Purchase versus Pooling in Stock-for-Stock Acquisitions: Why Do Firms Care?
The 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.
|Date of creation:||Jan 2000|
|Date of revision:|
|Contact details of provider:|| Postal: Stanford University, Stanford, CA 94305-5015|
Phone: (650) 723-2146
Web page: http://gsbapps.stanford.edu/researchpapers/
More information through EDIRC
References listed on IDEAS
Please report citation or reference errors to , or , if you are the registered author of the cited work, log in to your RePEc Author Service profile, click on "citations" and make appropriate adjustments.:
- 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, vol. 13(2), pages 187-221, 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, 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, vol. 7(3), pages 185-200.
- Sweeney, Amy Patricia, 1994. "Debt-covenant violations and managers' accounting responses," Journal of Accounting and Economics, Elsevier, vol. 17(3), pages 281-308, May.
- 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, vol. 12(1-3), pages 45-63, January.
- Dechow, Patricia M. & Sloan, Richard G., 1991. "Executive incentives and the horizon problem : An empirical investigation," Journal of Accounting and Economics, Elsevier, vol. 14(1), pages 51-89, March.
- Kroll, Mark & Simmons, Susan A. & Wright, Peter, 1990. "Determinants of chief executive officer compensation following major acquisitions," Journal of Business Research, Elsevier, vol. 20(4), pages 349-366, June.
- 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, vol. 45(2), pages 603-16, June.
- Healy, Paul M., 1985. "The effect of bonus schemes on accounting decisions," Journal of Accounting and Economics, Elsevier, vol. 7(1-3), pages 85-107, April.
- Clifford W. Smith Jr. & Ross L. Watts, 1982. "Incentive and Tax Effects of Executive Compensation Plans," Australian Journal of Management, Australian School of Business, vol. 7(2), pages 139-157, December.
- Petry, Glenn & Settle, John, 1991. "Relationship of takeover gains to the stake of managers in the acquiring firm," Journal of Economics and Business, Elsevier, vol. 43(2), pages 99-114, May.
- 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.
- Shivdasani, Anil, 1993. "Board composition, ownership structure, and hostile takeovers," Journal of Accounting and Economics, Elsevier, vol. 16(1-3), pages 167-198, April.
- 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.
When requesting a correction, please mention this item's handle: RePEc:ecl:stabus:1614. See general information about how to correct material in RePEc.
For technical questions regarding this item, or to correct its authors, title, abstract, bibliographic or download information, contact: ()
If references are entirely missing, you can add them using this form.