# ASC 505-30-25: Equity — Treasury Stock — 25 Recognition

Source: FASB Accounting Standards Codification, Basic View

[Read online](https://asc.understandingaccounting.org/asc/505/30/#25-recognition)

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## ASC 505-30-25: 25 Recognition

[Read section](https://asc.understandingaccounting.org/asc/505/30/#25-recognition)

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##### [505-30-25-1](https://asc.understandingaccounting.org/asc/505/30/#505-30-25-1)

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This Section addresses the accounting requirements for the differences in amounts that result in either of the following situations:

1.  a
    
    An entity repurchases its own outstanding common stock for an amount that differs from the price obtainable in open market transactions.
    
2.  b
    
    An entity subsequently resells previously repurchased common stock for an amount that differs from the repurchase amount paid.
    

This Section also identifies a program to acquire treasury shares, often described as an accelerated share repurchase program, as two separate transactions.

##### [505-30-25-2](https://asc.understandingaccounting.org/asc/505/30/#505-30-25-2)

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Laws of some states govern the circumstances under which an entity may acquire its own stock and prescribe the accounting treatment therefor. If such requirements are at variance with the requirements of paragraphs [505-30-25-7](https://asc.understandingaccounting.org/asc/505/30/#505-30-25-7) and

[505-30-30-6 through 30-10](https://asc.understandingaccounting.org/asc/505/30/#505-30-30-6)

, the accounting shall conform to the applicable law.

#### Requirement to Allocate Repurchase Amount

##### [505-30-25-3](https://asc.understandingaccounting.org/asc/505/30/#505-30-25-3)

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The facts and circumstances associated with a share repurchase may suggest that the total payment relates to other than the shares repurchased. An entity offering to repurchase shares only from a specific shareholder (or group of shareholders) suggests that the repurchase may involve more than the purchase of treasury shares. Also, if an entity repurchases shares at a price that is different from the price obtainable in transactions in the open market or transactions in which the identity of the selling shareholder is not important, some portion of the amount being paid presumably represents a payment for stated or unstated rights or privileges that shall be given separate accounting recognition. See paragraph [505-30-30-3](https://asc.understandingaccounting.org/asc/505/30/#505-30-30-3) for the measurement requirements associated with the different elements identified within such a transaction.

##### [505-30-25-4](https://asc.understandingaccounting.org/asc/505/30/#505-30-25-4)

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Payments by an entity to a shareholder or former shareholder attributed, for example, to a standstill agreement, or any agreement in which a shareholder or former shareholder agrees not to purchase additional shares, shall be expensed as incurred. Such payments do not give rise to assets of the entity.

#### Accelerated Share Repurchase Programs

##### [505-30-25-5](https://asc.understandingaccounting.org/asc/505/30/#505-30-25-5)

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An accelerated share repurchase program is a combination of transactions that permits an entity to repurchase a targeted number of shares immediately with the final repurchase price of those shares determined by an average market price over a fixed period of time. An accelerated share repurchase program is intended to combine the immediate share retirement benefits of a tender offer with the market impact and pricing benefits of a disciplined daily open market stock repurchase program.

##### [505-30-25-6](https://asc.understandingaccounting.org/asc/505/30/#505-30-25-6)

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An entity shall account for such an accelerated share repurchase program as the following two separate transactions:

1.  a
    
    As shares of common stock acquired in a treasury stock transaction recorded on the acquisition date
    
2.  b
    
    As a forward contract indexed to its own common stock. Subtopic 815-40 provides guidance on the accounting for contracts that are indexed to an entity's own common stock.
    

Example 1 (see paragraph [505-30-55-1](https://asc.understandingaccounting.org/asc/505/30/#505-30-55-1)) provides an illustration of an accelerated share repurchase program that is addressed by this guidance.

#### Subsequent Resale of Shares Repurchased

##### [505-30-25-7](https://asc.understandingaccounting.org/asc/505/30/#505-30-25-7)

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After an entity's repurchase of its own outstanding common stock, sometimes it may either retire the repurchased shares and issue additional common shares, or, as an alternative, resell the repurchased shares. In either case, the price received may differ from the amount paid to repurchase the shares. While the net asset value of the shares of common stock outstanding in the hands of the public may be increased or decreased by such repurchase and retirement, such transactions relate to the capital of the corporation and do not give rise to corporate profits or losses. There is no essential difference between the following:

1.  a
    
    The repurchase and retirement of a corporation's own common stock and the subsequent issue of common shares
    
2.  b
    
    The repurchase and resale of its own common stock.

##### [505-30-25-8](https://asc.understandingaccounting.org/asc/505/30/#505-30-25-8)

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Even though there may be cases where the transactions involved are so inconsequential as to be immaterial, as a broad general principle, such transactions shall not be reflected in retained earnings (either directly or through inclusion in the income statement). The qualification shall not be applied to any transaction that, although in itself inconsiderable in amount, is a part of a series of transactions that in the aggregate are of substantial importance.

##### [505-30-25-9](https://asc.understandingaccounting.org/asc/505/30/#505-30-25-9)

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The difference between the repurchase and resale prices of a corporation's own common stock shall be reflected as part of the capital of a corporation and allocated to the different components within stockholder equity as required by paragraphs

[505-30-30-5 through 30-10](https://asc.understandingaccounting.org/asc/505/30/#505-30-30-5)

.
