This Subtopic provides guidance on a transaction or other event in which a not-for-profit, business-oriented health care entity (see Section
954-10-05) that is the reporting entity combines with one or more other
not-for-profit entities (NFPs),
businesses, or
nonprofit activities in a transaction that meets the definition of a
merger of not-for-profit entities or an
acquisition by a not-for-profit entity.
This Subtopic follows the same scope and scope exceptions as the Overall Subtopic, see Section
954-10-15, with the following exceptions noted below.
The guidance in this Subtopic applies only to not-for-profit, business-oriented health care entities (see Section
954-10-05).
For a merger of not-for-profit entities, a new entity that is both a not-for-profit, business-oriented health care entity and a public entity shall disclose the performance indicator for the current reporting period as though the merger date had been the beginning of the annual reporting period (supplemental pro forma information). For an
acquisition by a not-for-profit entity, a not-for-profit, business-oriented health care entity that is a public entity shall disclose all of the following:
- a
The performance indicator attributable to the acquiree since the acquisition date that is included in the statement of activities for the reporting period. - b
The performance indicator as though the acquisition date for all acquisitions that occurred during the current year had occurred the beginning of the annual reporting period (supplemental pro forma information).
- c
If the acquirer presents comparative financial statements, the performance indicator as though the acquisition date for all acquisitions that occurred during the current year had occurred as of the beginning of the comparable prior annual reporting period (supplemental pro forma information). For example, for a calendar year-end entity, disclosures would be provided for an acquisition by a not-for-profit entity that occurs in 20X2, as if it occurred on January 1, 20X1. Such disclosures would not be revised if 20X2 is presented for comparative purposes with the 20X3 financial statements (even if 20X2 is the earliest period presented).
- d
The nature and amount of any material, nonrecurring pro forma adjustments directly attributable to the acquisition(s) included in the reported pro forma performance indicator (supplemental pro forma information).
(P) December 16, 2027; (N) December 16, 2028
270-10-65-1For an
acquisition by a not-for-profit entity, a not-for-profit, business-oriented health care entity that is a public entity shall disclose all of the following
in interim and annual reporting periods:- a
The performance indicator attributable to the acquiree since the acquisition date that is included in the statement of activities for the reporting period. - b
The performance indicator as though the acquisition date for all acquisitions that occurred during the current year had occurred the beginning of the annual reporting period (supplemental pro forma information).
- c
If the acquirer presents comparative financial statements, the performance indicator as though the acquisition date for all acquisitions that occurred during the current year had occurred as of the beginning of the comparable prior annual reporting period (supplemental pro forma information). For example, for a calendar year-end entity, disclosures would be provided for an acquisition by a not-for-profit entity that occurs in 20X2, as if it occurred on January 1, 20X1. Such disclosures would not be revised if 20X2 is presented for comparative purposes with the 20X3 financial statements (even if 20X2 is the earliest period presented).
- d
The nature and amount of any material, nonrecurring pro forma adjustments directly attributable to the acquisition(s) included in the reported pro forma performance indicator (supplemental pro forma information).
If the disclosure of any of the information required by paragraph 954-805-50-2 or paragraph 954-805-50-1 is impracticable, a not-for-profit, business-oriented health care entity shall disclose that fact and explain why the disclosure is impracticable. The term impracticable has the same meaning as impracticability in paragraph 250-10-45-9. (P) December 16, 2027; (N) December 16, 2028
270-10-65-1If the disclosure of any of the information required by paragraph 954-805-50-2 or paragraph 954-805-50-1 is impracticable, a not-for-profit, business-oriented health care entity shall disclose in interim and annual reporting periods that fact and explain why the disclosure is impracticable. The term impracticable has the same meaning as impracticability in paragraph 250-10-45-9.