{"schema_version":2,"canonical_url":"https://asc.understandingaccounting.org/asc/805/","source":"FASB Accounting Standards Codification, Basic View","usage":"Study and research edition. Verify current requirements with the official source. Summaries, enrichment, and tags are machine-generated study aids. Paragraph html preserves source markup; snippet is abbreviated. Pending content is not necessarily effective.","number":"805","title":"Business Combinations","area":"Broad Transactions","group":null,"subtopics":[{"number":"805-10","topic":"805","title":"Overall","area":"Broad Transactions","paragraphs":178,"summary":"ASC 805-10 is the Overall subtopic of Business Combinations: it sets the scope of the Topic and governs two of the four steps of the acquisition method — identifying the acquirer and determining the acquisition date — plus the definition of a business, the measurement period, and deciding what is (and is not) part of the business combination exchange. Every transaction meeting the definition of a business combination must be accounted for by the acquisition method (805-10-25-1); if the acquired set is not a business, it is an asset acquisition. It also sets the disclosure objectives and requirements enabling users to evaluate the nature and financial effects of a combination.","concepts":["acquisition method","definition of a business","identifying the acquirer","acquisition date","measurement period","step acquisition","acquisition-related costs","preexisting relationship settlement"],"categories":["Business combinations","Recognition","Initial measurement","Disclosure"],"level":"intermediate","topic_title":"Business Combinations","sections":[{"number":"00","label":"00 Status","anchor":"00-status","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-10-00-1","para":"00-1","html":"
The following table identifies the changes made to this Subtopic.
ParagraphActionAccounting Standards UpdateDate
AcquireeAmendedAccounting Standards Update No. 2010-0701/28/2010
AcquirerAmendedAccounting Standards Update No. 2025-0305/12/2025
Acquisition by a Not-for-Profit EntityAddedAccounting Standards Update No. 2010-0701/28/2010
Beneficial InterestsAddedAccounting Standards Update No. 2014-1308/05/2014
BusinessAmendedAccounting Standards Update No. 2017-0101/05/2017
Business CombinationAmendedAccounting Standards Update No. 2010-0701/28/2010
Collateralized Financing EntityAddedAccounting Standards Update No. 2014-1308/05/2014
Conduit Debt SecurityAddedMaintenance Update 2014-20 (PDF)09/29/2014
ContractAddedAccounting Standards Update No. 2016-0202/25/2016
Control of a Not-for-Profit EntityAddedAccounting Standards Update No. 2010-0701/28/2010
Corporate Joint VentureAddedAccounting Standards Update No. 2023-0508/23/2023
Direct Financing LeaseAmendedAccounting Standards Update No. 2021-0507/19/2021
Direct Financing LeaseAddedAccounting Standards Update No. 2016-0202/25/2016
Equity InterestsAmendedAccounting Standards Update No. 2010-0701/28/2010
Financial Asset (2nd def.)AmendedAccounting Standards Update No. 2016-1912/14/2016
GoodwillAmendedAccounting Standards Update No. 2023-0508/23/2023
GoodwillAmendedAccounting Standards Update No. 2010-0701/28/2010
Joint VentureAddedAccounting Standards Update No. 2023-0508/23/2023
LeaseAddedAccounting Standards Update No. 2016-0202/25/2016
LesseeAddedAccounting Standards Update No. 2016-0202/25/2016
LessorAddedAccounting Standards Update No. 2016-0202/25/2016
Merger of Not-for-Profit EntitiesAddedAccounting Standards Update No. 2010-0701/28/2010
Nonfinancial AssetAddedAccounting Standards Update No. 2014-1308/05/2014
Nonprofit ActivityAddedAccounting Standards Update No. 2010-0701/28/2010
Not-for-Profit EntityAddedAccounting Standards Update No. 2010-0701/28/2010
OwnersAmendedAccounting Standards Update No. 2010-0701/28/2010
Primary BeneficiaryAddedAccounting Standards Update No. 2025-0305/12/2025
Public Business EntityAmendedMaintenance Update 2017-06 (PDF)04/07/2017
Public Business EntityAmendedMaintenance Update 2016-11 (PDF)06/27/2016
Public Business EntityAddedAccounting Standards Update No. 2015-1609/25/2015
Public EntityAmendedMaintenance Update 2014-20 (PDF)09/29/2014
Public EntityAmendedAccounting Standards Update No. 2010-0701/28/2010
Sales-Type LeaseAmendedAccounting Standards Update No. 2021-0507/19/2021
Sales-Type LeaseAddedAccounting Standards Update No. 2016-0202/25/2016
Underlying AssetAddedAccounting Standards Update No. 2016-0202/25/2016
805-10-05-1AmendedAccounting Standards Update No. 2023-0508/23/2023
805-10-15-1AmendedAccounting Standards Update No. 2023-0508/23/2023
805-10-15-3AmendedAccounting Standards Update No. 2010-0701/28/2010
805-10-15-4AmendedAccounting Standards Update No. 2023-0508/23/2023
805-10-15-4AmendedAccounting Standards Update No. 2016-1912/14/2016
805-10-15-4AmendedAccounting Standards Update No. 2014-1308/05/2014
805-10-15-4AmendedAccounting Standards Update No. 2010-0701/28/2010
805-10-25-5AmendedAccounting Standards Update No. 2025-0305/12/2025
805-10-25-10AmendedAccounting Standards Update No. 2016-0101/05/2016
805-10-25-10AmendedAccounting Standards Update No. 2013-0503/04/2013
805-10-25-13AmendedAccounting Standards Update No. 2015-1609/25/2015
805-10-25-17AmendedAccounting Standards Update No. 2015-1609/25/2015
805-10-50-1 through 50-5
AmendedAccounting Standards Update No. 2025-1112/08/2025
805-10-50-2AmendedMaintenance Update 2016-05 (PDF)04/12/2016
805-10-50-2AmendedAccounting Standards Update No. 2010-0201/06/2010
805-10-50-2AmendedAccounting Standards Update No. 2010-2912/21/2010
805-10-50-6SupersededAccounting Standards Update No. 2015-1006/12/2015
805-10-50-7AmendedAccounting Standards Update No. 2025-1112/08/2025
805-10-55-3AAddedAccounting Standards Update No. 2017-0101/05/2017
805-10-55-4AmendedAccounting Standards Update No. 2017-0101/05/2017
805-10-55-5AmendedAccounting Standards Update No. 2017-0101/05/2017
805-10-55-5A through 55-5F
AddedAccounting Standards Update No. 2017-0101/05/2017
805-10-55-6AmendedAccounting Standards Update No. 2017-0101/05/2017
805-10-55-7SupersededAccounting Standards Update No. 2017-0101/05/2017
805-10-55-8AmendedAccounting Standards Update No. 2017-0101/05/2017
805-10-55-9AmendedAccounting Standards Update No. 2017-0101/05/2017
805-10-55-10AmendedAccounting Standards Update No. 2025-0305/12/2025
805-10-55-10AmendedMaintenance Update 2018-02 (PDF)02/02/2018
805-10-55-16AmendedAccounting Standards Update No. 2015-1609/25/2015
805-10-55-27 through 55-29
AmendedAccounting Standards Update No. 2015-1609/25/2015
805-10-55-37AmendedMaintenance Update 2016-11 (PDF)06/27/2016
805-10-55-44AmendedAccounting Standards Update No. 2016-0202/25/2016
805-10-55-45AmendedMaintenance Update No. 2025-05 (PDF)06/20/2025
805-10-55-47AmendedAccounting Standards Update No. 2011-0405/12/2011
805-10-55-49AmendedAccounting Standards Update No. 2010-2912/21/2010
805-10-55-50AddedAccounting Standards Update No. 2010-2912/21/2010
805-10-55-51 through 55-96
AddedAccounting Standards Update No. 2017-0101/05/2017
805-10-65-1AmendedAccounting Standards Update No. 2010-0701/28/2010
805-10-65-2AddedAccounting Standards Update No. 2010-2912/21/2010
805-10-65-3AddedAccounting Standards Update No. 2015-1609/25/2015
805-10-65-4AddedAccounting Standards Update No. 2017-0101/05/2017
805-10-65-5AddedAccounting Standards Update No. 2025-0305/12/2025
","snippet":"The following table identifies the changes made to this Subtopic.\nParagraph | Action | Accounting Standards Update | Date |\n| | | |\nAcquiree | Amended | Accounting Standards Update No. 2010-07 | 01/28/2010 |\nAcquirer | A…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d1e4a640d0b03f63cf7e065074aea9983b43d92e887955cc93ab804983820016","downloaded_from":"2026-09-10T01:22:15.852Z","last_downloaded_at":"2026-09-10T01:22:15.852Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480622","source_sha256":"94e227e2aa02977e434b97983cb5945c51934df0a1b8f54dfbb15de0adc9a715"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bb8cff1925149a019a7405b50aa63d4aba72765a60ca61a1fd6380b6238f78ca","downloaded_from":"2026-09-10T01:22:15.852Z","last_downloaded_at":"2026-09-10T01:22:15.852Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480622","source_sha256":"94e227e2aa02977e434b97983cb5945c51934df0a1b8f54dfbb15de0adc9a715"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ab7afe7c1e60351743e949e5484e2480e447f955fa85fa92a06d049221bbafc5","downloaded_from":"2026-09-10T01:22:15.852Z","last_downloaded_at":"2026-09-10T01:22:15.852Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480622","source_sha256":"94e227e2aa02977e434b97983cb5945c51934df0a1b8f54dfbb15de0adc9a715"}},{"number":"05","label":"05 Overview and Background","anchor":"05-overview-and-background","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-10-05-1","para":"05-1","html":"
The Business Combinations Topic provides guidance on the accounting and reporting for transactions that represent business combinations to be accounted for under the acquisition method (as described in paragraph 805-10-05-4). In addition, the Topic includes Subtopic 805-50, which provides guidance on transactions sometimes associated with business combinations but that do not meet the requirements to be accounted for as business combinations under the acquisition method, and Subtopic 805-60, which provides guidance on the formation of a joint venture. The Business Combinations Topic includes the following Subtopics:
  1. a
    Overall
  2. b
    Identifiable Assets and Liabilities, and Any Noncontrolling Interest
  3. c
    Goodwill or Gain from Bargain Purchase, Including Consideration Transferred
  4. d
    Reverse Acquisitions
  5. e
    Related Issues
  6. f
    Income Taxes
  7. g
    Joint Venture Formations.
","snippet":"The Business Combinations Topic provides guidance on the accounting and reporting for transactions that represent business combinations to be accounted for under the acquisition method (as described in paragraph 805-10-0…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e0898cd55938aff8e22e82157c926361b2544cdc9f4ce14efbd2e2ad63fe3405","downloaded_from":"2026-09-10T01:22:19.043Z","last_downloaded_at":"2026-09-10T01:22:19.043Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479515","source_sha256":"8df668b0f86bcd6a12d77f0b1c481d24b2dd8c18d167c90ce504521f81eef4be"}},{"citation":"805-10-05-2","para":"05-2","html":"
To accomplish the objective identified in paragraph 805-10-10-1, this Topic establishes principles and requirements for how the acquirer does each of the following:
  1. a
    Recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree
  2. b
    Recognizes and measures the goodwill acquired in the business combination or a gain from a bargain purchase
  3. c
    Determines what information to disclose to enable users of the financial statements to evaluate the nature and financial effects of the business combination.
","snippet":"To accomplish the objective identified in paragraph 805-10-10-1, this Topic establishes principles and requirements for how the acquirer does each of the following:\n(a) Recognizes and measures in its financial statements…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:059e83eb1499b835483be52705a0c48498989154dda21df3d0cda2d56b6619bd","downloaded_from":"2026-09-10T01:22:19.043Z","last_downloaded_at":"2026-09-10T01:22:19.043Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479515","source_sha256":"8df668b0f86bcd6a12d77f0b1c481d24b2dd8c18d167c90ce504521f81eef4be"}},{"citation":"805-10-05-3","para":"05-3","html":"
This Subtopic and Subtopics 805-20 and 805-30 address specific aspects of the acquisition method. Subtopic 805-20 addresses the recognition and measurement of identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree. Subtopic 805-30 addresses the recognition and measurement of goodwill or a gain from a bargain purchase. This Subtopic addresses requirements of the acquisition method, as outlined in the following paragraph, not addressed by those two Subtopics, including the following:
  1. a
    Whether a particular transaction or event is a business combination
  2. b
    The identification of the acquirer and the acquisition date
  3. c
    The period of time that an acquirer has to adjust provisional amounts, referred to as the measurement period
  4. d
    The determination of what is part of a business combination transaction.
","snippet":"This Subtopic and Subtopics 805-20 and 805-30 address specific aspects of the acquisition method. Subtopic 805-20 addresses the recognition and measurement of identifiable assets acquired, the liabilities assumed, and an…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f5bdd2b5b9369282cf6f258ec13b6ef2976e68389bbeb2baf8962c7c8f12a78b","downloaded_from":"2026-09-10T01:22:19.043Z","last_downloaded_at":"2026-09-10T01:22:19.043Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479515","source_sha256":"8df668b0f86bcd6a12d77f0b1c481d24b2dd8c18d167c90ce504521f81eef4be"}},{"citation":"805-10-05-4","para":"05-4","html":"
Paragraph 805-10-25-1 requires that a business combination be accounted for by applying what is referred to as the acquisition method. The acquisition method requires all of the following steps:
  1. a
    Identifying the acquirer
  2. b
    Determining the acquisition date
  3. c
    Recognizing and measuring the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree
  4. d
    Recognizing and measuring goodwill or a gain from a bargain purchase.
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This Subtopic addresses steps (a) and (b) of the acquisition method as listed in the preceding paragraph. Subtopic 805-20 addresses step (c) and Subtopic 805-30 addresses step (d).
","snippet":"This Subtopic addresses steps (a) and (b) of the acquisition method as listed in the preceding paragraph. Subtopic 805-20 addresses step (c) and Subtopic 805-30 addresses step (d).","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:17c0a3be0b1ba2223656e25b9de77c7e9bcd36ab68134730fccf7c7485d13ed2","downloaded_from":"2026-09-10T01:22:19.043Z","last_downloaded_at":"2026-09-10T01:22:19.043Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479515","source_sha256":"8df668b0f86bcd6a12d77f0b1c481d24b2dd8c18d167c90ce504521f81eef4be"}},{"citation":"805-10-05-6","para":"05-6","html":"
Paragraphs presented in bold type in this Topic state the main principles. All paragraphs have equal authority.
","snippet":"Paragraphs presented in bold type in this Topic state the main principles. All paragraphs have equal authority.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e63c041151624c0aecfb9bad68ac280182e92199720bc84c13bc360edd7a4197","downloaded_from":"2026-09-10T01:22:19.043Z","last_downloaded_at":"2026-09-10T01:22:19.043Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479515","source_sha256":"8df668b0f86bcd6a12d77f0b1c481d24b2dd8c18d167c90ce504521f81eef4be"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d33a95689fada289dc7642d8a7ffe6908809dcaab5ff94f737496e4a69b2fb46","downloaded_from":"2026-09-10T01:22:19.043Z","last_downloaded_at":"2026-09-10T01:22:19.043Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479515","source_sha256":"8df668b0f86bcd6a12d77f0b1c481d24b2dd8c18d167c90ce504521f81eef4be"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e66fc8ead34cf1c4bf4043061c3d11d22b25cd4c45390e53bd4245d869df3985","downloaded_from":"2026-09-10T01:22:19.043Z","last_downloaded_at":"2026-09-10T01:22:19.043Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479515","source_sha256":"8df668b0f86bcd6a12d77f0b1c481d24b2dd8c18d167c90ce504521f81eef4be"}},{"number":"10","label":"10 Objectives","anchor":"10-objectives","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-10-10-1","para":"10-1","html":"
The objective of the Subtopics in this Topic that address business combinations is to improve the relevance, representational faithfulness, and comparability of the information that a reporting entity provides in its financial reports about a business combination and its effects.
","snippet":"The objective of the Subtopics in this Topic that address business combinations is to improve the relevance, representational faithfulness, and comparability of the information that a reporting entity provides in its fin…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:dafac1dca1f4845605230212f98e3d49e64fa2de9a52c9f755cb295152edfed2","downloaded_from":"2026-09-10T01:22:21.226Z","last_downloaded_at":"2026-09-10T01:22:21.226Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479485","source_sha256":"696ef9a3256c1f86fe57cfb72c09b5da490884738c799e05c6f0bff55a973956"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:122a090c1afa2cdc916e06ba0353e7d33a79a8fd8437f7eef5598dfd28e001b7","downloaded_from":"2026-09-10T01:22:21.226Z","last_downloaded_at":"2026-09-10T01:22:21.226Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479485","source_sha256":"696ef9a3256c1f86fe57cfb72c09b5da490884738c799e05c6f0bff55a973956"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cad106faac7d27b4e25bc4eb54ed422f5608dc20a0c9c7ccae31e8aa5b6fa91b","downloaded_from":"2026-09-10T01:22:21.226Z","last_downloaded_at":"2026-09-10T01:22:21.226Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479485","source_sha256":"696ef9a3256c1f86fe57cfb72c09b5da490884738c799e05c6f0bff55a973956"}},{"number":"15","label":"15 Scope and Scope Exceptions","anchor":"15-scope-and-scope-exceptions","is_sec":false,"groups":[{"block":null,"heading":"Overall Guidance","paragraphs":[{"citation":"805-10-15-1","para":"15-1","html":"
The Scope Section of the Overall Subtopic establishes the pervasive scope for all Subtopics of the Business Combinations Topic. Unless explicitly addressed within specific Subtopics, the following scope guidance applies to all Subtopics of the Business Combinations Topic, with the exception of Subtopic 805-50and Subtopic 805-60, each of which has its own discrete scope guidance.
","snippet":"The Scope Section of the Overall Subtopic establishes the pervasive scope for all Subtopics of the Business Combinations Topic. Unless explicitly addressed within specific Subtopics, the following scope guidance applies …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:efbc252d6de87241b4e72b96240132c550bf33d66ede0315b34c1b205a918e1b","downloaded_from":"2026-09-10T01:22:22.921Z","last_downloaded_at":"2026-09-10T01:22:22.921Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479455","source_sha256":"48b8ed185bb940f4bef172e275770c548a149537eb32b738fb1024cc511d3678"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bcfee8ac7a86e5f7eaf939a2e37612250d1ae4246b76303127874a95d526b590","downloaded_from":"2026-09-10T01:22:22.921Z","last_downloaded_at":"2026-09-10T01:22:22.921Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479455","source_sha256":"48b8ed185bb940f4bef172e275770c548a149537eb32b738fb1024cc511d3678"}},{"block":null,"heading":"Entities","paragraphs":[{"citation":"805-10-15-2","para":"15-2","html":"
The guidance in the Business Combinations Topic applies to all entities, with specific qualifications and exceptions in paragraph 805-10-15-4.
","snippet":"The guidance in the Business Combinations Topic applies to all entities, with specific qualifications and exceptions in paragraph 805-10-15-4.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9d0b06e913a8f226b145407f4cd112ecb805dd44e3b822e7c255ba64feacded1","downloaded_from":"2026-09-10T01:22:22.921Z","last_downloaded_at":"2026-09-10T01:22:22.921Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479455","source_sha256":"48b8ed185bb940f4bef172e275770c548a149537eb32b738fb1024cc511d3678"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d512abb86858ac63862269b34212eb9429c3197c4b7bf11cd045851baea670a4","downloaded_from":"2026-09-10T01:22:22.921Z","last_downloaded_at":"2026-09-10T01:22:22.921Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479455","source_sha256":"48b8ed185bb940f4bef172e275770c548a149537eb32b738fb1024cc511d3678"}},{"block":null,"heading":"Transactions","paragraphs":[{"citation":"805-10-15-3","para":"15-3","html":"
The guidance in the Business Combinations Topic applies to all transactions or other events that meet the definition of a business combination or an acquisition by a not-for-profit entity.
","snippet":"The guidance in the Business Combinations Topic applies to all transactions or other events that meet the definition of a business combination or an acquisition by a not-for-profit entity.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3f0ebd11b4bd972f55f3b882304388b3b4b137c541aec4b3c561eb38864d77a0","downloaded_from":"2026-09-10T01:22:22.921Z","last_downloaded_at":"2026-09-10T01:22:22.921Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479455","source_sha256":"48b8ed185bb940f4bef172e275770c548a149537eb32b738fb1024cc511d3678"}},{"citation":"805-10-15-4","para":"15-4","html":"
The guidance in the Business Combinations Topic does not apply to any of the following:
  1. a
    The formation of a joint venture or a corporate joint venture (except as described in Subtopic 805-60)
  2. b
    The acquisition of an asset or a group of assets that does not constitute a business or a nonprofit activity
  3. c
    A combination between entities, businesses, or nonprofit activities under common control (see paragraph 805-50-15-6 for examples)
  4. d
    An acquisition by a not-for-profit entity for which the acquisition date is before December 15, 2009 or a merger of not-for-profit entities (NFPs)
  5. e
    A transaction or other event in which an NFP obtains control of a not-for-profit entity but does not consolidate that entity, as described in paragraph 958-810-25-4. The Business Combinations Topic also does not apply if an NFP that obtained control in a transaction or other event in which consolidation was permitted but not required decides in a subsequent annual reporting period to begin consolidating a controlled entity that it initially chose not to consolidate.
  6. f
    Financial assets and financial liabilities of a consolidated variable interest entity that is a collateralized financing entity within the scope of the guidance on collateralized financing entities in Subtopic 810-10.
