ASC 805 Valuation Update: Application Software

Financial Accounting Standards Board (FASB) and the Securities and Exchange Commission (SEC) have consistently emphasized the importance of accurate business combination accounting.  The introduction of the substantially updated guidance coincided with the recession, resulting in 2010 to be the first full year for the healthy, post-FAS 141R M&A activity.  We studied the accounting purchase price allocation results with the focus on goodwill and identifiable intangible asset for Application Software companies.  Please download our summary by clicking on the image below.

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Financial Forecast For Purchase Price Allocation (ASC 805/IFRS 3)

This article covers several key factors to consider when building a financial forecast or projected financial information (PFI).  This guidance is designed for financial forecasts used in purchase price allocations, i.e., valuation of intangible assets as part of purchase accounting under US GAAP ASC 805 and IFRS 3.  Here are a few requirements:   PFI has to be long enough

Shadow Preferred Stock Devalues Convertible Note

Convertible notes are starting to resemble CDOs, collateralized debt obligations that led to the 2008 financial crisis, partly because few understood how they worked. From the economic perspective, convertible notes are complex; that includes Simple  Agreements for Future Equity (SAFEs). In fact, they are referred to as “complex financial instruments” by auditors and financial regulators.  A typical convertible note is

What M&A Purchase Consideration Is Actually Worth?

Most M&A pricing efforts are focused on valuing an acquired business. Essentially no consideration is given to the value of assets an acquirer is giving up in a transaction. We will attempt to clarify some of these issues.

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