevier, Elsevier, vol. 17(3), pages 281-308, May.
- Myers, Stewart C. & Majluf, Nicolás S., 1945-, 1984. "Corporate financing and investment decisions when firms have information that investors do not have," Working papers 1523-84., Massachusetts Institute of Technology (MIT), Sloan School of Management.
- Healy, Paul M., 1985. "The effect of bonus schemes on accounting decisions," Journal of Accounting and Economics, Elsevier, Elsevier, vol. 7(1-3), pages 85-107, April.
- Shivdasani, Anil, 1993. "Board composition, ownership structure, and hostile takeovers," Journal of Accounting and Economics, Elsevier, Elsevier, vol. 16(1-3), pages 167-198, April.
- Stewart C. Myers & Nicholas S. Majluf, 1984. "Corporate Financing and Investment Decisions When Firms Have InformationThat Investors Do Not Have," NBER Working Papers 1396, National Bureau of Economic Research, Inc.
- Garcia, Clemence, 2007. "How Accounting for Goodwill relies on Underlying Assumptions : a Historical Approach," Economics Papers from University Paris Dauphine 123456789/2638, Paris Dauphine University.
- Richardson, Scott & Tuna, A. Irem & Wysocki, Peter D., 2003. "Accounting for Taste: Board Member Preferences and Corporate Policy Choices," Working papers 4307-03, Massachusetts Institute of Technology (MIT), Sloan School of Management.
- Tomaso Duso & Klaus Gugler & Burcin Yurtoglu, 2006.
"Is the Event Study Methodology Useful for Merger Analysis? A Comparison of Stock Market and Accounting Data,"
CIG Working Papers, Wissenschaftszentrum Berlin (WZB), Research Unit: Competition and Innovation (CIG)
SP II 2006-19, Wissenschaftszentrum Berlin (WZB), Research Unit: Competition and Innovation (CIG).
- Duso, Tomaso & Gugler, Klaus & Yurtoglu, Burcin, 2010. "Is the event study methodology useful for merger analysis? A comparison of stock market and accounting data," International Review of Law and Economics, Elsevier, Elsevier, vol. 30(2), pages 186-192, June.
- Duso, Tomaso & Gugler, Klaus & Yurtoglu, Burcin B., 2006. "Is the Event Study Methodology Useful for Merger Analysis? A Comparison of Stock Market and Accounting Data," Discussion Paper Series of SFB/TR 15 Governance and the Efficiency of Economic Systems 163, Free University of Berlin, Humboldt University of Berlin, University of Bonn, University of Mannheim, University of Munich.
- Gao, Ning, 2011. "The adverse selection effect of corporate cash reserve: Evidence from acquisitions solely financed by stock," Journal of Corporate Finance, Elsevier, Elsevier, vol. 17(4), pages 789-808, September.
- Robin Wilber, 2007. "Why do firms repurchase stock to acquire another firm?," Review of Quantitative Finance and Accounting, Springer, Springer, vol. 29(2), pages 155-172, August.
- Skinner, Douglas J., 2008. "Discussion of "The implications of unverifiable fair-value accounting: Evidence from the political economy of goodwill accounting"," Journal of Accounting and Economics, Elsevier, Elsevier, vol. 45(2-3), pages 282-288, August.
- Dos Santos, Marcelo B. & Errunza, Vihang R. & Miller, Darius P., 2008. "Does corporate international diversification destroy value? Evidence from cross-border mergers and acquisitions," Journal of Banking & Finance, Elsevier, Elsevier, vol. 32(12), pages 2716-2724, December.
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