","snippet":"The guidance in the Business Combinations Topic does not apply to any of the following:\n(a) The formation of a joint venture or a corporate joint venture (except as described in Subtopic 805-60)\n(b) The acquisition of an…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:381778ef0d9f9a45bb6d741a6b9fc87f8302a39444335700715d19e29c80b9ae","downloaded_from":"2026-09-10T01:22:22.921Z","last_downloaded_at":"2026-09-10T01:22:22.921Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479455","source_sha256":"48b8ed185bb940f4bef172e275770c548a149537eb32b738fb1024cc511d3678"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:06e79a181ae1dcf1388f325f319115eabca785c7bb007404c4a4ed4e18b38dd1","downloaded_from":"2026-09-10T01:22:22.921Z","last_downloaded_at":"2026-09-10T01:22:22.921Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479455","source_sha256":"48b8ed185bb940f4bef172e275770c548a149537eb32b738fb1024cc511d3678"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0c12eb02ec13d463e47a73261f459a9bb5c3c066ea2e57a284fb944cbfd2096e","downloaded_from":"2026-09-10T01:22:22.921Z","last_downloaded_at":"2026-09-10T01:22:22.921Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479455","source_sha256":"48b8ed185bb940f4bef172e275770c548a149537eb32b738fb1024cc511d3678"}},{"number":"25","label":"25 Recognition","anchor":"25-recognition","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-10-25-1","para":"25-1","html":"
An entity shall determine whether a transaction or other event is a business combination by applying the definition in this Subtopic, which requires that the assets acquired and liabilities assumed constitute a business. If the assets acquired are not a business, the reporting entity shall account for the transaction or other event as an asset acquisition.An entity shall account for each business combination by applying the acquisition method.
","snippet":"An entity shall determine whether a transaction or other event is a business combination by applying the definition in this Subtopic, which requires that the assets acquired and liabilities assumed constitute a business.…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bf69d433eae860f86efc29189b6e9e7adb2f342c50a212b9f9081a253ed4890a","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-2","para":"25-2","html":"
Paragraph 805-10-05-4 summarizes the four steps in the acquisition method. This Section establishes the requirements for the following two of the four steps:
  1. a
    Identifying the acquirer
  2. b
    Identifying the acquisition date.
","snippet":"Paragraph 805-10-05-4 summarizes the four steps in the acquisition method. This Section establishes the requirements for the following two of the four steps:\n(a) Identifying the acquirer\n(b) Identifying the acquisition d…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a389a2482849a79e9f19dff3320106013a853a8dcbbab71c4b87917fa867c886","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-3","para":"25-3","html":"
This Section also provides guidance on all of the following:
  1. a
    Particular types of business combinations
  2. b
    The measurement period
  3. c
    Determining what is part of the business combination transaction.
","snippet":"This Section also provides guidance on all of the following:\n(a) Particular types of business combinations\n(b) The measurement period\n(c) Determining what is part of the business combination transaction.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:21b7685f540351fc0cb0e59735bd4f51d2e09bfa56dc2a7989e46dca6059b01b","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2e1e0f04a62276a385083d4189b2d2938f42b31d70f057118500b564e7ee86d1","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"block":null,"heading":"Identifying the Acquirer","paragraphs":[{"citation":"805-10-25-4","para":"25-4","html":"
For each business combination, one of the combining entities shall be identified as the acquirer.
","snippet":"For each business combination, one of the combining entities shall be identified as the acquirer.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:747d311e9d01946cfa0d61920a8202227d09cb32712b980d20d409f0c11c5293","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-5","para":"25-5","html":"
The guidance in the General Subsections of Subtopic 810-10 related to determining the existence of a controlling financial interest shall be used to identify the acquirer—the entity that obtains control of the acquiree. If a business combination has occurred but applying that guidance does not clearly indicate which of the combining entities is the acquirer, the factors in paragraphs
805-10-55-11 through 55-15
shall be considered in making that determination. However, in a business combination in which a variable interest entity (VIE) is acquired, the primary beneficiary of that entity always is the acquirer. The determination of which party, if any, is the primary beneficiary of a VIE shall be made in accordance with the guidance in the Variable Interest Entities Subsections of Subtopic 810-10, not by applying either the guidance in the General Subsections of that Subtopic, relating to a controlling financial interest, or in paragraphs
805-10-55-11 through 55-15
.
Transition date:(P) December 16, 2026; (N) December 16, 2026Transition guidance:
805-10-65-5The guidance in the General Subsections of Subtopic 810-10 related to determining the existence of a controlling financial interest shall be used to identify the acquirer—the entity that obtains control of the acquiree. If a business combination has occurred but applying that guidance does not clearly indicate which of the combining entities is the acquirer, the factors in paragraphs
805-10-55-11 through 55-15
shall be considered in making that determination. However, in a business combination in which a variable interest entity (VIE) is acquired, the primary beneficiary of that entity is the acquirer unless the business combination is effected primarily by exchanging equity interests.The determination of which party, if any, is the primary beneficiary of a VIE shall be made in accordance with the guidance in the Variable Interest Entities Subsections of Subtopic 810-10, not by applying either the guidance in the General Subsections of that Subtopic, relating to a controlling financial interest, or the guidance in paragraphs
805-10-55-11 through 55-15
. For a business combination that is effected primarily by exchanging equity interests in which a VIE is acquired, the factors in paragraphs
805-10-55-12 through 55-15
shall be considered in determining which entity is the accounting acquirer.
","snippet":"The guidance in the General Subsections of Subtopic 810-10 related to determining the existence of a controlling financial interest shall be used to identify the acquirer—the entity that obtains control of the acquiree. …","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d3fa111661cc749b4fdbe647eb2791dd1fa715783ed62644421557e9473d5d8e","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8b832f731223a017245f34cd21ca9572677e1b875dcc1f1025661cd2c149a6cf","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"block":null,"heading":"Identifying the Acquisition Date","paragraphs":[{"citation":"805-10-25-6","para":"25-6","html":"
The acquirer shall identify the acquisition date, which is the date on which it obtains control of the acquiree.
","snippet":"The acquirer shall identify the acquisition date, which is the date on which it obtains control of the acquiree.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fc2189d85b89c67439afd349692907dac8aa11c97ca2071a269a9abb6b669d80","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-7","para":"25-7","html":"
The date on which the acquirer obtains control of the acquiree generally is the date on which the acquirer legally transfers the consideration, acquires the assets, and assumes the liabilities of the acquiree—the closing date. However, the acquirer might obtain control on a date that is either earlier or later than the closing date. For example, the acquisition date precedes the closing date if a written agreement provides that the acquirer obtains control of the acquiree on a date before the closing date. An acquirer shall consider all pertinent facts and circumstances in identifying the acquisition date.
","snippet":"The date on which the acquirer obtains control of the acquiree generally is the date on which the acquirer legally transfers the consideration, acquires the assets, and assumes the liabilities of the acquiree—the closing…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:553b774b44aaba49391369896ceaf15b46c0309ae8a111ae623d3027d6089042","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e20fbc344d8357c9593ec9ea9292a2a3a84369250ee59ae10bac96f85632c17b","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"block":null,"heading":"Particular Types of Business Combinations","paragraphs":[{"citation":"805-10-25-8","para":"25-8","html":"
The following guidance describes the accounting for a business combination achieved in stages and a business combination achieved without the transfer of consideration.
","snippet":"The following guidance describes the accounting for a business combination achieved in stages and a business combination achieved without the transfer of consideration.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1b9c8ce55a7cee26bc6b03d133408871871d55c50be9243af215c7f10a908054","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-9","para":"25-9","html":"
An acquirer sometimes obtains control of an acquiree in which it held an equity interest immediately before the acquisition date. For example, on December 31, 20X1, Entity A holds a 35 percent noncontrolling equity interest in Entity B. On that date, Entity A purchases an additional 40 percent interest in Entity B, which gives it control of Entity B. This Topic refers to such a transaction as a business combination achieved in stages, sometimes also referred to as a step acquisition.
","snippet":"An acquirer sometimes obtains control of an acquiree in which it held an equity interest immediately before the acquisition date. For example, on December 31, 20X1, Entity A holds a 35 percent noncontrolling equity inter…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:72cbb872a941b8676175fbca9d8636d328c6020dc20783d1c85e3f2bdc7be7bf","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-10","para":"25-10","html":"
In a business combination achieved in stages, the acquirer shall remeasure its previously held equity interest in the acquiree at its acquisition-date fair value and recognize the resulting gain or loss, if any, in earnings. In prior reporting periods, with respect to its previously held equity method investment, the acquirer may have recognized amounts in other comprehensive income in accordance with paragraph 323-10-35-18. If so, the amount that was recognized in other comprehensive income shall be reclassified and included in the calculation of gain or loss as of the acquisition date. If the business combination achieved in stages relates to a previously held equity method investment that is a foreign entity, the amount of accumulated other comprehensive income that is reclassified and included in the calculation of gain or loss shall include any foreign currency translation adjustment related to that previously held investment. For guidance on derecognizing foreign currency translation adjustments recorded in accumulated other comprehensive income, see Section 830-30-40.
","snippet":"In a business combination achieved in stages, the acquirer shall remeasure its previously held equity interest in the acquiree at its acquisition-date fair value and recognize the resulting gain or loss, if any, in earni…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1bba20b9c9971ea6a27338d639ebef0b7b4053e9927dff391677de82550da001","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-11","para":"25-11","html":"
An acquirer sometimes obtains control of an acquiree without transferring consideration. The acquisition method of accounting for a business combination applies to those combinations. Such circumstances include any of the following:
  1. a
    The acquiree repurchases a sufficient number of its own shares for an existing investor (the acquirer) to obtain control.
  2. b
    Minority veto rights lapse that previously kept the acquirer from controlling an acquiree in which the acquirer held the majority voting interest.
  3. c
    The acquirer and acquiree agree to combine their businesses by contract alone. The acquirer transfers no consideration in exchange for control of an acquiree and holds no equity interests in the acquiree, either on the acquisition date or previously. Examples of business combinations achieved by contract alone include bringing two businesses together in a stapling arrangement or forming a dual-listed corporation.
","snippet":"An acquirer sometimes obtains control of an acquiree without transferring consideration. The acquisition method of accounting for a business combination applies to those combinations. Such circumstances include any of th…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c521ee061f232f082699b9ff6c2bceaf23e0f5b251bdfbc7158ad005b61b370c","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-12","para":"25-12","html":"
In a business combination achieved by contract alone, the acquirer shall attribute to the equity holders of the acquiree the amount of the acquiree's net assets recognized in accordance with the requirements of this Topic. In other words, the equity interests in the acquiree held by parties other than the acquirer are a noncontrolling interest in the acquirer's postcombination financial statements even if the result is that all of the equity interests in the acquiree are attributed to the noncontrolling interest.
","snippet":"In a business combination achieved by contract alone, the acquirer shall attribute to the equity holders of the acquiree the amount of the acquiree's net assets recognized in accordance with the requirements of this Topi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d23b6bb1ab65e763aeb2c8de9528c186fa93004a6381a34ebceb86d335e174a6","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:34318a28c0f901935e19b1b79615b4a904b1d53d12433082c1e7f1e859efcf36","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"block":null,"heading":"The Measurement Period","paragraphs":[{"citation":"805-10-25-13","para":"25-13","html":"
If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the acquirer shall report in its financial statements provisional amounts for the items for which the accounting is incomplete. During the measurement period, in accordance with paragraph 805-10-25-17, the acquirer shall adjust the provisional amounts recognized at the acquisition date to reflect new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date.
","snippet":"If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the acquirer shall report in its financial statements provisional amounts for the ite…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5fd64b45292ee3d4a0153405bc1ed01e9a18922bdcbc44a2e3c3c768c6592fc1","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-14","para":"25-14","html":"
During the measurement period, the acquirer also shall recognize additional assets or liabilities if new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have resulted in the recognition of those assets and liabilities as of that date. The measurement period ends as soon as the acquirer receives the information it was seeking about facts and circumstances that existed as of the acquisition date or learns that more information is not obtainable. However, the measurement period shall not exceed one year from the acquisition date.
","snippet":"During the measurement period, the acquirer also shall recognize additional assets or liabilities if new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ffed6ff74c3be4494e4655ff2a8bd16e1d1d315dd55227c4b313dffdd1adeddd","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-15","para":"25-15","html":"
The measurement period is the period after the acquisition date during which the acquirer may adjust the provisional amounts recognized for a business combination. The measurement period provides the acquirer with a reasonable time to obtain the information necessary to identify and measure any of the following as of the acquisition date in accordance with the requirements of this Topic:
  1. a
    The identifiable assets acquired, liabilities assumed, and any noncontrolling interest in the acquiree (see Subtopic 805-20)
  2. b
    The consideration transferred for the acquiree (or the other amount used in measuring goodwill in accordance with paragraphs
    805-30-30-1 through 30-3
    )
  3. c
    In a business combination achieved in stages, the equity interest in the acquiree previously held by the acquirer (see paragraph 805-30-30-1(a)(3))
  4. d
    The resulting goodwill recognized in accordance with paragraph 805-30-30-1 or the gain on a bargain purchase recognized in accordance with paragraph 805-30-25-2.
","snippet":"The measurement period is the period after the acquisition date during which the acquirer may adjust the provisional amounts recognized for a business combination. The measurement period provides the acquirer with a reas…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:18258ad3ef602a8606fd40de01d9b652f72ee6439d76a2309bd26e7a5d0da34a","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-16","para":"25-16","html":"
The acquirer recognizes an increase (decrease) in the provisional amount recognized for an identifiable asset (liability) by means of a decrease (increase) in goodwill. However, new information obtained during the measurement period sometimes may result in an adjustment to the provisional amount of more than one asset or liability. For example, the acquirer might have assumed a liability to pay damages related to an accident in one of the acquiree's facilities, part or all of which are covered by the acquiree's liability insurance policy. If the acquirer obtains new information during the measurement period about the acquisition-date fair value of that liability, the adjustment to goodwill resulting from a change to the provisional amount recognized for the liability would be offset (in whole or in part) by a corresponding adjustment to goodwill resulting from a change to the provisional amount recognized for the claim receivable from the insurer.
","snippet":"The acquirer recognizes an increase (decrease) in the provisional amount recognized for an identifiable asset (liability) by means of a decrease (increase) in goodwill. However, new information obtained during the measur…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a73a8760d18ced4e157fb05b9000d72d462b609d001e263462d86fbb7dee8dcd","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-17","para":"25-17","html":"
During the measurement period, the acquirer shall recognize adjustments to the provisional amounts with a corresponding adjustment to goodwill in the reporting period in which the adjustments to the provisional amounts are determined. Thus, the acquirer shall adjust its financial statements as needed, including recognizing in its current-period earnings the full effect of changes in depreciation, amortization, or other income effects, by line item, if any, as a result of the change to the provisional amounts calculated as if the accounting had been completed at the acquisition date. Paragraph 805-10-55-16 and Example 1 (see paragraph 805-10-55-27) provide additional guidance.
","snippet":"During the measurement period, the acquirer shall recognize adjustments to the provisional amounts with a corresponding adjustment to goodwill in the reporting period in which the adjustments to the provisional amounts a…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7ec0bf424d31937b02b51c451b53b2a076e3ce53da0d7a8a7386dcf958d9d878","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-18","para":"25-18","html":"
Paragraphs
805-10-30-2 through 30-3
require consideration of all pertinent factors in determining whether information obtained after the acquisition date should result in an adjustment to the provisional amounts recognized or whether that information results from events that occurred after the acquisition date.
","snippet":"Paragraphs 805-10-30-2 through 30-3 require consideration of all pertinent factors in determining whether information obtained after the acquisition date should result in an adjustment to the provisional amounts recogniz…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:dc38be7be5679ca3909c1e8ef05ef9a09272a7d02f005627747468ca8210000f","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-19","para":"25-19","html":"
After the measurement period ends, the acquirer shall revise the accounting for a business combination only to correct an error in accordance with Topic 250.
","snippet":"After the measurement period ends, the acquirer shall revise the accounting for a business combination only to correct an error in accordance with Topic 250.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3720de9578b1cc95692d85745c717552ade13f142a42ea0da58895f4ef8d9fb6","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:82096dc9f0638ce953da7c70dd642f09979e1dbb1c59443e0377590a137de77d","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"block":null,"heading":"Determining What Is Part of the Business Combination Transaction","paragraphs":[{"citation":"805-10-25-20","para":"25-20","html":"
The acquirer and the acquiree may have a preexisting relationship or other arrangement before negotiations for the business combination began, or they may enter into an arrangement during the negotiations that is separate from the business combination. In either situation, the acquirer shall identify any amounts that are not part of what the acquirer and the acquiree (or its former owners) exchanged in the business combination, that is, amounts that are not part of the exchange for the acquiree. The acquirer shall recognize as part of applying the acquisition method only the consideration transferred for the acquiree and the assets acquired and liabilities assumed in the exchange for the acquiree. Separate transactions shall be accounted for in accordance with the relevant generally accepted accounting principles (GAAP).
","snippet":"The acquirer and the acquiree may have a preexisting relationship or other arrangement before negotiations for the business combination began, or they may enter into an arrangement during the negotiations that is separat…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:960c7eb1c24e42821fdd88c8c99c86b1ff06a5b78ada6c80e747dbb9f7397481","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-21","para":"25-21","html":"
A transaction entered into by or on behalf of the acquirer or primarily for the benefit of the acquirer or the combined entity, rather than primarily for the benefit of the acquiree (or its former owners) before the combination, is likely to be a separate transaction. The following are examples of separate transactions that are not to be included in applying the acquisition method:
  1. a
    A transaction that in effect settles preexisting relationships between the acquirer and acquiree (see paragraphs
    805-10-55-20 through 55-23
    )
  2. b
    A transaction that compensates employees or former owners of the acquiree for future services (see paragraphs
    805-10-55-24 through 55-26
    )
  3. c
    A transaction that reimburses the acquiree or its former owners for paying the acquirer's acquisition-related costs (see paragraph 805-10-25-23).
","snippet":"A transaction entered into by or on behalf of the acquirer or primarily for the benefit of the acquirer or the combined entity, rather than primarily for the benefit of the acquiree (or its former owners) before the comb…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c9f0ed6c5f9bfaf456fa39d4b12438f02963878446b38ab3c40b09ec9926b52e","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"citation":"805-10-25-22","para":"25-22","html":"
Paragraphs
805-10-55-18 through 55-26
,
805-30-55-6 through 55-13
,
805-740-25-10 through 25-11
,
805-740-45-5 through 45-6
, and Example 2 (see paragraph 805-10-55-30) provide additional guidance for determining whether a transaction is separate from the business combination transaction.
","snippet":"Paragraphs 805-10-55-18 through 55-26, 805-30-55-6 through 55-13, 805-740-25-10 through 25-11, 805-740-45-5 through 45-6, and Example 2 (see paragraph 805-10-55-30) provide additional guidance for determining whether a t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c5d2cac416124b01e56088307cf5ce4c5ecc8c731595752a520e7f1d4155736d","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2e30b5af01742fd0acc88c653f096f473e14223dd23d04f6a65ee43f4104d5a4","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"block":null,"heading":"Acquisition-Related Costs","paragraphs":[{"citation":"805-10-25-23","para":"25-23","html":"
Acquisition-related costs are costs the acquirer incurs to effect a business combination. Those costs include finder's fees; advisory, legal, accounting, valuation, and other professional or consulting fees; general administrative costs, including the costs of maintaining an internal acquisitions department; and costs of registering and issuing debt and equity securities. The acquirer shall account for acquisition-related costs as expenses in the periods in which the costs are incurred and the services are received, with one exception. The costs to issue debt or equity securities shall be recognized in accordance with other applicable GAAP.
","snippet":"Acquisition-related costs are costs the acquirer incurs to effect a business combination. Those costs include finder's fees; advisory, legal, accounting, valuation, and other professional or consulting fees; general admi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:36530d7a4755e914f64761b130ea09ab2c1e37998dd7573bc9897eb88a5925b1","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7b4c00791661251788603c9dfbed1a0d421c9f31f8bcaa41d76ff2a9dec3a8ec","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ebfba9431309cac53d524db2fab3aedd5d671673ec06f7bc3df742762be9e403","downloaded_from":"2026-09-10T01:22:28.548Z","last_downloaded_at":"2026-09-10T01:22:28.548Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479405","source_sha256":"6125818afb1cfb51a3b7baaa2a0602622f1986606d7265da7fcbe8292165a400"}},{"number":"30","label":"30 Initial Measurement","anchor":"30-initial-measurement","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-10-30-1","para":"30-1","html":"
Paragraph 805-10-25-15 establishes that the measurement period provides the acquirer with a reasonable time to obtain the information necessary to identify and measure various items in a business combination.
","snippet":"Paragraph 805-10-25-15 establishes that the measurement period provides the acquirer with a reasonable time to obtain the information necessary to identify and measure various items in a business combination.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0aec4eacc052af558ab8647a1b6cb5003040254e85827a4b5c93d44e1dfd8d63","downloaded_from":"2026-09-10T01:22:30.514Z","last_downloaded_at":"2026-09-10T01:22:30.514Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479377","source_sha256":"29ef770b6d45e5518e09f73798f1b2b5754fdeb901237a4c1b89d1f0fb1995b3"}},{"citation":"805-10-30-2","para":"30-2","html":"
The acquirer shall consider all pertinent factors in determining whether information obtained after the acquisition date should result in an adjustment to the provisional amounts recognized or whether that information results from events that occurred after the acquisition date. Pertinent factors include the time at which additional information is obtained and whether the acquirer can identify a reason for a change to provisional amounts.
","snippet":"The acquirer shall consider all pertinent factors in determining whether information obtained after the acquisition date should result in an adjustment to the provisional amounts recognized or whether that information re…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a4bfa05cb9cfda4e44722539b7327579cea640436dc16b6acfdd12485dd5988e","downloaded_from":"2026-09-10T01:22:30.514Z","last_downloaded_at":"2026-09-10T01:22:30.514Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479377","source_sha256":"29ef770b6d45e5518e09f73798f1b2b5754fdeb901237a4c1b89d1f0fb1995b3"}},{"citation":"805-10-30-3","para":"30-3","html":"
Information that is obtained shortly after the acquisition date is more likely to reflect circumstances that existed at the acquisition date than is information obtained several months later. For example, unless an intervening event that changed its fair value can be identified, the sale of an asset to a third party shortly after the acquisition date for an amount that differs significantly from its provisional fair value determined at that date is likely to indicate an error in the provisional amount.
","snippet":"Information that is obtained shortly after the acquisition date is more likely to reflect circumstances that existed at the acquisition date than is information obtained several months later. For example, unless an inter…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f40564df98c3b918e44e7a5bf0a2a1700d16e1eb60ff28a67285af77687ff5d2","downloaded_from":"2026-09-10T01:22:30.514Z","last_downloaded_at":"2026-09-10T01:22:30.514Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479377","source_sha256":"29ef770b6d45e5518e09f73798f1b2b5754fdeb901237a4c1b89d1f0fb1995b3"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:704ae7cc4bcf176d30ed9c7663c335f5e5f20111f5e92be79b37a2d4f9bf228e","downloaded_from":"2026-09-10T01:22:30.514Z","last_downloaded_at":"2026-09-10T01:22:30.514Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479377","source_sha256":"29ef770b6d45e5518e09f73798f1b2b5754fdeb901237a4c1b89d1f0fb1995b3"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:19d55a8913c4da3fef6b11fea0ea0e6b1231768c6890d300f8f3ea7f0f961e25","downloaded_from":"2026-09-10T01:22:30.514Z","last_downloaded_at":"2026-09-10T01:22:30.514Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479377","source_sha256":"29ef770b6d45e5518e09f73798f1b2b5754fdeb901237a4c1b89d1f0fb1995b3"}},{"number":"35","label":"35 Subsequent Measurement","anchor":"35-subsequent-measurement","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-10-35-1","para":"35-1","html":"
In general, an acquirer shall subsequently measure and account for assets acquired, liabilities assumed or incurred, and equity instruments issued in a business combination in accordance with other applicable generally accepted accounting principles (GAAP) for those items, depending on their nature. However, this Topic provides guidance on subsequently measuring and accounting for any of the following assets acquired, liabilities assumed or incurred, and equity instruments issued in a business combination:
  1. a
    Reacquired rights (see paragraph 805-20-35-2)
  2. b
    Assets and liabilities arising from contingencies recognized as of the acquisition date (see paragraph 805-20-35-3)
  3. c
    Indemnification assets (see paragraph 805-20-35-4)
  4. d
    Contingent consideration (see paragraph 805-30-35-1)
  5. e
    Contingent consideration arrangements of an acquiree assumed by the acquirer (see paragraph 805-30-35-1A).
","snippet":"In general, an acquirer shall subsequently measure and account for assets acquired, liabilities assumed or incurred, and equity instruments issued in a business combination in accordance with other applicable generally a…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3412eb1df1ee61970a46094d5202771de2061ee7f54d364ccdc2c6e3daddd883","downloaded_from":"2026-09-10T01:22:33.360Z","last_downloaded_at":"2026-09-10T01:22:33.360Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479352","source_sha256":"b957bc4c4f06753d6ebfc36dff0bf65f58d2063a79933849f9dbfbef46c5227a"}},{"citation":"805-10-35-2","para":"35-2","html":"
Other Subtopics in this Topic provide examples of guidance elsewhere in GAAP on subsequently measuring and accounting for assets acquired, liabilities assumed or incurred, and any noncontrolling interests in a business combination.
","snippet":"Other Subtopics in this Topic provide examples of guidance elsewhere in GAAP on subsequently measuring and accounting for assets acquired, liabilities assumed or incurred, and any noncontrolling interests in a business c…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6616df47739f53aae786de1eaae310af6c267732e2bcd55f23452938b69e3722","downloaded_from":"2026-09-10T01:22:33.360Z","last_downloaded_at":"2026-09-10T01:22:33.360Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479352","source_sha256":"b957bc4c4f06753d6ebfc36dff0bf65f58d2063a79933849f9dbfbef46c5227a"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:20676b7cc19d2c6aa9fc16fba861c82b39b76eae52c999490a5d89079b95a0d5","downloaded_from":"2026-09-10T01:22:33.360Z","last_downloaded_at":"2026-09-10T01:22:33.360Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479352","source_sha256":"b957bc4c4f06753d6ebfc36dff0bf65f58d2063a79933849f9dbfbef46c5227a"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:df94910a5eb0bfbc8b2f78a2ddd3ed97a9153c7528a50fe3ff8b2879d6227ca7","downloaded_from":"2026-09-10T01:22:33.360Z","last_downloaded_at":"2026-09-10T01:22:33.360Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479352","source_sha256":"b957bc4c4f06753d6ebfc36dff0bf65f58d2063a79933849f9dbfbef46c5227a"}},{"number":"50","label":"50 Disclosure","anchor":"50-disclosure","is_sec":false,"groups":[{"block":null,"heading":"Business Combinations Occurring during a Current Reporting Period or after the Reporting Date but before the Financial Statements Are Issued","paragraphs":[{"citation":"805-10-50-1","para":"50-1","html":"
The acquirer shall disclose information that enables users of its financial statements to evaluate the nature and financial effect of a business combination that occurs either:
  1. a
    During the current reporting period
  2. b
    After the reporting date but before the financial statements are issued or are available to be issued (as discussed in Section 855-10-25).
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1For interim and annual reporting periods, the acquirer shall disclose information that enables users of its financial statements to evaluate the nature and financial effect of a business combination that occurs either:
  1. a
    During the current reporting period
  2. b
    After the reporting date but before the financial statements are issued or are available to be issued (as discussed in Section 855-10-25).
","snippet":"The acquirer shall disclose information that enables users of its financial statements to evaluate the nature and financial effect of a business combination that occurs either:\n(a) During the current reporting period\n(b)…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:039ef3b0532daf1740fdb7bf2ed4ae82233a74cee8065e3b8223aaeef2996fb5","downloaded_from":"2026-09-10T01:22:35.815Z","last_downloaded_at":"2026-09-10T01:22:35.815Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479328","source_sha256":"a915b01fdcad2ead2c2b47f9832d70beb473af970d9f1ff14ad553b9cc97e909"}},{"citation":"805-10-50-2","para":"50-2","html":"
To meet the objective in paragraph 805-10-50-1, the acquirer shall disclose the following information for each business combination that occurs during the reporting period:
  1. a
    The name and a description of the acquiree
  2. b
    The acquisition date
  3. c
    The percentage of voting equity interests acquired
  4. d
    The primary reasons for the business combination and a description of how the acquirer obtained control of the acquiree
  5. e
    For transactions that are recognized separately from the acquisition of assets and assumptions of liabilities in the business combination (see paragraph 805-10-25-20), all of the following:
    1. 1
      A description of each transaction
    2. 2
      How the acquirer accounted for each transaction
    3. 3
      The amounts recognized for each transaction and the line item in the financial statements in which each amount is recognized
    4. 4
      If the transaction is the effective settlement of a preexisting relationship, the method used to determine the settlement amount.
  6. f
    The disclosure of separately recognized transactions required in (e) shall include the amount of acquisition-related costs, the amount recognized as an expense, and the line item or items in the income statement in which those expenses are recognized. The amount of any issuance costs not recognized as an expense and how they were recognized also shall be disclosed.
  7. g
    In a business combination achieved in stages, all of the following:
    1. 1
      The acquisition-date fair value of the equity interest in the acquiree held by the acquirer immediately before the acquisition date
    2. 2
      The amount of any gain or loss recognized as a result of remeasuring to fair value the equity interest in the acquiree held by the acquirer immediately before the business combination (see paragraph 805-10-25-10) and the line item in the income statement in which that gain or loss is recognized
    3. 3
      The valuation technique(s) used to measure the acquisition-date fair value of the equity interest in the acquiree held by the acquirer immediately before the business combination
    4. 4
      Information that enables users of the acquirer's financial statements to assess the inputs used to develop the fair value measurement of the equity interest in the acquiree held by the acquirer immediately before the business combination.
  8. h
    If the acquirer is a public entity, all of the following:
    1. 1
      The amounts of revenue and earnings of the acquiree since the acquisition date included in the consolidated income statement for the reporting period.
    2. 2
      If comparative financial statements are not presented, the revenue and earnings of the combined entity for the current reporting period as though the acquisition date for all business combinations that occurred during the year had been as of the beginning of the annual reporting period (supplemental pro forma information).
    3. 3
      If comparative financial statements are presented, the revenue and earnings of the combined entity as though the business combination(s) 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 a business combination 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).
    4. 4
      The nature and amount of any material, nonrecurring pro forma adjustments directly attributable to the business combination(s) included in the reported pro forma revenue and earnings (supplemental pro forma information).
    If disclosure of any of the information required by (h) is impracticable, the acquirer shall disclose that fact and explain why the disclosure is impracticable. In this context, the term impracticable has the same meaning as in paragraph 250-10-45-9.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1To meet the objective in paragraph 805-10-50-1, the acquirer shall disclose in interim and annual reporting periods the following information for each business combination that occurs during the reporting period:
  1. a
    The name and a description of the acquiree
  2. b
  3. c
    The percentage of voting equity interests acquired
  4. d
    The primary reasons for the business combination and a description of how the acquirer obtained control of the acquiree
  5. e
    For transactions that are recognized separately from the acquisition of assets and assumptions of liabilities in the business combination (see paragraph 805-10-25-20), all of the following:
    1. 1
      A description of each transaction
    2. 2
      How the acquirer accounted for each transaction
    3. 3
      The amounts recognized for each transaction and the line item in the financial statements in which each amount is recognized
    4. 4
      If the transaction is the effective settlement of a preexisting relationship, the method used to determine the settlement amount.
  6. f
    The disclosure of separately recognized transactions required in (e) shall include the amount of acquisition-related costs, the amount recognized as an expense, and the line item or items in the income statement in which those expenses are recognized. The amount of any issuance costs not recognized as an expense and how they were recognized also shall be disclosed.
  7. g
    In a business combination achieved in stages, all of the following:
    1. 1
      The acquisition-date fair value of the equity interest in the acquiree held by the acquirer immediately before the acquisition date
    2. 2
      The amount of any gain or loss recognized as a result of remeasuring to fair value the equity interest in the acquiree held by the acquirer immediately before the business combination (see paragraph 805-10-25-10) and the line item in the income statement in which that gain or loss is recognized
    3. 3
      The valuation technique(s) used to measure the acquisition-date fair value of the equity interest in the acquiree held by the acquirer immediately before the business combination
    4. 4
      Information that enables users of the acquirer's financial statements to assess the inputs used to develop the fair value measurement of the equity interest in the acquiree held by the acquirer immediately before the business combination.
  8. h
    If the acquirer is a public entity, all of the following:
    1. 1
      The amounts of revenue and earnings of the acquiree since the acquisition date included in the consolidated income statement for the reporting period.
    2. 2
      If comparative financial statements are not presented, the revenue and earnings of the combined entity for the current reporting period as though the acquisition date for all business combinations that occurred during the year had been as of the beginning of the annual reporting period (supplemental pro forma information).
    3. 3
      If comparative financial statements are presented, the revenue and earnings of the combined entity as though the business combination(s) 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 a business combination 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).
    4. 4
      The nature and amount of any material, nonrecurring pro forma adjustments directly attributable to the business combination(s) included in the reported pro forma revenue and earnings (supplemental pro forma information).
    If disclosure of any of the information required by (h) is impracticable, the acquirer shall disclose that fact and explain why the disclosure is impracticable. In this context, the term impracticable has the same meaning as in paragraph 250-10-45-9.
","snippet":"To meet the objective in paragraph 805-10-50-1, the acquirer shall disclose the following information for each business combination that occurs during the reporting period:\n(a) The name and a description of the acquiree\n…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f023cc57183a911be7c7478207e1ce1ec5158043f5b557a03f2ff1ff79e76c82","downloaded_from":"2026-09-10T01:22:35.815Z","last_downloaded_at":"2026-09-10T01:22:35.815Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479328","source_sha256":"a915b01fdcad2ead2c2b47f9832d70beb473af970d9f1ff14ad553b9cc97e909"}},{"citation":"805-10-50-3","para":"50-3","html":"
For individually immaterial business combinations occurring during the reporting period that are material collectively, the acquirer shall disclose the information required by (e) through (h) in paragraph 805-10-50-2 in the aggregate.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1For individually immaterial business combinations occurring during the reporting period that are material collectively, the acquirer shall disclose the information required by (e) through (h) in paragraph 805-10-50-2 in the aggregate in interim and annual reporting periods.
","snippet":"For individually immaterial business combinations occurring during the reporting period that are material collectively, the acquirer shall disclose the information required by (e) through (h) in paragraph 805-10-50-2 in …","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:614fec119a7f80b9010ef450c85a51e5ee64f01b97683c04897c5b33f6fb81b7","downloaded_from":"2026-09-10T01:22:35.815Z","last_downloaded_at":"2026-09-10T01:22:35.815Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479328","source_sha256":"a915b01fdcad2ead2c2b47f9832d70beb473af970d9f1ff14ad553b9cc97e909"}},{"citation":"805-10-50-4","para":"50-4","html":"
If the acquisition date of a business combination is after the reporting date but before the financial statements are issued or are available to be issued (as discussed in Section 855-10-25), the acquirer shall disclose the information required by paragraph 805-10-50-2 unless the initial accounting for the business combination is incomplete at the time the financial statements are issued or are available to be issued. In that situation, the acquirer shall describe which disclosures could not be made and the reason why they could not be made.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1If the acquisition date of a business combination is after the reporting date but before the financial statements are issued or are available to be issued (as discussed in Section 855-10-25), the acquirer shall disclose the information required by paragraph 805-10-50-2in interim and annual reporting periods unless the initial accounting for the business combination is incomplete at the time the financial statements are issued or are available to be issued. In that situation, the acquirer shall describe which disclosures could not be made and the reason why they could not be made.
","snippet":"If the acquisition date of a business combination is after the reporting date but before the financial statements are issued or are available to be issued (as discussed in Section 855-10-25), the acquirer shall disclose …","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:060eee10780284577af781f0da5f5657672af91d247273f5678ea4a4e7711acd","downloaded_from":"2026-09-10T01:22:35.815Z","last_downloaded_at":"2026-09-10T01:22:35.815Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479328","source_sha256":"a915b01fdcad2ead2c2b47f9832d70beb473af970d9f1ff14ad553b9cc97e909"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0a528f10dffac0358fb81794de81762aa9f331b4c13e4e54ff9015e99d35550b","downloaded_from":"2026-09-10T01:22:35.815Z","last_downloaded_at":"2026-09-10T01:22:35.815Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479328","source_sha256":"a915b01fdcad2ead2c2b47f9832d70beb473af970d9f1ff14ad553b9cc97e909"}},{"block":null,"heading":"The Financial Effects of Adjustments That Relate to Business Combinations That Occurred in the Current or Previous Reporting Periods","paragraphs":[{"citation":"805-10-50-5","para":"50-5","html":"
The acquirer shall disclose information that enables users of its financial statements to evaluate the financial effects of adjustments recognized in the current reporting period that relate to business combinations that occurred in the current or previous reporting periods.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1The acquirer shall disclose information in interim and annual reporting periods that enables users of its financial statements to evaluate the financial effects of adjustments recognized in the current reporting period that relate to business combinations that occurred in the current or previous reporting periods.
","snippet":"The acquirer shall disclose information that enables users of its financial statements to evaluate the financial effects of adjustments recognized in the current reporting period that relate to business combinations that…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c4ab09fcd12142aa628a21886456b1ae95ff0eb53530baffc92f220f7c5028d8","downloaded_from":"2026-09-10T01:22:35.815Z","last_downloaded_at":"2026-09-10T01:22:35.815Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479328","source_sha256":"a915b01fdcad2ead2c2b47f9832d70beb473af970d9f1ff14ad553b9cc97e909"}},{"citation":"805-10-50-6","para":"50-6","html":"
Paragraph superseded by Accounting Standards Update No. 2015-10.
","snippet":"Paragraph superseded by Accounting Standards Update No. 2015-10.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1dfb0c3a38ef2025b83cde91e9f347e465a833985076f0fd134d798e5570e566","downloaded_from":"2026-09-10T01:22:35.815Z","last_downloaded_at":"2026-09-10T01:22:35.815Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479328","source_sha256":"a915b01fdcad2ead2c2b47f9832d70beb473af970d9f1ff14ad553b9cc97e909"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7185d330d6cee5715386b3b103a0f4473ef18409824e9560d9249778c4920cfa","downloaded_from":"2026-09-10T01:22:35.815Z","last_downloaded_at":"2026-09-10T01:22:35.815Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479328","source_sha256":"a915b01fdcad2ead2c2b47f9832d70beb473af970d9f1ff14ad553b9cc97e909"}},{"block":null,"heading":"Other Disclosures","paragraphs":[{"citation":"805-10-50-7","para":"50-7","html":"
If the specific disclosures required by this Subtopic and other generally accepted accounting principles (GAAP) do not meet the objectives set out in paragraphs 805-10-50-1 and 805-10-50-5, the acquirer shall disclose whatever additional information is necessary to meet those objectives.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1If the specific disclosures required by this Subtopic and other generally accepted accounting principles (GAAP) do not meet the objectives set out in paragraphs 805-10-50-1 and 805-10-50-5, the acquirer shall disclose whatever additional information is necessary to meet those objectives in interim and annual reporting periods.
","snippet":"If the specific disclosures required by this Subtopic and other generally accepted accounting principles (GAAP) do not meet the objectives set out in paragraphs 805-10-50-1 and 805-10-50-5, the acquirer shall disclose wh…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:11ecfd3f5a86058014b763069dffcc1bab6e2b90440042af7ed92590eeaf2b71","downloaded_from":"2026-09-10T01:22:35.815Z","last_downloaded_at":"2026-09-10T01:22:35.815Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479328","source_sha256":"a915b01fdcad2ead2c2b47f9832d70beb473af970d9f1ff14ad553b9cc97e909"}},{"citation":"805-10-50-8","para":"50-8","html":"
Example 5 (see paragraph
805-10-55-37 through 55-50
) illustrates the disclosure requirements applicable to business combinations.
","snippet":"Example 5 (see paragraph 805-10-55-37 through 55-50) illustrates the disclosure requirements applicable to business combinations.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b7ba3367f3257f647b3f06cce03d74a23f378229abf2dec422dd8b1f9849bc6b","downloaded_from":"2026-09-10T01:22:35.815Z","last_downloaded_at":"2026-09-10T01:22:35.815Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479328","source_sha256":"a915b01fdcad2ead2c2b47f9832d70beb473af970d9f1ff14ad553b9cc97e909"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f36d7a92e834e63d6c8540c9d7afcba12bb71bdb474f7d10c3319d43162a5438","downloaded_from":"2026-09-10T01:22:35.815Z","last_downloaded_at":"2026-09-10T01:22:35.815Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479328","source_sha256":"a915b01fdcad2ead2c2b47f9832d70beb473af970d9f1ff14ad553b9cc97e909"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9b5229871d3a18526814a1429ffd8055818f51fa3c7aa22c799f2fbae5de79e6","downloaded_from":"2026-09-10T01:22:35.815Z","last_downloaded_at":"2026-09-10T01:22:35.815Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479328","source_sha256":"a915b01fdcad2ead2c2b47f9832d70beb473af970d9f1ff14ad553b9cc97e909"}},{"number":"55","label":"55 Implementation Guidance and Illustrations","anchor":"55-implementation-guidance-and-illustrations","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-10-55-1","para":"55-1","html":"
This Section is an integral part of the requirements of this Subtopic. This Section provides additional guidance and illustrations that address the general application of accounting requirements for business combinations.
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Paragraph 805-10-25-1 requires an entity to determine whether a transaction or event is a business combination. In a business combination, an acquirer might obtain control of an acquiree in a variety of ways, including any of the following:
  1. a
    By transferring cash, cash equivalents, or other assets (including net assets that constitute a business)
  2. b
    By incurring liabilities
  3. c
    By issuing equity interests
  4. d
    By providing more than one type of consideration
  5. e
    Without transferring consideration, including by contract alone (see paragraph 805-10-25-11).
","snippet":"Paragraph 805-10-25-1 requires an entity to determine whether a transaction or event is a business combination. In a business combination, an acquirer might obtain control of an acquiree in a variety of ways, including a…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:eab472fac06146e461a7b8d3bf0c82b01715ae47f0db299455127200b3bfb99c","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-3","para":"55-3","html":"
A business combination may be structured in a variety of ways for legal, taxation, or other reasons, which include but are not limited to, the following:
  1. a
    One or more businesses become subsidiaries of an acquirer or the net assets of one or more businesses are legally merged into the acquirer.
  2. b
    One combining entity transfers its net assets or its owners transfer their equity interests to another combining entity or its owners.
  3. c
    All of the combining entities transfer their net assets or the owners of those entities transfer their equity interests to a newly formed entity (sometimes referred to as a roll-up or put-together transaction).
  4. d
    A group of former owners of one of the combining entities obtains control of the combined entity.
","snippet":"A business combination may be structured in a variety of ways for legal, taxation, or other reasons, which include but are not limited to, the following:\n(a) One or more businesses become subsidiaries of an acquirer or t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:29aa6b139e33db618d036333f465ef798288f3213ee96cbccecf78790ffac087","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-3A","para":"55-3A","html":"
A business is an integrated set of activities and assets that is capable of being conducted and managed for the purpose of providing a return in the form of dividends, lower costs, or other economic benefits directly to investors or other owners, members, or participants. To be considered a business, an integrated set must meet the requirements in paragraphs
805-10-55-4 through 55-6
and
805-10-55-8 through 55-9
.
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A business consists of inputs and processes applied to those inputs that have the ability to contribute to the creation of outputs. Although businesses usually have outputs, outputs are not required for an integrated set to qualify as a business. The three elements of a business are defined as follows:
  1. a
    Input. Any economic resource that creates, or has the ability to contribute to the creation of, outputs when one or more processes are applied to it. Examples include long-lived assets (including intangible assets or rights to use long-lived assets), intellectual property, the ability to obtain access to necessary materials or rights, and employees.
  2. b
    Process. Any system, standard, protocol, convention, or rule that when applied to an input or inputs, creates or has the ability to contribute to the creation of outputs. Examples include strategic management processes, operational processes, and resource management processes. These processes typically are documented, but the intellectual capacity of an organized workforce having the necessary skills and experience following rules and conventions may provide the necessary processes that are capable of being applied to inputs to create outputs. Accounting, billing, payroll, and other administrative systems typically are not processes used to create outputs.
  3. c
    Output. The result of inputs and processes applied to those inputs that provide goods or services to customers, investment income (such as dividends or interest), or other revenues.
","snippet":"A business consists of inputs and processes applied to those inputs that have the ability to contribute to the creation of outputs. Although businesses usually have outputs, outputs are not required for an integrated set…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a02ac3d939010aa2737b2902aac8313b603f1911b6f27b494fa8ac18c8d30be4","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-5","para":"55-5","html":"
To be capable of being conducted and managed for the purposes described in paragraph 805-10-55-3A, an integrated set of activities and assets requires two essential elements—inputs and processes applied to those inputs. A business need not include all the inputs or processes that the seller used in operating that business. However, to be considered a business, the set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output. Paragraphs
805-10-55-5A through 55-5C
provide a practical screen to determine when a set would not be considered a business. If the screen is not met, further assessment is necessary to determine whether the set is a business. Paragraphs
805-10-55-5D through 55-6
and
805-10-55-8 through 55-9
provide a framework to assist an entity in evaluating whether the set includes both an input and a substantive process.
","snippet":"To be capable of being conducted and managed for the purposes described in paragraph 805-10-55-3A, an integrated set of activities and assets requires two essential elements—inputs and processes applied to those inputs. …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e2d93083aabb03a0a42401eb3b692bb0557fc27dcdf5db6da437feb3d8889db7","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-5A","para":"55-5A","html":"
If substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets, the set is not considered a business. Gross assets acquired should exclude cash and cash equivalents, deferred tax assets, and goodwill resulting from the effects of deferred tax liabilities. However, the gross assets acquired should include any consideration transferred (plus the fair value of any noncontrolling interest and previously held interest, if any) in excess of the fair value of net identifiable assets acquired.
","snippet":"If substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets, the set is not considered a business. Gross assets acquired shou…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5120d7164d0281983a8c615ba5e176a734ad08a0fada35203dcaf898643bf22b","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-5B","para":"55-5B","html":"
A single identifiable asset includes any individual asset or group of assets that could be recognized and measured as a single identifiable asset in a business combination. However, for purposes of this evaluation, the following should be considered a single asset:
  1. a
    A tangible asset that is attached to and cannot be physically removed and used separately from another tangible asset (or an intangible asset representing the right to use a tangible asset) without incurring significant cost or significant diminution in utility or fair value to either asset (for example, land and building)
  2. b
    In-place lease intangibles, including favorable and unfavorable intangible assets or liabilities, and the related leased assets.
","snippet":"A single identifiable asset includes any individual asset or group of assets that could be recognized and measured as a single identifiable asset in a business combination. However, for purposes of this evaluation, the f…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0ba4375ddf4152487b256fa6b158357172493489187b04795dc840fbca112370","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-5C","para":"55-5C","html":"
A group of similar assets includes multiple assets identified in accordance with paragraph 805-10-55-5B. When evaluating whether assets are similar, an entity should consider the nature of each single identifiable asset and the risks associated with managing and creating outputs from the assets (that is, the risk characteristics). However, the following should not be considered similar assets:
  1. a
    A tangible asset and an intangible asset
  2. b
    Identifiable intangible assets in different major intangible asset classes (for example, customer-related intangibles, trademarks, and in-process research and development)
  3. c
    A financial asset and a nonfinancial asset
  4. d
    Different major classes of financial assets (for example, accounts receivable and marketable securities)
  5. e
    Different major classes of tangible assets (for example, inventory, manufacturing equipment, and automobiles)
  6. f
    Identifiable assets within the same major asset class that have significantly different risk characteristics.
","snippet":"A group of similar assets includes multiple assets identified in accordance with paragraph 805-10-55-5B. When evaluating whether assets are similar, an entity should consider the nature of each single identifiable asset …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d7d10425bdc330b24344d3d748995460caaeb356af1ac12192373b73a7290cbd","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-5D","para":"55-5D","html":"
When a set does not have outputs (for example, an early stage company that has not generated revenues), the set will have both an input and a substantive process that together significantly contribute to the ability to create outputs only if it includes employees that form an organized workforce and an input that the workforce could develop or convert into output. The organized workforce must have the necessary skills, knowledge, or experience to perform an acquired process (or group of processes) that when applied to another acquired input or inputs is critical to the ability to develop or convert that acquired input or inputs into outputs. An entity should consider the following in evaluating whether the acquired workforce is performing a substantive process:
  1. a
    A process (or group of processes) is not critical if, for example, it is considered ancillary or minor in the context of all the processes required to create outputs.
  2. b
    Inputs that employees who form an organized workforce could develop (or are developing) or convert into outputs could include the following:
    1. 1
      Intellectual property that could be used to develop a good or service
    2. 2
      Resources that could be developed to create outputs
    3. 3
      Access to necessary materials or rights that enable the creation of future outputs.
    Examples of inputs that could be developed include technology, mineral interests, real estate, and in-process research and development.
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When the set has outputs (that is, there is a continuation of revenue before and after the transaction), the set will have both an input and a substantive process that together significantly contribute to the ability to create outputs when any of the following are present:
  1. a
    Employees that form an organized workforce that has the necessary skills, knowledge, or experience to perform an acquired process (or group of processes) that when applied to an acquired input or inputs is critical to the ability to continue producing outputs. A process (or group of processes) is not critical if, for example, it is considered ancillary or minor in the context of all of the processes required to continue producing outputs.
  2. b
    An acquired contract that provides access to an organized workforce that has the necessary skills, knowledge, or experience to perform an acquired process (or group of processes) that when applied to an acquired input or inputs is critical to the ability to continue producing outputs. An entity should assess the substance of an acquired contract and whether it has effectively acquired an organized workforce that performs a substantive process (for example, considering the duration and the renewal terms of the contract).
  3. c
    The acquired process (or group of processes) when applied to an acquired input or inputs significantly contributes to the ability to continue producing outputs and cannot be replaced without significant cost, effort, or delay in the ability to continue producing outputs.
  4. d
    The acquired process (or group of processes) when applied to an acquired input or inputs significantly contributes to the ability to continue producing outputs and is considered unique or scarce.
","snippet":"When the set has outputs (that is, there is a continuation of revenue before and after the transaction), the set will have both an input and a substantive process that together significantly contribute to the ability to …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:20ce50eb3272fa30d86e409dfccd11cf5ef87e2ec2d4062decd1125470c78870","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-5F","para":"55-5F","html":"
If a set has outputs, continuation of revenues does not on its own indicate that both an input and a substantive process have been acquired. Accordingly, assumed contractual arrangements that provide for the continuation of revenues (for example, customer contracts, customer lists, and leases [when the set is the lessor]) should be excluded from the analysis in paragraph 805-10-55-5E of whether a process has been acquired.
","snippet":"If a set has outputs, continuation of revenues does not on its own indicate that both an input and a substantive process have been acquired. Accordingly, assumed contractual arrangements that provide for the continuation…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:dba0f0ee0de483eca083652fdd585188a4e94a9cee2f1e8da8bca0c43fc9806c","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-6","para":"55-6","html":"
The nature of the elements of a business varies by industry and by the structure of an entity's operations (activities), including the entity's stage of development. Established businesses often have many different types of inputs, processes, and outputs, whereas new businesses often have few inputs and processes and sometimes only a single output (product). Nearly all businesses also have liabilities, but a business need not have liabilities. In addition, some transferred sets of assets and activities that are not a business may have liabilities.
","snippet":"The nature of the elements of a business varies by industry and by the structure of an entity's operations (activities), including the entity's stage of development. Established businesses often have many different types…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5218f6e327e827036e1dd90869acb6727edd052b6fc94284fb20acb77756f94c","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-7","para":"55-7","html":"
Paragraph superseded by Accounting Standards Update No. 2017-01.
","snippet":"Paragraph superseded by Accounting Standards Update No. 2017-01.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7864691d17a2725b8bd78ea7f2e62d0ee2a867ed356004a2df91fb22a445397b","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-8","para":"55-8","html":"
Determining whether a particular set of assets and activities is a business should be based on whether the integrated set is capable of being conducted and managed as a business by a market participant. Thus, in evaluating whether a particular set is a business, it is not relevant whether a seller operated the set as a business or whether the acquirer intends to operate the set as a business.
","snippet":"Determining whether a particular set of assets and activities is a business should be based on whether the integrated set is capable of being conducted and managed as a business by a market participant. Thus, in evaluati…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8b7bc111245e82aea5ac28bb17aad9be89e20d7560ae986be72d114bc1c41b71","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-9","para":"55-9","html":"
When evaluating whether a set meets the criteria in paragraphs
805-10-55-5D through 55-5E
, the presence of more than an insignificant amount of goodwill may be an indicator that the acquired process is substantive and, therefore, the acquired set is a business. However, a business need not have goodwill.
","snippet":"When evaluating whether a set meets the criteria in paragraphs 805-10-55-5D through 55-5E, the presence of more than an insignificant amount of goodwill may be an indicator that the acquired process is substantive and, t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3f98e481ab53445059945d1e1a1b9c84e3b7d06d662febb16786bac5f9616434","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-10","para":"55-10","html":"
Paragraph 805-10-25-5 provides that the guidance in the General Subsections of Subtopic 810-10 related to determining the existence of a controlling financial interest should be used to identify the acquirer in a business combination, except when a variable interest entity (VIE) is acquired. If a business combination has occurred but applying that guidance does not clearly indicate which of the combining entities is the acquirer, paragraph 805-10-25-5 requires the factors in paragraphs
805-10-55-11 through 55-15
to be considered in making that determination.
Transition date:(P) December 16, 2026; (N) December 16, 2026Transition guidance:
805-10-65-5 Paragraph 805-10-25-5 provides that the guidance in the General Subsections of Subtopic 810-10 related to determining the existence of a controlling financial interest should be used to identify the acquirer in a business combination, except when a variable interest entity (VIE) is acquired. If a business combination has occurred but applying that guidance does not clearly indicate which of the combining entities is the acquirer, paragraph 805-10-25-5 requires the factors in paragraphs
805-10-55-11 through 55-15
to be considered in making that determination.For a business combination that is effected primarily by exchanging equity interests in which a VIE is acquired, the factors in paragraphs
805-10-55-12 through 55-15
shall be considered in determining which entity is the accounting acquirer. For a business combination that is not effected primarily by exchanging equity interests in which a VIE is acquired, the primary beneficiary of that entity is the accounting acquirer.
","snippet":"Paragraph 805-10-25-5 provides that the guidance in the General Subsections of Subtopic 810-10 related to determining the existence of a controlling financial interest should be used to identify the acquirer in a busines…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d60d8c73e7e4b3b4c4059921eb280a29a47d2f36846235dce3a7c6238c406c8b","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-11","para":"55-11","html":"
In a business combination effected primarily by transferring cash or other assets or by incurring liabilities, the acquirer usually is the entity that transfers the cash or other assets or incurs the liabilities.
","snippet":"In a business combination effected primarily by transferring cash or other assets or by incurring liabilities, the acquirer usually is the entity that transfers the cash or other assets or incurs the liabilities.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4577a14079a3e880fd5cd7c93b4d6dbe970a704d412b5e85f91ba70814e3bd4e","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-12","para":"55-12","html":"
In a business combination effected primarily by exchanging equity interests, the acquirer usually is the entity that issues its equity interests. However, in some business combinations, commonly called reverse acquisitions, the issuing entity is the acquiree. Subtopic 805-40 provides guidance on accounting for reverse acquisitions. Other pertinent facts and circumstances also shall be considered in identifying the acquirer in a business combination effected by exchanging equity interests, including the following:
  1. a
    The relative voting rights in the combined entity after the business combination. The acquirer usually is the combining entity whose owners as a group retain or receive the largest portion of the voting rights in the combined entity. In determining which group of owners retains or receives the largest portion of the voting rights, an entity shall consider the existence of any unusual or special voting arrangements and options, warrants, or convertible securities.
  2. b
    The existence of a large minority voting interest in the combined entity if no other owner or organized group of owners has a significant voting interest. The acquirer usually is the combining entity whose single owner or organized group of owners holds the largest minority voting interest in the combined entity.
  3. c
    The composition of the governing body of the combined entity. The acquirer usually is the combining entity whose owners have the ability to elect or appoint or to remove a majority of the members of the governing body of the combined entity.
  4. d
    The composition of the senior management of the combined entity. The acquirer usually is the combining entity whose former management dominates the management of the combined entity.
  5. e
    The terms of the exchange of equity interests. The acquirer usually is the combining entity that pays a premium over the precombination fair value of the equity interests of the other combining entity or entities.
","snippet":"In a business combination effected primarily by exchanging equity interests, the acquirer usually is the entity that issues its equity interests. However, in some business combinations, commonly called reverse acquisitio…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8e81fe03507f795a1d49a97d06f784d0352d8fb171a0c6d67be6f394d16e97b2","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-13","para":"55-13","html":"
The acquirer usually is the combining entity whose relative size (measured in, for example, assets, revenues, or earnings) is significantly larger than that of the other combining entity or entities.
","snippet":"The acquirer usually is the combining entity whose relative size (measured in, for example, assets, revenues, or earnings) is significantly larger than that of the other combining entity or entities.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e99db5c2e8649e62b0beb4356e2e18e556c12114de602b6120f962e7d53720d0","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-14","para":"55-14","html":"
In a business combination involving more than two entities, determining the acquirer shall include a consideration of, among other things, which of the combining entities initiated the combination, as well as the relative size of the combining entities, as discussed in paragraph 805-10-55-13.
","snippet":"In a business combination involving more than two entities, determining the acquirer shall include a consideration of, among other things, which of the combining entities initiated the combination, as well as the relativ…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fbc1958cfa617998a37bcf77759401cad6650325bec60e2cbf1edc62e7d5a215","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-15","para":"55-15","html":"
A new entity formed to effect a business combination is not necessarily the acquirer. If a new entity is formed to issue equity interests to effect a business combination, one of the combining entities that existed before the business combination shall be identified as the acquirer by applying the guidance in paragraphs
805-10-55-10 through 55-14
. In contrast, a new entity that transfers cash or other assets or incurs liabilities as consideration may be the acquirer.
","snippet":"A new entity formed to effect a business combination is not necessarily the acquirer. If a new entity is formed to issue equity interests to effect a business combination, one of the combining entities that existed befor…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ce108665179623d090706f1410b94d7d9dc69f432379f7f9c8604b91ae1e70ff","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-16","para":"55-16","html":"
Paragraphs
805-10-25-14 through 25-19
and
805-10-30-2 through 30-3
discuss requirements related to the measurement period in a business combination. If the initial accounting for a business combination is incomplete at the end of the financial reporting period in which the combination occurs, paragraph 805-10-25-13 requires that the acquirer recognize in its financial statements provisional amounts for the items for which the accounting is incomplete. During the measurement period, the acquirer recognizes adjustments to the provisional amounts needed to reflect new information obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date. Paragraph 805-10-25-17 requires the acquirer to recognize such adjustments with a corresponding adjustment to goodwill in the reporting period the adjustments are determined. The effects of adjustments to provisional amounts to periods after the acquisition date are included in the earnings of the adjustment period.
","snippet":"Paragraphs 805-10-25-14 through 25-19 and 805-10-30-2 through 30-3 discuss requirements related to the measurement period in a business combination. If the initial accounting for a business combination is incomplete at t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0c03d79f9693f17468cd3768aa2dc0352028788ff40db5ad163f926b74adb3de","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-17","para":"55-17","html":"
Example 1 (see paragraph 805-10-55-27) illustrates measurement period guidance.
","snippet":"Example 1 (see paragraph 805-10-55-27) illustrates measurement period guidance.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cd7262089a146484d5ca3554a72cde0ef783eb101257d9d6fdaa24e4e610758c","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-18","para":"55-18","html":"
Paragraphs
805-10-25-20 through 25-22
establish the requirements to identify amounts that are not part of the business combination. The acquirer should consider the following factors, which are neither mutually exclusive nor individually conclusive, to determine whether a transaction is part of the exchange for the acquiree or whether the transaction is separate from the business combination:
  1. a
    The reasons for the transaction. Understanding the reasons why the parties to the combination (the acquirer, the acquiree, and their owners, directors, managers, and their agents) entered into a particular transaction or arrangement may provide insight into whether it is part of the consideration transferred and the assets acquired or liabilities assumed. For example, if a transaction is arranged primarily for the benefit of the acquirer or the combined entity rather than primarily for the benefit of the acquiree or its former owners before the combination, that portion of the transaction price paid (and any related assets or liabilities) is less likely to be part of the exchange for the acquiree. Accordingly, the acquirer would account for that portion separately from the business combination.
  2. b
    Who initiated the transaction. Understanding who initiated the transaction may also provide insight into whether it is part of the exchange for the acquiree. For example, a transaction or other event that is initiated by the acquirer may be entered into for the purpose of providing future economic benefits to the acquirer or combined entity with little or no benefit received by the acquiree or its former owners before the combination. On the other hand, a transaction or arrangement initiated by the acquiree or its former owners is less likely to be for the benefit of the acquirer or the combined entity and more likely to be part of the business combination transaction.
  3. c
    The timing of the transaction. The timing of the transaction may also provide insight into whether it is part of the exchange for the acquiree. For example, a transaction between the acquirer and the acquiree that takes place during the negotiations of the terms of a business combination may have been entered into in contemplation of the business combination to provide future economic benefits to the acquirer or the combined entity. If so, the acquiree or its former owners before the business combination are likely to receive little or no benefit from the transaction except for benefits they receive as part of the combined entity.
","snippet":"Paragraphs 805-10-25-20 through 25-22 establish the requirements to identify amounts that are not part of the business combination. The acquirer should consider the following factors, which are neither mutually exclusive…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0086dd4ed089d525a1cf0695bf1cdf08d99836ac4cd57db798478dc1921e7084","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-19","para":"55-19","html":"
The following guidance addresses specific transactions referred to in paragraph 805-10-25-21 that are not to be included in applying the acquisition method:
  1. a
    Effective settlement of a preexisting relationship between the acquirer and acquiree in a business combination
  2. b
    Arrangements for contingent payments to employees or selling shareholders.
","snippet":"The following guidance addresses specific transactions referred to in paragraph 805-10-25-21 that are not to be included in applying the acquisition method:\n(a) Effective settlement of a preexisting relationship between …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5c62786aedb7d92f3053b164111fe96248000684e5dc36455df2020f91990f72","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-20","para":"55-20","html":"
The acquirer and acquiree may have a relationship that existed before they contemplated the business combination, referred to here as a preexisting relationship. A preexisting relationship between the acquirer and acquiree may be contractual (for example, vendor and customer or licensor and licensee) or noncontractual (for example, plaintiff and defendant).
","snippet":"The acquirer and acquiree may have a relationship that existed before they contemplated the business combination, referred to here as a preexisting relationship. A preexisting relationship between the acquirer and acquir…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6f6c9155e1b09135ebfb1640e01db157bd0c589d5eb9445231ac141cd883af90","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-21","para":"55-21","html":"
If the business combination in effect settles a preexisting relationship, the acquirer recognizes a gain or loss, measured as follows:
  1. a
    For a preexisting noncontractual relationship, such as a lawsuit, fair value
  2. b
    For a preexisting contractual relationship, the lesser of the following:
    1. 1
      The amount by which the contract is favorable or unfavorable from the perspective of the acquirer when compared with pricing for current market transactions for the same or similar items. An unfavorable contract is a contract that is unfavorable in terms of current market terms. It is not necessarily a loss contract in which the unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received under it.
    2. 2
      The amount of any stated settlement provisions in the contract available to the counterparty to whom the contract is unfavorable. If this amount is less than the amount in (b)(1), the difference is included as part of the business combination accounting.
","snippet":"If the business combination in effect settles a preexisting relationship, the acquirer recognizes a gain or loss, measured as follows:\n(a) For a preexisting noncontractual relationship, such as a lawsuit, fair value\n(b) …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:80d9c712604716ddee3a9569dc3a31a1223d2cf59e6873fb6944b6a7a896e3bc","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-22","para":"55-22","html":"
Examples 2 and 3 (see paragraphs
805-10-55-30 through 55-33
) illustrate the accounting for the effective settlement of a preexisting relationship as a result of a business combination. As indicated in Example 3 (see paragraph 805-10-55-33), the amount of gain or loss recognized may depend in part on whether the acquirer had previously recognized a related asset or liability, and the reported gain or loss therefore may differ from the amount calculated by applying paragraph 805-10-55-21.
","snippet":"Examples 2 and 3 (see paragraphs 805-10-55-30 through 55-33) illustrate the accounting for the effective settlement of a preexisting relationship as a result of a business combination. As indicated in Example 3 (see para…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2cec1cb223fbea05935d8646f86968a1623c543d181e61b513b80d7fa351ed26","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-23","para":"55-23","html":"
A preexisting relationship may be a contract that the acquirer recognizes as a reacquired right in accordance with paragraph 805-20-25-14. If the contract includes terms that are favorable or unfavorable when compared with pricing for current market transactions for the same or similar items, the acquirer recognizes, separately from the business combination, a gain or loss for the effective settlement of the contract, measured in accordance with paragraph 805-10-55-21.
","snippet":"A preexisting relationship may be a contract that the acquirer recognizes as a reacquired right in accordance with paragraph 805-20-25-14. If the contract includes terms that are favorable or unfavorable when compared wi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9c1f688afaedf79f3908c43332493b441cb9c6498031cb18e77f7961b74fdc26","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-24","para":"55-24","html":"
Whether arrangements for contingent payments to employees or selling shareholders are contingent consideration in the business combination or are separate transactions depends on the nature of the arrangements. Understanding the reasons why the acquisition agreement includes a provision for contingent payments, who initiated the arrangement, and when the parties entered into the arrangement may be helpful in assessing the nature of the arrangement.
","snippet":"Whether arrangements for contingent payments to employees or selling shareholders are contingent consideration in the business combination or are separate transactions depends on the nature of the arrangements. Understan…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3b6c1e4c57de13762e30a68428b18dfc374cbaffb18b58c7dafc236d14b4836e","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-25","para":"55-25","html":"
If it is not clear whether an arrangement for payments to employees or selling shareholders is part of the exchange for the acquiree or is a transaction separate from the business combination, the acquirer should consider the following indicators:
  1. a
    Continuing employment. The terms of continuing employment by the selling shareholders who become key employees may be an indicator of the substance of a contingent consideration arrangement. The relevant terms of continuing employment may be included in an employment agreement, acquisition agreement, or some other document. A contingent consideration arrangement in which the payments are automatically forfeited if employment terminates is compensation for postcombination services. Arrangements in which the contingent payments are not affected by employment termination may indicate that the contingent payments are additional consideration rather than compensation.
  2. b
    Duration of continuing employment. If the period of required employment coincides with or is longer than the contingent payment period, that fact may indicate that the contingent payments are, in substance, compensation.
  3. c
    Level of compensation. Situations in which employee compensation other than the contingent payments is at a reasonable level in comparison to that of other key employees in the combined entity may indicate that the contingent payments are additional consideration rather than compensation.
  4. d
    Incremental payments to employees. If selling shareholders who do not become employees receive lower contingent payments on a per-share basis than the selling shareholders who become employees of the combined entity, that fact may indicate that the incremental amount of contingent payments to the selling shareholders who become employees is compensation.
  5. e
    Number of shares owned. The relative number of shares owned by the selling shareholders who remain as key employees may be an indicator of the substance of the contingent consideration arrangement. For example, if the selling shareholders who owned substantially all of the shares in the acquiree continue as key employees, that fact may indicate that the arrangement is, in substance, a profit-sharing arrangement intended to provide compensation for postcombination services. Alternatively, if selling shareholders who continue as key employees owned only a small number of shares of the acquiree and all selling shareholders receive the same amount of contingent consideration on a per-share basis, that fact may indicate that the contingent payments are additional consideration. The preacquisition ownership interests held by parties related to selling shareholders who continue as key employees, such as family members, also should be considered.
  6. f
    Linkage to the valuation. If the initial consideration transferred at the acquisition date is based on the low end of a range established in the valuation of the acquiree and the contingent formula relates to that valuation approach, that fact may suggest that the contingent payments are additional consideration. Alternatively, if the contingent payment formula is consistent with prior profit-sharing arrangements, that fact may suggest that the substance of the arrangement is to provide compensation.
  7. g
    Formula for determining consideration. The formula used to determine the contingent payment may be helpful in assessing the substance of the arrangement. For example, if a contingent payment is determined on the basis of a multiple of earnings, that might suggest that the obligation is contingent consideration in the business combination and that the formula is intended to establish or verify the fair value of the acquiree. In contrast, a contingent payment that is a specified percentage of earnings might suggest that the obligation to employees is a profit-sharing arrangement to compensate employees for services rendered.
  8. h
    Other agreements and issues. The terms of other arrangements with selling shareholders (such as noncompete agreements, executory contracts, consulting contracts, and property lease agreements) and the income tax treatment of contingent payments may indicate that contingent payments are attributable to something other than consideration for the acquiree. For example, in connection with the acquisition, the acquirer might enter into a property lease arrangement with a significant selling shareholder. If the lease payments specified in the lease contract are significantly below market, some or all of the contingent payments to the lessor (the selling shareholder) required by a separate arrangement for contingent payments might be, in substance, payments for the use of the leased property that the acquirer should recognize separately in its postcombination financial statements. In contrast, if the lease contract specifies lease payments that are consistent with market terms for the leased property, the arrangement for contingent payments to the selling shareholder may be contingent consideration in the business combination.
","snippet":"If it is not clear whether an arrangement for payments to employees or selling shareholders is part of the exchange for the acquiree or is a transaction separate from the business combination, the acquirer should conside…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b08f915dea7f863f92648513abaa8af700411c6572dc3acf31c6daf7c885e1d6","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-26","para":"55-26","html":"
Example 4 (see paragraph 805-10-55-34) illustrates guidance relating to contingent payments made to an employee in a business combination.
","snippet":"Example 4 (see paragraph 805-10-55-34) illustrates guidance relating to contingent payments made to an employee in a business combination.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:51e43078d145471d53a0f4c2ad07dbcb9b2d1f3511359c9f434f45ea1aa9b89b","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d47147cada303f8e59e3899559b46085e89bed0ed11a5a8071668b357ac67d6f","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"block":null,"heading":"Illustrations","paragraphs":[{"citation":"805-10-55-27","para":"55-27","html":"
This Example illustrates the measurement period guidance in paragraph 805-10-55-16. Acquirer acquires Target on September 30, 20X7. Acquirer seeks an independent appraisal for an item of property, plant, and equipment acquired in the combination, and the appraisal was not complete by the time Acquirer issued its financial statements for the year ended December 31, 20X7. In its 20X7 annual financial statements, Acquirer recognized a provisional fair value for the asset of $30,000. At the acquisition date, the item of property, plant, and equipment had a remaining useful life of five years. Six months after the acquisition date, Acquirer received the independent appraisal, which estimated the asset's acquisition-date fair value as $40,000.
","snippet":"This Example illustrates the measurement period guidance in paragraph 805-10-55-16. Acquirer acquires Target on September 30, 20X7. Acquirer seeks an independent appraisal for an item of property, plant, and equipment ac…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ff497d703572e1b117bb3c135f44c292f286aedf32fe336868e4f5a225183ba7","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-28","para":"55-28","html":"
In its interim financial statements for the quarter ended March 31, 20X8, Acquirer adjusts the provisional amounts recorded and the related effects on that period's earnings as follows:
  1. a
    The carrying amount of property, plant, and equipment as of March 31, 20X8, is increased by $9,000. That adjustment is measured as the fair value adjustment at the acquisition date of $10,000 less the additional depreciation that would have been recognized had the asset's fair value at the acquisition date been recognized from that date ($1,000 for 6 months' depreciation).
  2. b
    The carrying amount of goodwill as of March 31, 20X8, is decreased by $10,000.
  3. c
    Depreciation expense for the period ended March 31, 20X8, is increased by $1,000 to reflect the effect on earnings as a result of the change to the provisional amount recognized.
","snippet":"In its interim financial statements for the quarter ended March 31, 20X8, Acquirer adjusts the provisional amounts recorded and the related effects on that period's earnings as follows:\n(a) The carrying amount of propert…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:79357b39c56a7800a6bdc55de4035541cf061b26032c0917b9fbf3dd71fac8bf","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-29","para":"55-29","html":"
In accordance with paragraph 805-20-50-4A, Acquirer discloses both of the following:
  1. a
    In its 20X7 financial statements, that the initial accounting for the business combination has not been completed because the appraisal of property, plant, and equipment has not yet been received
  2. b
    In its March 31, 20X8 financial statements, the amounts and explanations of the adjustments to the provisional values recognized during the current reporting period. Therefore, Acquirer discloses that the increase to the fair value of the item of property, plant, and equipment was $10,000, with a corresponding decrease to goodwill. Additionally, the change to the provisional amount resulted in an increase in depreciation expense and accumulated depreciation of $1,000, of which $500 relates to the previous quarter.
","snippet":"In accordance with paragraph 805-20-50-4A, Acquirer discloses both of the following:\n(a) In its 20X7 financial statements, that the initial accounting for the business combination has not been completed because the appra…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:69c64eaeca545b0a0e20389a205fd5f49875925701c83664a32c6171f494cdf9","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-30","para":"55-30","html":"
This Example illustrates the guidance in paragraphs
805-10-55-20 through 55-21
. Acquirer purchases electronic components from Target under a five-year supply contract at fixed rates. Currently, the fixed rates are higher than rates at which Acquirer could purchase similar electronic components from another supplier. The supply contract allows Acquirer to terminate the contract before the end of the initial 5-year term only by paying a $6 million penalty. With 3 years remaining under the supply contract, Acquirer pays $50 million to acquire Target, which is the fair value of Target based on what other market participants would be willing to pay.
","snippet":"This Example illustrates the guidance in paragraphs 805-10-55-20 through 55-21. Acquirer purchases electronic components from Target under a five-year supply contract at fixed rates. Currently, the fixed rates are higher…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ef5c6858bdd597e23bb3b7490297bfde2cca70c7051e0cfa20e8f353360cabab","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-31","para":"55-31","html":"
Included in the total fair value of Target is $8 million related to the fair value of the supply contract with Acquirer. The $8 million represents a $3 million component that is at-market because the pricing is comparable to pricing for current market transactions for the same or similar items (selling effort, customer relationships, and so forth) and a $5 million component for pricing that is unfavorable to Acquirer because it exceeds the price of current market transactions for similar items. Target has no other identifiable assets or liabilities related to the supply contract, and Acquirer has not recognized any assets or liabilities related to the supply contract before the business combination.
","snippet":"Included in the total fair value of Target is $8 million related to the fair value of the supply contract with Acquirer. The $8 million represents a $3 million component that is at-market because the pricing is comparabl…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1c833e8fe61de14d963cd602576f552bfe7ace07da821eda4d9cd09667840b0b","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-32","para":"55-32","html":"
In this Example, Acquirer recognizes a loss of $5 million (the lesser of the $6 million stated settlement amount and the amount by which the contract is unfavorable to the acquirer) separately from the business combination. The $3 million at-market component of the contract is part of goodwill.
","snippet":"In this Example, Acquirer recognizes a loss of $5 million (the lesser of the $6 million stated settlement amount and the amount by which the contract is unfavorable to the acquirer) separately from the business combinati…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bcddfa8910e63efecc778e3e7e9b608309f0699311f2b8f729d9b061ae6cd82a","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-33","para":"55-33","html":"
This Example illustrates the guidance in paragraphs
805-10-55-20 through 55-21
. Whether Acquirer had previously recognized an amount in its financial statements related to a preexisting relationship will affect the amount recognized as a gain or loss for the effective settlement of the relationship. In Example 2 (see paragraph 805-10-55-30), generally accepted accounting principles (GAAP) might have required Acquirer to recognize a $6 million liability for the supply contract before the business combination. In that situation, Acquirer recognizes a $1 million settlement gain on the contract in earnings at the acquisition date (the $5 million measured loss on the contract less the $6 million loss previously recognized). In other words, Acquirer has in effect settled a recognized liability of $6 million for $5 million, resulting in a gain of $1 million.
","snippet":"This Example illustrates the guidance in paragraphs 805-10-55-20 through 55-21. Whether Acquirer had previously recognized an amount in its financial statements related to a preexisting relationship will affect the amoun…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:dc16ecf6726c4ec72bbd05e0e173e10fa8172d6334c53372372d8820aa7cfb42","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-34","para":"55-34","html":"
This Example illustrates the guidance in paragraphs
805-10-55-24 through 55-25
relating to contingent payments to employees in a business combination. Target hired a candidate as its new chief executive officer under a 10-year contract. The contract required Target to pay the candidate $5 million if Target is acquired before the contract expires. Acquirer acquires Target eight years later. The chief executive officer was still employed at the acquisition date and will receive the additional payment under the existing contract.
","snippet":"This Example illustrates the guidance in paragraphs 805-10-55-24 through 55-25 relating to contingent payments to employees in a business combination. Target hired a candidate as its new chief executive officer under a 1…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ba0f26c1b094629d92b61ebea67e8d7191e800559c20ebacc7dc98cca4cff5ea","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-35","para":"55-35","html":"
In this Example, Target entered into the employment agreement before the negotiations of the combination began, and the purpose of the agreement was to obtain the services of the chief executive officer. Thus, there is no evidence that the agreement was arranged primarily to provide benefits to Acquirer or the combined entity. Therefore, the liability to pay $5 million is included in the application of the acquisition method.
","snippet":"In this Example, Target entered into the employment agreement before the negotiations of the combination began, and the purpose of the agreement was to obtain the services of the chief executive officer. Thus, there is n…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:91c18127886d6037fdc19cc49d4c6a9f9258ab9796731eedf2ae417312c4a9fb","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-36","para":"55-36","html":"
In other circumstances, Target might enter into a similar agreement with the chief executive officer at the suggestion of Acquirer during the negotiations for the business combination. If so, the primary purpose of the agreement might be to provide severance pay to the chief executive officer, and the agreement may primarily benefit Acquirer or the combined entity rather than Target or its former owners. In that situation, Acquirer accounts for the liability to pay the chief executive officer in its postcombination financial statements separately from application of the acquisition method.
","snippet":"In other circumstances, Target might enter into a similar agreement with the chief executive officer at the suggestion of Acquirer during the negotiations for the business combination. If so, the primary purpose of the a…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a9527bd654ee5afe07cd5276baccb69ae7cea98b59df51c68b77a7e2b3aeda7f","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-37","para":"55-37","html":"
This Example illustrates some of the disclosure requirements established in the several Subtopics of this Topic; it is not based on an actual transaction. The Example assumes that Acquirer is a public entity and that Target is a private entity. The illustration presents the disclosures in a tabular format that refers to the specific disclosure requirements illustrated. An actual note to financial statements might present many of the disclosures illustrated in a simple narrative format.
","snippet":"This Example illustrates some of the disclosure requirements established in the several Subtopics of this Topic; it is not based on an actual transaction. The Example assumes that Acquirer is a public entity and that Tar…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b633ad35cecd0de6699e7b3ba7462fd200eac61e6e17629431893de98950ee12","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-38","para":"55-38","html":"
Paragraph 805-10-50-2(a) through (d)
","snippet":"Paragraph 805-10-50-2(a) through (d)\nOn June 30, 20X0, Acquirer acquired 15 percent of the outstanding common shares of Target. On June 30, 20X2, Acquirer acquired 60 percent of the outstanding common shares of Target. T…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:dd1c6ed5356153b4e3d9bf39c1f2800478b2138d9140bf724f8bc684359b1b06","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-39","para":"55-39","html":"
Paragraph 805-30-50-1(a) and 805-30-50-1(e)
","snippet":"Paragraph 805-30-50-1(a) and 805-30-50-1(e)\nThe goodwill of $2,500 arising from the acquisition consists largely of the synergies and economies of scale expected from combining the operations of Acquirer and Target. All …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:45c5c7299c4862ccb9df25137a9a0ddc65a952464391c03b814fa60415535839","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-40","para":"55-40","html":"
Paragraph 805-30-50-1(d)
","snippet":"Paragraph 805-30-50-1(d)\nNone of the goodwill recognized is expected to be deductible for income tax purposes.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a8d7b09374dbd67206cba278a33a7800a267769cf48e010a1d785193bd022286","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-41","para":"55-41","html":"
Paragraphs 805-10-50-2, 805-20-50-1, and 805-30-50-1
","snippet":"Paragraphs 805-10-50-2, 805-20-50-1, and 805-30-50-1\nThe following table summarizes the consideration paid for Target and the amounts of the assets acquired and liabilities assumed recognized at the acquisition date, as …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5720d2d8ca6680865444204ef127c907bee95b1297e975aaa24d0271dd73ac8e","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-42","para":"55-42","html":"
Paragraph 805-30-50-1(b)(4)
","snippet":"Paragraph 805-30-50-1(b)(4)\nThe fair value of the 100,000 common shares issued as part of the consideration paid for Target ($4,000) was determined on the basis of the closing market price of Acquirer's common shares on …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:02888dc462ec033d8c4caaa143ec843288b536c9913cd49022058e3ddc423c46","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-43","para":"55-43","html":"
Paragraph 805-30-50-1(b)(3) and 805-30-50-1(c), and paragraph 805-30-50-4(a)
","snippet":"Paragraph 805-30-50-1(b)(3) and 805-30-50-1(c), and paragraph 805-30-50-4(a)\nThe contingent consideration arrangement requires Acquirer to pay the former owners of Target 5 percent of the revenues of an unconsolidated eq…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:88914d7a0f2a4ad20ecf878b723486015c71aa0275bba17aa8e3cc0d6b426797","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-44","para":"55-44","html":"
Paragraph 805-20-50-1(b)
","snippet":"Paragraph 805-20-50-1(b)\nThe fair value of the financial assets acquired includes receivables under sales-type leases or direct financing leases of data networking equipment with a fair value of $2,000. The gross amount …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:93fd8dd43376b9ba5d642cc25a98f05b28716efb722bf746cee4ca1df0270b4e","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-45","para":"55-45","html":"
Paragraph 805-20-50-4A
","snippet":"Paragraph 805-20-50-4A\nThe fair value of the acquired identifiable intangible assets of $3,300 is provisional pending receipt of the final valuations for those assets.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ec3e79c9e6615b33b650844d9e239744386e987f58f7cd1bd6b2c6b3ee81c496","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-46","para":"55-46","html":"
Paragraph 805-20-50-1(d)
","snippet":"Paragraph 805-20-50-1(d)\nA liability of $1,000 has been recognized at fair value for expected warranty claims on products sold by Target during the last 3 years. Acquirer expects that the majority of this expenditure wil…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5154f7e96bfd5276914a2565471e618d44b61d61b49a15d19bc859b53fceb2d1","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-47","para":"55-47","html":"
Paragraph 805-20-50-1(e)
","snippet":"Paragraph 805-20-50-1(e)\nThe fair value of the noncontrolling interest in Target, a private entity, was estimated by applying the income approach and a market approach. This fair value measurement is based on significant…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3d6e46ada200da5df7a942a8d90efb00f82d031f1659d0d3c40b33d500e6cb17","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-48","para":"55-48","html":"
Paragraph 805-10-50-2(g)(2)
","snippet":"Paragraph 805-10-50-2(g)(2)\nAcquirer recognized a gain of $500 as a result of remeasuring to fair value its 15 percent equity interest in Target held before the business combination. The gain is included in other income …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4a8f05af1c014c1713d5f822240690095930e50000facc972c28d35c71c95f9f","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-49","para":"55-49","html":"
Paragraph 805-10-50-2(h)(1) through (h)(3)
","snippet":"Paragraph 805-10-50-2(h)(1) through (h)(3)\nThe amounts of Target's revenue and earnings included in Acquirer's consolidated income statement for the year ended December 31, 20X2, and the revenue and earnings of the combi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7e395d3ad4e82f3d36cf82128bffa3df42f159bc55738c0809bc8005ddbb16ea","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-50","para":"55-50","html":"
Paragraph 805-10-50-2(h)(4)
","snippet":"Paragraph 805-10-50-2(h)(4)\n20X2 supplemental pro forma earnings were adjusted to exclude $1,250 of acquisition-related costs incurred in 20X2 and $650 of nonrecurring expense related to the fair value adjustment to acqu…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:78f9a1b743d6ae7eeb5b814c39e0d3a28602e62c1dd63f7ff7b09716b0f76b5d","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-51","para":"55-51","html":"
The Examples in paragraphs
805-10-55-52 through 55-96
illustrate the guidance in paragraphs
805-10-55-4 through 55-6
and
805-10-55-8 through 55-9
on the definition of a business. In each of the Examples, the first step of the analysis is the evaluation of the threshold in paragraphs
805-10-55-5A through 55-5C
. If substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets, the set is not a business. If that threshold is not met, an entity should evaluate whether the set includes an input and a substantive process that together significantly contribute to the ability to create outputs. To determine whether both an input and a substantive process are included in the set, an entity should complete its evaluation using the framework (guidance in paragraphs
805-10-55-5D through 55-6
and
805-10-55-8 through 55-9
).
","snippet":"The Examples in paragraphs 805-10-55-52 through 55-96 illustrate the guidance in paragraphs 805-10-55-4 through 55-6 and 805-10-55-8 through 55-9 on the definition of a business. In each of the Examples, the first step o…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3f379d3d3863d69fa0d231f1213800d3a9c5a57848c28b5aecaa73054c51237b","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-52","para":"55-52","html":"
ABC acquires, renovates, leases, sells, and manages real estate properties. ABC acquires a portfolio of 10 single-family homes that each have in-place leases. The only elements included in the acquired set are the 10 single-family homes and the 10 in-place leases. Each single-family home includes the land, building, and property improvements. Each home has a different floor plan, square footage, lot, and interior design. No employees or other assets are acquired.
","snippet":"ABC acquires, renovates, leases, sells, and manages real estate properties. ABC acquires a portfolio of 10 single-family homes that each have in-place leases. The only elements included in the acquired set are the 10 sin…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3a37e0d839e9b60e27c27d22dbb4be4796e8839db6c97ae0eabe0541dfc54fb3","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-53","para":"55-53","html":"
ABC first considers the threshold guidance in paragraphs
805-10-55-5A through 55-5C
. ABC concludes that the land, building, property improvements, and in-place leases at each property can be considered a single asset in accordance with paragraph 805-10-55-5B. That is, the building and property improvements are attached to the land and cannot be removed without incurring significant cost. Additionally, the in-place lease is an intangible asset that should be combined with the related real estate and considered a single asset.
","snippet":"ABC first considers the threshold guidance in paragraphs 805-10-55-5A through 55-5C. ABC concludes that the land, building, property improvements, and in-place leases at each property can be considered a single asset in …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e5b802c6e226d4c78ca38486bb34a86ec6d2fb50552e4750a32dcd20f506d804","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-54","para":"55-54","html":"
ABC also concludes that the 10 single assets (the combined land, building, in-place lease intangible, and property improvements) are similar. Each home has a different floor plan; however, the nature of the assets (all single-family homes) are similar. ABC also concludes that the risks associated with managing and creating outputs are not significantly different. That is, the risks associated with operating the properties and tenant acquisition and management are not significantly different because the types of homes and class of customers are not significantly different. Similarly, the risks associated with operating in the real estate market of the homes acquired are not significantly different. Consequently, ABC concludes that substantially all of the fair value of the gross assets acquired is concentrated in the group of similar identifiable assets; thus, the set is not a business.
","snippet":"ABC also concludes that the 10 single assets (the combined land, building, in-place lease intangible, and property improvements) are similar. Each home has a different floor plan; however, the nature of the assets (all s…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5a5ed41eb8b52dac618e8df8ea5ee2c94c0a880741497029e9d0fdfb57735e9d","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-55","para":"55-55","html":"
Assume the same facts as in Scenario 1 except that ABC also acquires an office park with six 10-story office buildings leased to maximum occupancy of which all have significant fair value. ABC also acquires the vendor contracts for outsourced cleaning, security, and maintenance. Seller's employees that perform leasing (sales, underwriting, and so forth), tenant management, financing, and other strategic management processes are not included in the set. ABC plans to replace the property management and employees with its own internal resources.
","snippet":"Assume the same facts as in Scenario 1 except that ABC also acquires an office park with six 10-story office buildings leased to maximum occupancy of which all have significant fair value. ABC also acquires the vendor co…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5023de752e60b8ce35ebc78c6b29e1a754cfecaa57b7611280e647bb1de69e74","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-56","para":"55-56","html":"
ABC concludes that the single-family homes and office park are not similar assets. ABC considers the risks associated with operating the assets, obtaining tenants, and tenant management between the single-family homes and office park to be significantly different because the scale of operations and risks associated with the class of customers are significantly different. Therefore, substantially all of the fair value of the gross assets acquired is not concentrated in a single identifiable asset or group of similar identifiable assets. Thus, ABC must further evaluate whether the set has the minimum requirements to be considered a business.
","snippet":"ABC concludes that the single-family homes and office park are not similar assets. ABC considers the risks associated with operating the assets, obtaining tenants, and tenant management between the single-family homes an…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1fc559a562946ce22787f0cfb6b3ab410e1151562a5189f7f8886262f5404344","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-57","para":"55-57","html":"
The set has continuing revenues through the in-place leases and, therefore, has outputs. ABC must consider the criteria in paragraph 805-10-55-5E to determine whether the set includes both an input and a substantive process that together significantly contribute to the ability to create outputs.
","snippet":"The set has continuing revenues through the in-place leases and, therefore, has outputs. ABC must consider the criteria in paragraph 805-10-55-5E to determine whether the set includes both an input and a substantive proc…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8695d6faf7f2027af32b074784333435385798031dc3b8949f65d462c56c0fa5","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-58","para":"55-58","html":"
ABC concludes that the criteria in paragraph 805-10-55-5E(a) through (b) are not met because the set does not include employees and the processes performed through the cleaning and security contracts (the only processes acquired) will be considered ancillary or minor in the context of all the processes required to create outputs in the real estate industry. That is, while those outsourcing agreements may be considered to provide an organized workforce that performs cleaning and security processes when applied to the building, the processes performed by the cleaning, security, and maintenance personnel are not considered critical in the context of all the processes required to create outputs.
","snippet":"ABC concludes that the criteria in paragraph 805-10-55-5E(a) through (b) are not met because the set does not include employees and the processes performed through the cleaning and security contracts (the only processes …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d2373b5b4bbee77dbe25ef54499e4cf7abc488e706e392cc33e0013d0c40bc8e","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-59","para":"55-59","html":"
ABC also concludes that the criterion in paragraph 805-10-55-5E(c) is not met because the cleaning and security processes could be easily replaced with little cost, effort, or delay in the ability to continue producing outputs. While the cleaning and security processes are necessary for continued operations of the buildings, these contracts can be replaced quickly with little effect on the ability to continue producing outputs.
","snippet":"ABC also concludes that the criterion in paragraph 805-10-55-5E(c) is not met because the cleaning and security processes could be easily replaced with little cost, effort, or delay in the ability to continue producing o…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:544e1feb6da0cb5dba82dc300cc5334d304dc5bb1abb74ce7539b872ccb4c500","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-60","para":"55-60","html":"
ABC concludes that the criterion in paragraph 805-10-55-5E(d) is not met because the cleaning and security contracts are not considered unique or scarce. That is, these types of arrangements are readily accessible in the marketplace.
","snippet":"ABC concludes that the criterion in paragraph 805-10-55-5E(d) is not met because the cleaning and security contracts are not considered unique or scarce. That is, these types of arrangements are readily accessible in the…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5fd91b81a9ab0332ec2a774f1d3a8539a02597bfacbd8d2a777d235096178f34","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-61","para":"55-61","html":"
Because none of the criteria were met, ABC concludes that the set does not include both an input and substantive processes that together significantly contribute to the ability to create outputs and, therefore, is not considered a business.
","snippet":"Because none of the criteria were met, ABC concludes that the set does not include both an input and substantive processes that together significantly contribute to the ability to create outputs and, therefore, is not co…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f00eb24349316bfc76bc3394206d686c98f7c18d3e16b1bc132a0e5b652aae4f","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-62","para":"55-62","html":"
Assume the same facts as in Scenario 2, except that the set includes the employees responsible for leasing, tenant management, and managing and supervising all operational processes.
","snippet":"Assume the same facts as in Scenario 2, except that the set includes the employees responsible for leasing, tenant management, and managing and supervising all operational processes.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f79131b0d7f3ce4071d484fdb6a90ab69c605dcc1837b88a6fa393113850daa8","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-63","para":"55-63","html":"
The set has continuing revenues through the in-place leases and, therefore, has outputs. ABC must consider the criteria in paragraph 805-10-55-5E to determine whether the set includes both an input and a substantive process that together significantly contribute to the ability to create outputs.
","snippet":"The set has continuing revenues through the in-place leases and, therefore, has outputs. ABC must consider the criteria in paragraph 805-10-55-5E to determine whether the set includes both an input and a substantive proc…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d25667902e5d5e58eb1f1b6de2f83e99e1476598393344e24dec828e2991e1b2","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-64","para":"55-64","html":"
ABC determines that the criterion in paragraph 805-10-55-5E(a) is met because the set includes an organized workforce that performs processes that when applied to the acquired inputs in the set (the land, building, and in-place leases) are critical to the ability to continue producing outputs. That is, ABC concludes that the leasing, tenant management, and supervision of the operational processes are critical to the creation of outputs. Because it includes both an input and a substantive process, the set is considered a business.
","snippet":"ABC determines that the criterion in paragraph 805-10-55-5E(a) is met because the set includes an organized workforce that performs processes that when applied to the acquired inputs in the set (the land, building, and i…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:77d6dc13ce6d7e61f49c2cfecff44e6665908dec9334827137b09d9204fff0fb","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-65","para":"55-65","html":"
Pharma Co. purchases from Biotech a legal entity that contains the rights to a Phase 3 (in the clinical research phase) compound being developed to treat diabetes (the in-process research and development project). Included in the in-process research and development project is the historical know-how, formula protocols, designs, and procedures expected to be needed to complete the related phase of testing. The legal entity also holds an at-market clinical research organization contract and an at-market clinical manufacturing organization contract. No employees, other assets, or other activities are transferred.
","snippet":"Pharma Co. purchases from Biotech a legal entity that contains the rights to a Phase 3 (in the clinical research phase) compound being developed to treat diabetes (the in-process research and development project). Includ…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d522daabcfb98d1ff9f4827682d5a3201f65ab8e2e2f4829055767827eae59db","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-66","para":"55-66","html":"
Pharma Co. first considers the guidance in paragraphs
805-10-55-5A through 55-5C
. Pharma Co. concludes that the in-process research and development project is an identifiable intangible asset that would be accounted for as a single asset in a business combination. Pharma Co. also qualitatively concludes that there is no fair value associated with the clinical research organization contract and the clinical manufacturing organization contract because the services are being provided at market rates and could be provided by multiple vendors in the marketplace. Therefore, all of the consideration in the transaction will be allocated to the in-process research and development project. As such, Pharma Co. concludes that substantially all of the fair value of the gross assets acquired is concentrated in the single in-process research and development asset and the set is not a business.
","snippet":"Pharma Co. first considers the guidance in paragraphs 805-10-55-5A through 55-5C. Pharma Co. concludes that the in-process research and development project is an identifiable intangible asset that would be accounted for …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a3103ae8d58c8b577b73f3dca1ed7a4620347fe11066bdce346971b8c4a47bf0","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-67","para":"55-67","html":"
Pharma Co. purchases from Biotech a legal entity that contains the rights to a Phase 3 compound being developed to treat diabetes (Project 1) and a Phase 3 compound being developed to treat Alzheimer's disease (Project 2). Included with each project are the historical know-how, formula protocols, designs, and procedures expected to be needed to complete the related phase of testing. The legal entity also holds at-market clinical research organization contracts and at-market clinical manufacturing organization contracts associated with each project. Assume that Project 1 and Project 2 have equal fair value. No employees, other assets, or other activities are transferred.
","snippet":"Pharma Co. purchases from Biotech a legal entity that contains the rights to a Phase 3 compound being developed to treat diabetes (Project 1) and a Phase 3 compound being developed to treat Alzheimer's disease (Project 2…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:acfa377c2fc9c37f18b3f95e719d55721f72b4ceee5940a86506461c26dc6b11","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-68","para":"55-68","html":"
Pharma Co. concludes that Project 1 and Project 2 are each separately identifiable intangible assets, both of which would be accounted for as a single asset in a business combination. Pharma Co. then considers whether Project 1 and Project 2 are similar assets. Pharma Co. notes that the nature of the assets is similar in that both Project 1 and Project 2 are in-process research and development assets in the same major asset class. However, Pharma Co. concludes that Project 1 and Project 2 have significantly different risks associated with creating outputs from each asset because each project has different risks associated with developing and marketing the compound to customers. The projects are intended to treat significantly different medical conditions, and each project has a significantly different potential customer base and expected market and regulatory risks associated with the assets. Thus, Pharma Co. concludes that substantially all of the fair value of the gross assets acquired is not concentrated in a single identifiable asset or group of similar identifiable assets and that it must further evaluate whether the set has the minimum requirements to be considered a business.
","snippet":"Pharma Co. concludes that Project 1 and Project 2 are each separately identifiable intangible assets, both of which would be accounted for as a single asset in a business combination. Pharma Co. then considers whether Pr…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e759bc7894b1cb03dfe7853e469b6e21ac35aa7cd946a3261339cb7039288e15","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-69","para":"55-69","html":"
Because the set does not have outputs, Pharma Co. evaluates the criteria in paragraph 805-10-55-5D to determine whether the set has both an input and a substantive process that together significantly contribute to the ability to create outputs. Pharma Co. concludes that the criteria are not met because the set does not have employees. As such, Pharma Co. concludes that the set is not a business.
","snippet":"Because the set does not have outputs, Pharma Co. evaluates the criteria in paragraph 805-10-55-5D to determine whether the set has both an input and a substantive process that together significantly contribute to the ab…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7ed079f8e403fd3f1791538663d0250b945c00c81b00efd06e8ac7f41bed0250","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-70","para":"55-70","html":"
Pharma Co. buys all of the outstanding shares of Biotech. Biotech's operations include research and development activities on several drug compounds that it is developing (in-process research and development projects). The in-process research and development projects are in different phases of the U.S. Food and Drug Administration approval process and would treat significantly different diseases. The set includes senior management and scientists that have the necessary skills, knowledge, or experience to perform research and development activities. In addition, Biotech has long-lived tangible assets such as a corporate headquarters, a research lab, and lab equipment. Biotech does not yet have a marketable product and, therefore, has not generated revenues. Assume that each research and development project has a significant amount of fair value.
","snippet":"Pharma Co. buys all of the outstanding shares of Biotech. Biotech's operations include research and development activities on several drug compounds that it is developing (in-process research and development projects). T…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8092c2b20982843ad7760ba6c1175b04200a9e8f1fe98cbe7904b1c99cad99e2","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-71","para":"55-71","html":"
Pharma Co. first considers the guidance in paragraphs
805-10-55-5A through 55-5C
. The identifiable assets in the set include multiple in-process research and development projects and tangible assets (the corporate headquarters, the research lab, and the lab equipment). Pharma Co. concludes that the in-process research and development projects are not similar assets because the projects have significantly different risks associated with managing the assets and creating the outputs (that is, because there are significantly different development risks in the different phases of development, market risks related to the different customer base, and potential markets for the compounds). In addition, Pharma Co. concludes that there is fair value associated with the acquired workforce because of the proprietary knowledge of and experience with Biotech's ongoing development projects and the potential for creation of new development projects that the workforce embodies. As such, Pharma Co. concludes that substantially all of the fair value of the gross assets acquired is not concentrated in a single identifiable asset or group of similar identifiable assets and that it must further evaluate whether the set has the minimum requirements to be considered a business.
","snippet":"Pharma Co. first considers the guidance in paragraphs 805-10-55-5A through 55-5C. The identifiable assets in the set include multiple in-process research and development projects and tangible assets (the corporate headqu…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ef2f9ddf3f950933fcc87551e8f48b50c94e9edfd74f8ad48a51ec9c7a67178e","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-72","para":"55-72","html":"
Because the set does not have outputs, Pharma Co. evaluates the criteria in paragraph 805-10-55-5D to determine whether the set has both an input and a substantive process that together significantly contribute to the ability to create outputs. Pharma Co. concludes that the criteria are met because the scientists make up an organized workforce that has the necessary skills, knowledge, or experience to perform processes that when applied to the in-process research and development inputs is critical to the ability to develop those inputs into a product that can be provided to a customer. Pharma Co. also determines that there is a more-than-insignificant amount of goodwill (including the fair value associated with the workforce), which is another indicator that the workforce is performing a critical process. Thus, the set includes both inputs and substantive processes and is a business.
","snippet":"Because the set does not have outputs, Pharma Co. evaluates the criteria in paragraph 805-10-55-5D to determine whether the set has both an input and a substantive process that together significantly contribute to the ab…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c6709ee8f3c54a0631d2148b8d0f06938164baa55a97206e64268afe0de10542","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-73","para":"55-73","html":"
Company A is a television broadcaster whose principal business is the ownership and operation of a television station group in the United States through which it broadcasts its proprietary health-care-related programming. Company B owns and operates several television stations in the western United States. Because of a recent merger, Company B must divest itself of a station in Portland, Oregon (KPOR), and agrees to sell the station to Company A.
","snippet":"Company A is a television broadcaster whose principal business is the ownership and operation of a television station group in the United States through which it broadcasts its proprietary health-care-related programming…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d98fdf7e44d87a5d4cb99bf1545c47cca0725dee265915fa65697d832e243f1b","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-74","para":"55-74","html":"
Company A plans to change KPOR's programming format to its proprietary health-care-related programming. Therefore, Company A will receive only the U.S. Federal Communications Commission license, the broadcasting equipment, and the office building. KPOR will be integrated into Company A's operations, with most of the station processes centralized at Company A's corporate headquarters. Company A will not extend offers of employment to any of KPOR's employees or assume any of KPOR's contractual relationships.
","snippet":"Company A plans to change KPOR's programming format to its proprietary health-care-related programming. Therefore, Company A will receive only the U.S. Federal Communications Commission license, the broadcasting equipmen…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:51ebf9224a9f0a7147b98f0ffa32fd10259d5ea89622dbec85bc5ef9a834a4ea","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-75","para":"55-75","html":"
Company A first considers the guidance in paragraphs
805-10-55-5A through 55-5C
. The U.S. Federal Communications Commission license is an intangible asset that is recognized and measured separately in a business combination, while the broadcast equipment and building are tangible nonfinancial assets in different major classes. Company A concludes that the broadcast equipment and building are not considered a single asset because the equipment is not attached to the building and can be removed without significant cost or diminution in fair value. Furthermore, none of the assets will be considered similar in accordance with paragraph 805-10-55-5C because the U.S. Federal Communications Commission license cannot be considered similar to tangible assets and the tangible assets are in different major asset classes. Each of the separate identifiable assets has significant fair value. Thus, Company A concludes that substantially all of the fair value of the gross assets acquired is not concentrated in a single identifiable asset or group of similar identifiable assets and that it must further evaluate whether the set has the minimum requirements to be considered a business.
","snippet":"Company A first considers the guidance in paragraphs 805-10-55-5A through 55-5C. The U.S. Federal Communications Commission license is an intangible asset that is recognized and measured separately in a business combinat…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2a90c1afd9349e8153d63c829ed27941c0a837a06dfb91375d5a04e98336dca1","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-76","para":"55-76","html":"
The set does not have outputs; therefore, Company A considers the criteria in paragraph 805-10-55-5D to determine whether the set includes both an input and a substantive process that together significantly contribute to the ability to create outputs. The set does not include an organized workforce, so it does not meet the criteria in paragraph 805-10-55-5D. Therefore, the set does not include both an input and a substantive process and is not considered a business.
","snippet":"The set does not have outputs; therefore, Company A considers the criteria in paragraph 805-10-55-5D to determine whether the set includes both an input and a substantive process that together significantly contribute to…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:512202501fc14b571da9852aa568acc47d50a386758e31980c5cc14505dede44","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-77","para":"55-77","html":"
Widget Co. manufactures complex equipment and has manufacturing facilities throughout the world. Widget Co. decided to idle a facility in a foreign jurisdiction in a reorganization of its manufacturing footprint and furloughed the assembly line employees.
","snippet":"Widget Co. manufactures complex equipment and has manufacturing facilities throughout the world. Widget Co. decided to idle a facility in a foreign jurisdiction in a reorganization of its manufacturing footprint and furl…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4493ada4d6f40ce293ce5f11c08c2c9cd93b3f644746761e61c18772e8df7d9f","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-78","para":"55-78","html":"
Acquirer enters into an agreement to purchase a manufacturing facility and related equipment from Widget Co. To comply with the local labor laws, Acquirer also must assume the furloughed employees.
","snippet":"Acquirer enters into an agreement to purchase a manufacturing facility and related equipment from Widget Co. To comply with the local labor laws, Acquirer also must assume the furloughed employees.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c9f0bee7f442fe4008517e6e0134e3c28aa0a978167fbe3e8ea51fd6ecb25836","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-79","para":"55-79","html":"
The assets acquired include the equipment and facility (land and building) but no intellectual property, inventory, customer relationships, or any other inputs.
","snippet":"The assets acquired include the equipment and facility (land and building) but no intellectual property, inventory, customer relationships, or any other inputs.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f1ebb419ff32587d975df656a771dd318a18d9c5907919958b55e932f494c894","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-80","para":"55-80","html":"
Acquirer first considers the guidance in paragraphs
805-10-55-5A through 55-5C
. Acquirer concludes that the equipment in the facility can be removed without significant cost or diminution in utility or fair value because the equipment is not attached to the building and can be used in many types of manufacturing facilities. Therefore, the equipment and building are not a single asset. Furthermore, the equipment and facility are not considered similar assets because they are different major classes of tangible assets. Acquirer determines that there is significant fair value in both the equipment and the facility and, thus, concludes that it must further evaluate whether the set has the minimum requirements to be considered a business.
","snippet":"Acquirer first considers the guidance in paragraphs 805-10-55-5A through 55-5C. Acquirer concludes that the equipment in the facility can be removed without significant cost or diminution in utility or fair value because…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a09c7e3838ffc213298f9281221e2555b2171629025a8f19d74a8049beb3da56","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-81","para":"55-81","html":"
The set is not currently producing outputs because there is no continuation of revenue before and after the transaction; therefore, Acquirer considers the criteria in paragraph 805-10-55-5D and whether the set includes both employees that form an organized workforce and an input that the workforce could develop or convert into output. The set includes employees that have the necessary skills, knowledge, or experience to use the equipment; however, without intellectual property or other inputs that could be converted into outputs using the equipment, the set does not include both an organized workforce and an input that will meet the criteria in paragraph 805-10-55-5D. That is, the equipment itself cannot be developed or converted into an output by those employees. Therefore, the set is not a business.
","snippet":"The set is not currently producing outputs because there is no continuation of revenue before and after the transaction; therefore, Acquirer considers the criteria in paragraph 805-10-55-5D and whether the set includes b…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ae9e4a5195b001ea230fdc0e8d3c66648101541ef165fcf13c77d0efde7094fd","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-82","para":"55-82","html":"
Company A is a distributor of food and beverages. Company A enters into an agreement to sublicense the Latin American distribution rights of Yogurt Brand F to Company B, whereby Company B will distribute Yogurt Brand F in Latin America. As part of the agreement, Company A transfers the existing customer contracts in Latin America to Company B and an at-market supply contract with the producer of Yogurt Brand F. Company A retains all of its employees and distribution capabilities.
","snippet":"Company A is a distributor of food and beverages. Company A enters into an agreement to sublicense the Latin American distribution rights of Yogurt Brand F to Company B, whereby Company B will distribute Yogurt Brand F i…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f8cd35d0b518fa6945a1b23e9cc731a238ae44619e63043720433ef3b12743c8","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-83","para":"55-83","html":"
Company B first considers the guidance in paragraphs
805-10-55-5A through 55-5C
. The identifiable assets that could be recognized in a business combination include the license to distribute Yogurt Brand F, customer contracts, and the supply agreement. Company B concludes that the license and customer contracts will have fair value assigned to them. Company B concludes that neither asset represents substantially all of the fair value of the gross assets. Company B then considers whether the license and customer contracts are a group of similar intangible assets. Because the license and customer contracts are in different major classes of identifiable intangible assets, they are not considered similar assets. Therefore, substantially all of the fair value of the gross assets acquired is not concentrated in a single identifiable asset or group of similar identifiable assets, and Company B must evaluate whether the set has both an input and a substantive process.
","snippet":"Company B first considers the guidance in paragraphs 805-10-55-5A through 55-5C. The identifiable assets that could be recognized in a business combination include the license to distribute Yogurt Brand F, customer contr…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a2da1c57f28c188d2fb95294e5d289a34d41436a3d72662b59126e67d6279325","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-84","para":"55-84","html":"
The set has outputs through the continuation of revenues with customers in Latin America. As such, Company B must evaluate the criteria in paragraph 805-10-55-5E to determine whether the set includes an input and a substantive process that together significantly contribute to the ability to create outputs. Company B considers whether the acquired contracts are providing access to an organized workforce that performs a substantive process. However, because the contracts are not providing a service that applies a process to another acquired input, Company B concludes that the substance of the contracts are only that of acquiring inputs. The set is not a business because:
  1. a
    It does not include an organized workforce that could meet the criteria in paragraph 805-10-55-5E(a) through (b).
  2. b
    There are no acquired processes that could meet the criteria in paragraph 805-10-55-5E(c) through (d).
  3. c
    It does not include both an input and a substantive process.
","snippet":"The set has outputs through the continuation of revenues with customers in Latin America. As such, Company B must evaluate the criteria in paragraph 805-10-55-5E to determine whether the set includes an input and a subst…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1ec4e74f8f639609bf7186e463c62171bb5525a2188f9d6a08dac66aae66dff1","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-85","para":"55-85","html":"
Company A is a global producer of food and beverages. Company A sells the worldwide rights of Yogurt Brand F, including all related intellectual property, to Company B. Company B also acquires all customer contracts and relationships, finished goods inventory, marketing materials, customer incentive programs, raw material supply contracts, specialized equipment specific to manufacturing Yogurt Brand F, and documented processes and protocols to produce Yogurt Brand F. Company B does not receive employees, manufacturing facilities, all of the manufacturing equipment and processes required to produce the product, and distribution facilities and processes.
","snippet":"Company A is a global producer of food and beverages. Company A sells the worldwide rights of Yogurt Brand F, including all related intellectual property, to Company B. Company B also acquires all customer contracts and …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:79863175e3679aab4074cbcdd04b11bbbb053b34be0043f147af0e7c879097e9","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-86","para":"55-86","html":"
Company B first considers the guidance in paragraphs
805-10-55-5A through 55-5C
. The gross assets include intellectual property (the trademark, the related trade name, and recipes) associated with Yogurt Brand F (the intellectual property associated with the brand is determined to be a single intangible asset in accordance with the guidance in paragraph 805-20-55-18), customer contracts and related relationships, equipment, finished goods inventory, and the excess of the consideration transferred over the fair value of the net assets acquired. Company B concludes that substantially all of the fair value of the gross assets acquired is not concentrated in a single identifiable asset or group of similar identifiable assets even though, for purposes of the analysis, the intellectual property is considered to be a single identifiable asset. In addition, because there is significant fair value in both tangible assets and intangible assets, Company B concludes that there is not a group of similar assets that meets this threshold.
","snippet":"Company B first considers the guidance in paragraphs 805-10-55-5A through 55-5C. The gross assets include intellectual property (the trademark, the related trade name, and recipes) associated with Yogurt Brand F (the int…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1107fb066b2bb0da024146a5ae45cd341306792de24f9f371de3842c9c8eaf45","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-87","para":"55-87","html":"
The set has outputs through the continuation of revenues, and Company B must consider the criteria in paragraph 805-10-55-5E to determine whether the set includes both inputs and a substantive process that together significantly contribute to the ability to create outputs. The set does not include an organized workforce and, therefore, does not meet the criteria in paragraph 805-10-55-5E(a) through (b). However, the acquired manufacturing processes are unique to Yogurt Brand F, and when those processes are applied to acquired inputs such as the intellectual property, raw material supply contracts, and the equipment, they significantly contribute to the ability to continue producing outputs. As such, the criterion in paragraph 805-10-55-5E(c) is met, and the set includes both inputs and substantive processes. Because the set includes inputs and substantive processes that together significantly contribute to the ability to create outputs, it is considered a business.
","snippet":"The set has outputs through the continuation of revenues, and Company B must consider the criteria in paragraph 805-10-55-5E to determine whether the set includes both inputs and a substantive process that together signi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:83a28c00b1001e7950c04cccc6f245cb4cf767e6954a501ade66925ea77f9626","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-88","para":"55-88","html":"
Bank A purchases a loan portfolio from Bank Z. The portfolio of loans consists of residential mortgages with terms, size, and risk ratings that are not significantly different. Bank A does not take over the employees of Bank Z that managed the credit risk of the portfolio and the relationship with the borrowers (such as brokers, vendors, and risk managers).
","snippet":"Bank A purchases a loan portfolio from Bank Z. The portfolio of loans consists of residential mortgages with terms, size, and risk ratings that are not significantly different. Bank A does not take over the employees of …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c8993b193534bf1f55e7571fbcc077980a375c2f5dff38a01f3353b97f1203d2","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-89","para":"55-89","html":"
Bank A first considers the guidance in paragraphs
805-10-55-5A through 55-5C
. Bank A concludes that the nature of the assets (residential mortgage loans) is similar. Bank A also concludes that the risks associated with managing and creating outputs are not significantly different because the terms, size, and risk ratings of the loans are not significantly different. Because all of the fair value of the gross assets acquired is in a group of similar identifiable assets, the set is not a business.
","snippet":"Bank A first considers the guidance in paragraphs 805-10-55-5A through 55-5C. Bank A concludes that the nature of the assets (residential mortgage loans) is similar. Bank A also concludes that the risks associated with m…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:529acb981e119bdaf9c41f4f937c53dbdc2efcd0d2245745b85cec480b8cc5cf","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-90","para":"55-90","html":"
Assume the same facts as in Scenario 1 except that the portfolio of loans consists of commercial loans with term, size, and risk ratings that are significantly different.
","snippet":"Assume the same facts as in Scenario 1 except that the portfolio of loans consists of commercial loans with term, size, and risk ratings that are significantly different.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:70a39cc4af3a804565b1b587189f7ba328f30a98f8c5a1eb766c90be95c77378","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-91","para":"55-91","html":"
Bank A first considers the guidance in paragraphs
805-10-55-5A through 55-5C
. Bank A must consider whether the loans are similar. Bank A concludes that the nature of the assets (commercial loans) is similar; however, because the term, size, and risk ratings of the loans are significantly different, Bank A concludes that the risks associated with managing and creating outputs are significantly different. Thus, Bank A concludes that substantially all of the fair value of the gross assets acquired is not concentrated in a single identifiable asset or group of similar identifiable assets and that it must further evaluate whether the set has the minimum requirements to be considered a business.
","snippet":"Bank A first considers the guidance in paragraphs 805-10-55-5A through 55-5C. Bank A must consider whether the loans are similar. Bank A concludes that the nature of the assets (commercial loans) is similar; however, bec…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:45bbfd1c401d8118a73d226665e1dd7cfc384c776133c3ae0a9560e49382478f","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-92","para":"55-92","html":"
The set has outputs through the continuation of revenues (interest income). Consequently, Bank A considers the criteria in paragraph 805-10-55-5E to determine whether the set includes both inputs and a substantive process that together significantly contribute to the ability to create outputs. Because the set does not include an organized workforce or acquired processes, the criteria in paragraph 805-10-55-5E are not met and the set is not a business.
","snippet":"The set has outputs through the continuation of revenues (interest income). Consequently, Bank A considers the criteria in paragraph 805-10-55-5E to determine whether the set includes both inputs and a substantive proces…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7938662ed18dfc84c76a442cef0d86ad0960d2645c54699b7787de68b9147327","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-93","para":"55-93","html":"
Assume the same facts as in Scenario 2 except that Bank A takes over the employees of Bank Z that managed the credit risk of the portfolio and the relationship with the borrowers (such as brokers and risk managers). Additionally, consideration transferred is significantly higher than Bank A's estimate of the fair value of the loan portfolio.
","snippet":"Assume the same facts as in Scenario 2 except that Bank A takes over the employees of Bank Z that managed the credit risk of the portfolio and the relationship with the borrowers (such as brokers and risk managers). Addi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9f7c81c7ce2f7d4d2f81673adc6993d39b4bae835601f146929295071e56be3a","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-94","para":"55-94","html":"
Bank A first considers the guidance in paragraphs
805-10-55-5A through 55-5C
. Bank A concludes that the loan portfolio does not consist of similar identifiable assets. Bank A also concludes that there is significant fair value associated with different groups of financial assets and the acquired workforce. As such, Bank A concludes that substantially all of the fair value of the gross assets acquired is not concentrated in a single identifiable asset or group of similar identifiable assets and that it must further evaluate whether the set has met the minimum requirements to be considered a business.
","snippet":"Bank A first considers the guidance in paragraphs 805-10-55-5A through 55-5C. Bank A concludes that the loan portfolio does not consist of similar identifiable assets. Bank A also concludes that there is significant fair…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bf10faaf62579b27c6aec90af9a5167568840da48a63e4b2c502f4ca35a8b3f9","downloaded_from":"2026-09-10T01:22:37.779Z","last_downloaded_at":"2026-09-10T01:22:37.779Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479303","source_sha256":"a920dd250a34e8285fd2829843276281bd86a7bb7263f046e7ea47c1f24ada62"}},{"citation":"805-10-55-95","para":"55-95","html":"
The set has outputs through the continuation of revenues (interest income). Consequently, Bank A considers the criteria in paragraph 805-10-55-5E to determine whether the set includes both an input and a substantive process that together significantly contribute to the ability to create outputs.
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Bank A evaluates the criteria in paragraph 805-10-55-5E and concludes that the criterion in paragraph 805-10-55-5E(a) is met because the set includes an organized workforce that performs processes (customer relationship management and credit risk management) critical to the ability to continue producing outputs; therefore, the set is a business.
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Paragraph superseded on 07/01/2010 after the end of the transition period stated in FASB Statement No. 141 (Revised 2007), Business Combinations, and No. 164, Not-for-Profit Entities: Mergers and Acquisitions.
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Paragraph superseded on 06/18/2012 after the end of the transition period stated in Accounting Standards Update No. 2010-29, Business Combinations (Topic 805): Disclosure of Supplementary Pro Forma Information for Business Combinations.
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Paragraph superseded on 06/20/2018 after the end of the transition period stated in Accounting Standards Update No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments.
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Accounting Standards Update 2017-01
2019-6-17
2017-12-16
2017-12-16
2018-12-16
2019-12-16
2018-12-16
2019-12-16
2018-12-16
2019-12-16
2018-12-16
2019-12-16
2018-12-16
2019-12-16
The following represents the transition and effective date information related to Accounting Standards Update No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business:
  1. a
    The pending content that links to this paragraph shall be effective for public business entities for annual periods beginning after December 15, 2017, including interim periods within those periods.
  2. b
    The pending content that links to this paragraph shall be effective for all other entities for annual periods beginning after December 15, 2018, and interim periods within annual periods beginning after December 15, 2019.
  3. c
    Earlier application of the pending content that links to this paragraph is permitted for transactions for which the acquisition date occurs before the issuance date or the effective date of the pending content that links to this paragraph only when the transaction has not been reported in financial statements that have been issued or made available for issuance.
  4. d
    Earlier application of the pending content that links to this paragraph is permitted for transactions in which a subsidiary is deconsolidated or a group of assets is derecognized that occur before the issuance date or the effective date of the pending content that links to this paragraph only when the transaction has not been reported in financial statements issued or made available for issuance.
  5. e
    An entity shall apply the pending content that links to this paragraph prospectively as of the beginning of the period of adoption.
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Accounting Standards Update 2025-03
2028-6-13
2026-12-16
2026-12-16
2026-12-16
2026-12-16
2026-12-16
2026-12-16
2026-12-16
2026-12-16
2026-12-16
2026-12-16
2026-12-16
2026-12-16
The following represents the transition and effective date information related to Accounting Standards Update No. 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity:
Effective date and early adoption
  1. a
    All entities shall apply the pending content that links to this paragraph for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods.
  2. b
    Early adoption of the pending content that links to this paragraph is permitted in an interim or annual reporting period in which financial statements have not yet been issued (or made available for issuance). If an entity adopts the pending content that links to this paragraph in an interim reporting period, it shall adopt the pending content as of the beginning of that interim reporting period or the beginning of the annual reporting period that includes that interim reporting period.
Transition method
  1. c
    An entity shall apply the pending content that links to this paragraph on a prospective basis to all business combinations that have an acquisition date that occurs on or after the date of initial application of the pending content.
Transition disclosures
  1. d
    An entity applying the pending content that links to this paragraph shall disclose in both the interim reporting period (if applicable) and the annual reporting period of the change the nature of and reason for the change in accounting principle.
","snippet":"Accounting Standards Update 2025-03The following represents the transition and effective date information related to Accounting Standards Update No. 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:27d93cbf48e2134c4e19424aa68949e084f11be3e3b9131fd51a8c99a7ccab60","downloaded_from":"2026-09-10T01:22:40.178Z","last_downloaded_at":"2026-09-10T01:22:40.178Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479279","source_sha256":"d41ddd803ffa4efb6af73442d7044678d43bd4e09a3185d38b2d79d4489f4c46"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:249be9ceda7655863f753b88ced1573f7695c6667d4802443263d2c4bcf6442a","downloaded_from":"2026-09-10T01:22:40.178Z","last_downloaded_at":"2026-09-10T01:22:40.178Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479279","source_sha256":"d41ddd803ffa4efb6af73442d7044678d43bd4e09a3185d38b2d79d4489f4c46"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:aff6c3c006e4d95f4980dd2ac91234a458981330d2c00966bcf879f27e094d23","downloaded_from":"2026-09-10T01:22:40.178Z","last_downloaded_at":"2026-09-10T01:22:40.178Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479279","source_sha256":"d41ddd803ffa4efb6af73442d7044678d43bd4e09a3185d38b2d79d4489f4c46"}},{"number":"S00","label":"SEC 00 Status","anchor":"sec-00-status","is_sec":true,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-10-S00-1","para":"S00-1","html":"
The following table identifies the changes made to this Subtopic.
ParagraphActionAccounting Standards UpdateDate
805-10-S25-1AmendedAccounting Standards Update No. 2009-0207/01/2009
805-10-S30-1AmendedAccounting Standards Update No. 2009-0207/01/2009
805-10-S30-2AmendedAccounting Standards Update No. 2009-0207/01/2009
805-10-S30-3AmendedAccounting Standards Update No. 2009-0207/01/2009
805-10-S50-2AmendedAccounting Standards Update No. 2009-0207/01/2009
805-10-S50-3AmendedAccounting Standards Update No. 2009-0207/01/2009
805-10-S55-1AmendedAccounting Standards Update No. 2009-0207/01/2009
805-10-S55-2AmendedAccounting Standards Update No. 2009-0207/01/2009
805-10-S55-3AmendedAccounting Standards Update No. 2009-0709/15/2009
805-10-S55-4AmendedAccounting Standards Update No. 2009-0207/01/2009
805-10-S55-5SupersededAccounting Standards Update No. 2012-0308/27/2012
805-10-S99-2AmendedAccounting Standards Update No. 2012-0308/27/2012
805-10-S99-2AmendedAccounting Standards Update No. 2010-2208/19/2010
805-10-S99-3AmendedAccounting Standards Update No. 2009-0207/01/2009
805-10-S99-4AmendedAccounting Standards Update No. 2009-0207/01/2009
805-10-S99-5AmendedAccounting Standards Update No. 2009-0207/01/2009
805-10-S99-6AmendedAccounting Standards Update No. 2009-0207/01/2009
805-10-S99-7AmendedAccounting Standards Update No. 2009-0207/01/2009
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The following is the text of SEC Observer Comment: Accounting by a Joint Venture for Businesses Received at Its Formation.
","snippet":"The following is the text of SEC Observer Comment: Accounting by a Joint Venture for Businesses Received at Its Formation.\nThe SEC staff will object to a conclusion that did not result in the application of Topic 805 to …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:eaf64bbfabada53f81837b07dda662470555b702d7f7452b51eba3b7b89a7f87","downloaded_from":"2026-09-10T01:23:02.215Z","last_downloaded_at":"2026-09-10T01:23:02.215Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480110","source_sha256":"84930350b91a016550927ce4292c628e7258db179254938ade6d32c52cfc448e"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:93082a31742d7c6891da7d12c3de4922da8ee133bfd15de401627496e230ccfa","downloaded_from":"2026-09-10T01:23:02.215Z","last_downloaded_at":"2026-09-10T01:23:02.215Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480110","source_sha256":"84930350b91a016550927ce4292c628e7258db179254938ade6d32c52cfc448e"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:aba86300689bfabd290f27a0dcf79db50ce5e931bdd133d17ae1d873e42daba4","downloaded_from":"2026-09-10T01:23:02.215Z","last_downloaded_at":"2026-09-10T01:23:02.215Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480110","source_sha256":"84930350b91a016550927ce4292c628e7258db179254938ade6d32c52cfc448e"}}],"enrichment":{"summary":"ASC 805-10 is the Overall subtopic of Business Combinations: it sets the scope of the Topic and governs two of the four steps of the acquisition method — identifying the acquirer and determining the acquisition date — plus the definition of a business, the measurement period, and deciding what is (and is not) part of the business combination exchange. Every transaction meeting the definition of a business combination must be accounted for by the acquisition method (805-10-25-1); if the acquired set is not a business, it is an asset acquisition. It also sets the disclosure objectives and requirements enabling users to evaluate the nature and financial effects of a combination.","key_points":["A business combination must be accounted for using the acquisition method, whose four steps are identifying the acquirer, determining the acquisition date, recognizing/measuring identifiable assets acquired, liabilities assumed and any noncontrolling interest, and recognizing/measuring goodwill or a bargain purchase gain (805-10-05-4; 805-10-25-1); the Topic does not apply to asset acquisitions, common-control combinations, or joint venture formations (805-10-15-4).","The acquirer is the entity that obtains control, identified using the controlling financial interest guidance in the General Subsections of Subtopic 810-10; if that is not clear, the factors in 805-10-55-11 through 55-15 apply, and for an acquired VIE the primary beneficiary is the acquirer (805-10-25-5).","The acquisition date is the date the acquirer obtains control, generally the closing date, but may be earlier or later based on all pertinent facts and circumstances (805-10-25-6 through 25-7).","A set is a business only if it includes, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output; if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets, the set is not a business (805-10-55-5 through 55-5C).","In a step acquisition the acquirer remeasures its previously held equity interest at acquisition-date fair value with the gain or loss in earnings, reclassifying related amounts (including cumulative translation adjustment) out of OCI (805-10-25-10).","Provisional amounts may be adjusted during the measurement period — which ends when the information is obtained or is unobtainable, but never exceeds one year from the acquisition date — with a corresponding adjustment to goodwill recognized in the period the adjustment is determined; after that, changes are error corrections under Topic 250 (805-10-25-13 through 25-19).","Transactions separate from the exchange for the acquiree (settlement of preexisting relationships, compensation for future services, reimbursement of acquisition costs) are accounted for under other GAAP, and acquisition-related costs are expensed as incurred except debt/equity issuance costs (805-10-25-20 through 25-23)."],"categories":["Business combinations","Recognition","Initial measurement","Disclosure"],"audience_level":"intermediate","student_note":"This is the gateway subtopic: exams test whether a transaction is a business combination versus an asset acquisition (the concentration screen and the input/substantive process framework) and who the accounting acquirer is in a reverse acquisition. A common misunderstanding is that measurement-period adjustments are retrospectively restated — under current guidance they are recorded in the period determined, with the cumulative earnings effect (e.g., catch-up depreciation) recognized in current earnings.","related_topics":["805-20","805-30","805-40","805-50","805-60","810-10"],"key_concepts":["acquisition method","definition of a business","identifying the acquirer","acquisition date","measurement period","step acquisition","acquisition-related costs","preexisting relationship settlement"],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:458bc84714297088379ec035b09a33c3a5b5cb204ff6fa8d5a4b304413377352","downloaded_from":"2026-09-10T01:22:15.852Z","last_downloaded_at":"2026-09-10T01:23:02.215Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"related":[{"number":"805-20","title":"Identifiable Assets and Liabilities, and Any Noncontrolling Interest","topic_title":"Business Combinations","score":0.7796,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:11c7d2050c33cefdfd3e1b1473fd1ba2c892aaa7d5a49d4256e02db28bccb62a","downloaded_from":"2026-09-10T01:23:05.700Z","last_downloaded_at":"2026-09-10T01:23:57.518Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-50","title":"Related Issues","topic_title":"Business Combinations","score":0.7554,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:dfaf3523d5185990604481b7c6bec0c9f4be72180f478031f03aa107271037a4","downloaded_from":"2026-09-10T01:24:51.500Z","last_downloaded_at":"2026-09-10T01:25:42.308Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"740-805","title":"Business Combinations","topic_title":"Income Taxes","score":0.724,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:18806befcd07d13b33cfaa2ab885da95ed077fdcc3138345c211fe5c3ffd8eb2","downloaded_from":"2026-09-10T01:18:07.776Z","last_downloaded_at":"2026-09-10T01:18:34.477Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-30","title":"Goodwill or Gain from Bargain Purchase, Including Consideration Transferred","topic_title":"Business Combinations","score":0.72,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:69b89a5afe644c4d58c22b82f4068845f3b7ca31389c9d5dd6cfa71558b4dc41","downloaded_from":"2026-09-10T01:24:00.736Z","last_downloaded_at":"2026-09-10T01:24:28.219Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-958","title":"Not-for-Profit Entities","topic_title":"Business Combinations","score":0.7086,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5ad635e83afb06eaae355949f5c09a516726fd4f09d6fa3192959910112d8422","downloaded_from":"2026-09-10T01:27:38.837Z","last_downloaded_at":"2026-09-10T01:28:11.147Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-40","title":"Reverse Acquisitions","topic_title":"Business Combinations","score":0.6955,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ad603c3beb29d8faedcc5dbefbb91f54c030e2a7a2e019297154f0c47367b330","downloaded_from":"2026-09-10T01:24:30.047Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}}],"prev":{"number":"740-995","title":"U.S. Steamship Entities","topic_title":"Income Taxes","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8ba8e0f8471c185f0dafead569b4aca31829287bb2cc72a19258dd2a370e8edc","downloaded_from":"2026-09-10T01:21:58.145Z","last_downloaded_at":"2026-09-10T01:22:12.560Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"next":{"number":"805-20","title":"Identifiable Assets and Liabilities, and Any Noncontrolling Interest","topic_title":"Business Combinations","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2678fa6344b37bb65cf46092e490de20e3db150c86d4923df8f76c07b1d2b2f4","downloaded_from":"2026-09-10T01:23:05.700Z","last_downloaded_at":"2026-09-10T01:23:57.518Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e654801785c4a8062f81e48cf3ef91b68058017fb4f10bba119427194ec11368","downloaded_from":"2026-09-10T01:22:15.852Z","last_downloaded_at":"2026-09-10T01:23:02.215Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-20","topic":"805","title":"Identifiable Assets and Liabilities, and Any Noncontrolling Interest","area":"Broad Transactions","paragraphs":181,"summary":"ASC 805-20 governs one piece of the acquisition method: recognizing and measuring the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest (NCI) in the acquiree. The core rules are that at the acquisition date the acquirer recognizes these items separately from goodwill (if they meet the asset/liability definitions and are part of the exchange, not a separate transaction) and measures them at acquisition-date fair value, subject to a closed list of recognition and measurement exceptions (income taxes, employee benefits, indemnification assets, reacquired rights, share-based payments, held-for-sale assets, certain contingencies, leases, PCD assets, contract assets/liabilities). Private companies and NFPs may elect an accounting alternative that subsumes most customer-related intangibles and all noncompetition agreements into goodwill.","concepts":["acquisition method","identifiable intangible assets","separability criterion","contractual-legal criterion","noncontrolling interest fair value","reacquired rights","indemnification asset","private company accounting alternative"],"categories":["Business combinations","Recognition","Initial measurement","Intangibles and goodwill"],"level":"intermediate","topic_title":"Business Combinations","sections":[{"number":"00","label":"00 Status","anchor":"00-status","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-20-00-1","para":"00-1","html":"
The following table identifies the changes made to this Subtopic.
Paragraph Action Accounting Standards Update Date
Acquiree Amended Accounting Standards Update No. 2010-07 01/28/2010
Acquirer Amended Accounting Standards Update No. 2025-03 05/12/2025
Acquisition by a Not-for-Profit Entity Added Accounting Standards Update No. 2010-07 01/28/2010
Bargain Purchase Option Superseded Accounting Standards Update No. 2016-02 02/25/2016
Bargain Renewal Option Superseded Accounting Standards Update No. 2016-02 02/25/2016
Business Amended Accounting Standards Update No. 2017-01 01/05/2017
Business Combination Amended Accounting Standards Update No. 2010-07 01/28/2010
Compliance Environmental Credit Added Accounting Standards Update No. 2026-02 05/19/2026
Contract Added Accounting Standards Update No. 2016-02 02/25/2016
Contract Asset Added Accounting Standards Update No. 2014-18 12/23/2014
Contract Liability Added Accounting Standards Update No. 2021-08 10/28/2021
Corporate Joint Venture Added Accounting Standards Update No. 2023-05 08/23/2023
Direct Financing Lease Amended Accounting Standards Update No. 2021-05 07/19/2021
Direct Financing Lease Added Accounting Standards Update No. 2016-02 02/25/2016
Environmental Credit Added Accounting Standards Update No. 2026-02 05/19/2026
Environmental Credit Obligation Added Accounting Standards Update No. 2026-02 05/19/2026
Exchange Added Accounting Standards Update No. 2025-10 12/04/2025
Finance Lease Added Accounting Standards Update No. 2016-02 02/25/2016
Financial Asset (1st def.) Superseded Accounting Standards Update No. 2016-19 12/14/2016
Financial Asset (1st def.) Added Accounting Standards Update No. 2016-13 06/16/2016
Financial Asset (2nd def.) Added Accounting Standards Update No. 2016-19 12/14/2016
Financial Statements Are Available to Be Issued Superseded Accounting Standards Update No. 2016-03 03/07/2016
Financial Statements Are Available to Be Issued Added Accounting Standards Update No. 2014-18 12/23/2014
Goodwill Amended Accounting Standards Update No. 2023-05 08/23/2023
Goodwill Amended Accounting Standards Update No. 2010-07 01/28/2010
Government Grant Added Accounting Standards Update No. 2025-10 12/04/2025
Grant Related to an Asset Added Accounting Standards Update No. 2025-10 12/04/2025
Grant Related to Income Added Accounting Standards Update No. 2025-10 12/04/2025
Income Taxes Added Accounting Standards Update No. 2026-02 05/19/2026
Indirectly Related to the Leased Property Superseded Accounting Standards Update No. 2016-02 02/25/2016
Joint Venture Added Accounting Standards Update No. 2023-05 08/23/2023
Lease Amended Accounting Standards Update No. 2016-02 02/25/2016
Lease Added Accounting Standards Update No. 2014-18 12/23/2014
Lease Liability Added Accounting Standards Update No. 2016-02 02/25/2016
Lease Payments Added Accounting Standards Update No. 2016-02 02/25/2016
Lease Receivable Added Accounting Standards Update No. 2016-02 02/25/2016
Lease Term Amended Accounting Standards Update No. 2016-02 02/25/2016
Lessee Added Accounting Standards Update No. 2016-02 02/25/2016
Lessor Added Accounting Standards Update No. 2016-02 02/25/2016
Monetary Assets Added Accounting Standards Update No. 2025-10 12/04/2025
Net Investment in the Lease Added Accounting Standards Update No. 2016-02 02/25/2016
Noncancelable Lease Term Superseded Accounting Standards Update No. 2016-02 02/25/2016
Nonreciprocal Transfer (1st def.) Added Accounting Standards Update No. 2026-02 05/19/2026
Operating Lease Added Accounting Standards Update No. 2016-02 02/25/2016
Performance Obligation Added Accounting Standards Update No. 2021-08 10/28/2021
Private Company Added Accounting Standards Update No. 2014-18 12/23/2014
Probable Added Accounting Standards Update No. 2026-02 05/19/2026
Public Business Entity Amended Maintenance Update 2016-11 (PDF) 06/27/2016
Public Business Entity Added Accounting Standards Update No. 2014-18 12/23/2014
Purchased Financial Assets with Credit Deterioration Amended Accounting Standards Update No. 2016-19 12/14/2016
Purchased Financial Assets with Credit Deterioration Added Accounting Standards Update No. 2016-13 06/16/2016
Purchased Seasoned Loans Added Accounting Standards Update No. 2025-08 11/12/2025
Reinsurance Added Accounting Standards Update No. 2016-19 12/14/2016
Right-of-Use Asset Added Accounting Standards Update No. 2016-02 02/25/2016
Sales-Type Lease Amended Accounting Standards Update No. 2021-05 07/19/2021
Sales-Type Lease Added Accounting Standards Update No. 2016-02 02/25/2016
Standalone Selling Price Added Accounting Standards Update No. 2021-08 10/28/2021
Sublease Added Accounting Standards Update No. 2016-02 02/25/2016
Transaction Price Added Accounting Standards Update No. 2021-08 10/28/2021
Underlying Asset Added Accounting Standards Update No. 2016-02 02/25/2016
Unguaranteed Residual Asset Added Accounting Standards Update No. 2016-02 02/25/2016
Variable Interest Entity Superseded Accounting Standards Update No. 2025-03 05/12/2025
805-20-05-3 Added Accounting Standards Update No. 2014-18 12/23/2014
805-20-05-4 Added Accounting Standards Update No. 2014-18 12/23/2014
805-20-15-1A Amended Accounting Standards Update No. 2019-06 05/30/2019
805-20-15-1A Added Accounting Standards Update No. 2016-03 03/07/2016
805-20-15-2 Amended Accounting Standards Update No. 2023-05 08/23/2023
805-20-15-2 Amended Accounting Standards Update No. 2019-06 05/30/2019
805-20-15-2 through 15-4
 Added Accounting Standards Update No. 2014-18 12/23/2014
805-20-15-4 Amended Accounting Standards Update No. 2021-03 03/30/2021
805-20-15-4 Amended Accounting Standards Update No. 2019-06 05/30/2019
805-20-25-1 Amended Accounting Standards Update No. 2019-06 05/30/2019
805-20-25-1 Amended Accounting Standards Update No. 2014-18 12/23/2014
805-20-25-2 Amended Accounting Standards Update No. 2024-02 03/29/2024
805-20-25-5 Amended Accounting Standards Update No. 2025-10 12/04/2025
805-20-25-5 Amended Accounting Standards Update No. 2016-02 02/25/2016
805-20-25-8 Amended Accounting Standards Update No. 2016-19 12/14/2016
805-20-25-8 Amended Accounting Standards Update No. 2016-02 02/25/2016
805-20-25-9 Amended Accounting Standards Update No. 2026-02 05/19/2026
805-20-25-9 Amended Accounting Standards Update No. 2016-02 02/25/2016
805-20-25-10A Added Accounting Standards Update No. 2016-02 02/25/2016
805-20-25-11 Amended Accounting Standards Update No. 2016-02 02/25/2016
805-20-25-12 Amended Accounting Standards Update No. 2016-02 02/25/2016
805-20-25-13 Superseded Accounting Standards Update No. 2016-02 02/25/2016
805-20-25-15B through 25-15D
 Added Accounting Standards Update No. 2026-02 05/19/2026
805-20-25-16 Amended Accounting Standards Update No. 2025-10 12/04/2025
805-20-25-16 Amended Accounting Standards Update No. 2021-08 10/28/2021
805-20-25-16 Amended Accounting Standards Update No. 2016-02 02/25/2016
805-20-25-17 Amended Accounting Standards Update No. 2025-10 12/04/2025
805-20-25-17 Amended Accounting Standards Update No. 2021-08 10/28/2021
805-20-25-17 Amended Accounting Standards Update No. 2016-02 02/25/2016
805-20-25-28A Added Accounting Standards Update No. 2016-02 02/25/2016
805-20-25-28B Added Accounting Standards Update No. 2016-02 02/25/2016
805-20-25-28C Added Accounting Standards Update No. 2021-08 10/28/2021
805-20-25-28D Added Accounting Standards Update No. 2025-10 12/04/2025
805-20-25-29 through 25-33
 Added Accounting Standards Update No. 2014-18 12/23/2014
805-20-30-2 Amended Accounting Standards Update No. 2026-02 05/19/2026
805-20-30-2 Amended Accounting Standards Update No. 2025-10 12/04/2025
805-20-30-2 Amended Accounting Standards Update No. 2016-13 06/16/2016
805-20-30-4 Amended Accounting Standards Update No. 2016-13 06/16/2016
805-20-30-4A Amended Accounting Standards Update No. 2025-08 11/12/2025
805-20-30-4A Added Accounting Standards Update No. 2016-13 06/16/2016
805-20-30-4B Amended Accounting Standards Update No. 2025-08 11/12/2025
805-20-30-4B Added Accounting Standards Update No. 2016-13 06/16/2016
805-20-30-6 through 30-8
 Amended Accounting Standards Update No. 2011-04 05/12/2011
805-20-30-10 Amended Accounting Standards Update No. 2026-02 05/19/2026
805-20-30-10 Amended Accounting Standards Update No. 2016-13 06/16/2016
805-20-30-10 through 30-12
 Amended Accounting Standards Update No. 2025-10 12/04/2025
805-20-30-10 through 30-12
 Amended Accounting Standards Update No. 2021-08 10/28/2021
805-20-30-10 through 30-12
 Amended Accounting Standards Update No. 2016-02 02/25/2016
805-20-30-12 Amended Accounting Standards Update No. 2025-08 11/12/2025
805-20-30-12 Amended Accounting Standards Update No. 2026-02 05/19/2026
805-20-30-12 Amended Accounting Standards Update No. 2025-08 11/12/2025
805-20-30-12 Amended Accounting Standards Update No. 2016-13 06/16/2016
805-20-30-24 Added Accounting Standards Update No. 2016-02 02/25/2016
805-20-30-25 Added Accounting Standards Update No. 2016-02 02/25/2016
805-20-30-26 Amended Accounting Standards Update No. 2025-08 11/12/2025
805-20-30-26 Added Accounting Standards Update No. 2016-13 06/16/2016
805-20-30-27 through 30-30
 Added Accounting Standards Update No. 2021-08 10/28/2021
805-20-30-31 Added Accounting Standards Update No. 2025-10 12/04/2025
805-20-30-32 Added Accounting Standards Update No. 2026-02 05/19/2026
805-20-35-4 Amended Accounting Standards Update No. 2012-06 10/23/2012
805-20-35-4A Superseded Accounting Standards Update No. 2012-06 10/23/2012
805-20-35-4B Amended Accounting Standards Update No. 2016-13 06/16/2016
805-20-35-4B Added Accounting Standards Update No. 2012-06 10/23/2012
805-20-35-4C Added Accounting Standards Update No. 2012-06 10/23/2012
805-20-35-6 Amended Accounting Standards Update No. 2016-02 02/25/2016
805-20-35-7 Amended Accounting Standards Update No. 2016-19 12/14/2016
805-20-35-7 Amended Accounting Standards Update No. 2014-09 05/28/2014
805-20-50-1 through 50-5
 Amended Accounting Standards Update No. 2025-11 12/08/2025
805-20-50-1 Amended Accounting Standards Update No. 2019-11 11/26/2019
805-20-50-1 Amended Maintenance Update 2016-11 (PDF) 06/27/2016
805-20-50-1 Amended Accounting Standards Update No. 2016-02 02/25/2016
805-20-50-4 Amended Accounting Standards Update No. 2015-10 06/12/2015
805-20-50-4A Amended Accounting Standards Update No. 2015-16 09/25/2015
805-20-50-4A Added Accounting Standards Update No. 2015-10 06/12/2015
805-20-50-5 Added Accounting Standards Update No. 2021-08 10/28/2021
805-20-55-2 Amended Accounting Standards Update No. 2016-02 02/25/2016
805-20-55-9 Amended Accounting Standards Update No. 2011-04 05/12/2011
805-20-55-31 Amended Accounting Standards Update No. 2016-02 02/25/2016
805-20-65-1 Added Accounting Standards Update No. 2012-06 10/23/2012
805-20-65-2 Amended Accounting Standards Update No. 2019-06 05/30/2019
805-20-65-2 Amended Accounting Standards Update No. 2016-03 03/07/2016
805-20-65-2 Added Accounting Standards Update No. 2014-18 12/23/2014
805-20-65-3 Added Accounting Standards Update No. 2021-08 10/28/2021
","snippet":"The following table identifies the changes made to this Subtopic.\nParagraph | Action | Accounting Standards Update | Date |\n| | | |\nAcquiree | Amended | Accounting Standards Update No. 2010-07 | 01/28/2010 |\nAcquirer | A…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:59569e9efb500483f66171c28c479b24b114d539d53f93348e717c8b90faced2","downloaded_from":"2026-09-10T01:23:05.700Z","last_downloaded_at":"2026-09-10T01:23:05.700Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480134","source_sha256":"97468ab6ea903e2980ceca702da38543f342a9fb0bbd5acebb232537d605bd9a"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c46ce9ee6b4c76bae76444cb686d17ece40651fab828040f6ffb45b587348dec","downloaded_from":"2026-09-10T01:23:05.700Z","last_downloaded_at":"2026-09-10T01:23:05.700Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480134","source_sha256":"97468ab6ea903e2980ceca702da38543f342a9fb0bbd5acebb232537d605bd9a"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3a2f7c7be75ce0d3296c8258228d71035e67062e369eda19498781ff01598a29","downloaded_from":"2026-09-10T01:23:05.700Z","last_downloaded_at":"2026-09-10T01:23:05.700Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480134","source_sha256":"97468ab6ea903e2980ceca702da38543f342a9fb0bbd5acebb232537d605bd9a"}},{"number":"05","label":"05 Overview and Background","anchor":"05-overview-and-background","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-20-05-1","para":"05-1","html":"
This Subtopic provides guidance on one aspect of the acquisition method (as described in paragraph 805-10-05-4)—the recognition and measurement of all of the following:
  1. a
    Identifiable assets acquired
  2. b
    Liabilities assumed
  3. c
    Noncontrolling interests, if any, in the acquiree.
","snippet":"This Subtopic provides guidance on one aspect of the acquisition method (as described in paragraph 805-10-05-4)—the recognition and measurement of all of the following:\n(a) Identifiable assets acquired\n(b) Liabilities as…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:270ee90cdf88b15c3db04ee5d12a7f4894e9108eac3b2f35c985b1d73673bb5a","downloaded_from":"2026-09-10T01:23:09.220Z","last_downloaded_at":"2026-09-10T01:23:09.220Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480104","source_sha256":"f6d1e058914c709a50453fbcc3f56a17b3e3dc5e34e734da412f486b79b2538d"}},{"citation":"805-20-05-2","para":"05-2","html":"
The remaining aspects of the acquisition method are addressed in Subtopics 805-10 and 805-30. Subtopic 805-30 addresses the recognition and measurement of goodwill or a gain from a bargain purchase. Subtopic 805-10 addresses all of the following:
  1. a
    Identification of the acquirer
  2. b
    Determination of the acquisition date
  3. c
    Particular types of business combinations
  4. d
    Measurement period
  5. e
    Determination of what is part of a business combination.
","snippet":"The remaining aspects of the acquisition method are addressed in Subtopics 805-10 and 805-30. Subtopic 805-30 addresses the recognition and measurement of goodwill or a gain from a bargain purchase. Subtopic 805-10 addre…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:28069aba73c6a5b23da04065bdae2fd824e1e915829d5a56ea0acaa63c40adc7","downloaded_from":"2026-09-10T01:23:09.220Z","last_downloaded_at":"2026-09-10T01:23:09.220Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480104","source_sha256":"f6d1e058914c709a50453fbcc3f56a17b3e3dc5e34e734da412f486b79b2538d"}},{"citation":"805-20-05-3","para":"05-3","html":"
The guidance in this Subtopic is presented in the following two Subsections:
  1. a
    General
  2. b
    Accounting Alternative.
","snippet":"The guidance in this Subtopic is presented in the following two Subsections:\n(a) General\n(b) Accounting Alternative.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:93b4e8109a39412788c08d3bbe425f4053a7e5306caad317cf9f695238825845","downloaded_from":"2026-09-10T01:23:09.220Z","last_downloaded_at":"2026-09-10T01:23:09.220Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480104","source_sha256":"f6d1e058914c709a50453fbcc3f56a17b3e3dc5e34e734da412f486b79b2538d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7ec5f9a476ac3417243324199491f1b3a9339732e146abb96081bd4770fa89ba","downloaded_from":"2026-09-10T01:23:09.220Z","last_downloaded_at":"2026-09-10T01:23:09.220Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480104","source_sha256":"f6d1e058914c709a50453fbcc3f56a17b3e3dc5e34e734da412f486b79b2538d"}},{"block":"Accounting Alternative","heading":null,"paragraphs":[{"citation":"805-20-05-4","para":"05-4","html":"
The Accounting Alternative Subsections of this Subtopic provide guidance for an entity within the scope of paragraph 805-20-15-2 that elects the accounting alternative for the recognition of identifiable intangible assets acquired in a business combination.
","snippet":"The Accounting Alternative Subsections of this Subtopic provide guidance for an entity within the scope of paragraph 805-20-15-2 that elects the accounting alternative for the recognition of identifiable intangible asset…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:daec3e6db0d133d481b3eb40d69d66e3df272ff100b4e8805df4c8aaff410f2f","downloaded_from":"2026-09-10T01:23:09.220Z","last_downloaded_at":"2026-09-10T01:23:09.220Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480104","source_sha256":"f6d1e058914c709a50453fbcc3f56a17b3e3dc5e34e734da412f486b79b2538d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4fcfb12c618c295f3f3a4c8a044757442045408b147994738b1b909b81f8cebb","downloaded_from":"2026-09-10T01:23:09.220Z","last_downloaded_at":"2026-09-10T01:23:09.220Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480104","source_sha256":"f6d1e058914c709a50453fbcc3f56a17b3e3dc5e34e734da412f486b79b2538d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cc340fc09f2c7869e4200c7782945ceafbc26f7457737a82bc77fb767df0c7a7","downloaded_from":"2026-09-10T01:23:09.220Z","last_downloaded_at":"2026-09-10T01:23:09.220Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480104","source_sha256":"f6d1e058914c709a50453fbcc3f56a17b3e3dc5e34e734da412f486b79b2538d"}},{"number":"15","label":"15 Scope and Scope Exceptions","anchor":"15-scope-and-scope-exceptions","is_sec":false,"groups":[{"block":null,"heading":"Overall Guidance","paragraphs":[{"citation":"805-20-15-1","para":"15-1","html":"
This Subtopic follows the same Scope and Scope Exceptions as outlined in the Overall Subtopic, see Section 805-10-15.
","snippet":"This Subtopic follows the same Scope and Scope Exceptions as outlined in the Overall Subtopic, see Section 805-10-15.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a0df69a7d170e28fc093206242c53a477620029674f596c45a9c26387028c4a5","downloaded_from":"2026-09-10T01:23:11.322Z","last_downloaded_at":"2026-09-10T01:23:11.322Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480073","source_sha256":"f29efe6bc51baa5f31efe1049e9a9cc8fde45f690a534f0d1f3c79a0d63380d8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:386137368aaad920038494a3aadb542ade1bfbec21b3408077fd74cc29e1dc14","downloaded_from":"2026-09-10T01:23:11.322Z","last_downloaded_at":"2026-09-10T01:23:11.322Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480073","source_sha256":"f29efe6bc51baa5f31efe1049e9a9cc8fde45f690a534f0d1f3c79a0d63380d8"}},{"block":"Accounting Alternatives","heading":null,"paragraphs":[{"citation":"805-20-15-1A","para":"15-1A","html":"
Paragraphs
805-20-15-2 through 15-4
and
805-20-25-29 through 25-33
provide guidance for an entity electing the accounting alternative in this Subtopic. See paragraph 805-20-65-2 for transition guidance for private companies and not-for-profit entitieson applying the accounting alternative in this Subtopic.
","snippet":"Paragraphs 805-20-15-2 through 15-4 and 805-20-25-29 through 25-33 provide guidance for an entity electing the accounting alternative in this Subtopic. See paragraph 805-20-65-2 for transition guidance for private compan…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9986b3d32ef9cb0efe5c9f81b6b594345286e46708e4f9e1b192118856cce315","downloaded_from":"2026-09-10T01:23:11.322Z","last_downloaded_at":"2026-09-10T01:23:11.322Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480073","source_sha256":"f29efe6bc51baa5f31efe1049e9a9cc8fde45f690a534f0d1f3c79a0d63380d8"}},{"citation":"805-20-15-2","para":"15-2","html":"
A private company or not-for-profit entity may make an accounting policy election to apply the accounting alternative in this Subtopic. The guidance in the Accounting Alternative Subsections of this Subtopic applies when a private company or not-for-profit entity is required to recognize or otherwise consider the fair value of intangible assets as a result of any one of the following transactions:
  1. a
    Applying the acquisition method (as described in paragraph 805-10-05-4for all entities and Subtopic 958-805 for additional guidance for not-for-profit entities)
  2. b
    Assessing the nature of the difference between the carrying amount of an investment and the amount of underlying equity in net assets of an investee when applying the equity method of accounting in accordance with Topic 323 on investments—equity method and joint ventures
  3. c
    Adopting fresh-start reporting in accordance with Topic 852 on reorganizations
  4. d
    Accounting for the formation of a joint venture in accordance with Subtopic 805-60.
","snippet":"A private company or not-for-profit entity may make an accounting policy election to apply the accounting alternative in this Subtopic. The guidance in the Accounting Alternative Subsections of this Subtopic applies when…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:45c85f462540bd1ae86a856564fbe4ea3c3111cc693dbdd5abc1aa985d7055e5","downloaded_from":"2026-09-10T01:23:11.322Z","last_downloaded_at":"2026-09-10T01:23:11.322Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480073","source_sha256":"f29efe6bc51baa5f31efe1049e9a9cc8fde45f690a534f0d1f3c79a0d63380d8"}},{"citation":"805-20-15-3","para":"15-3","html":"
An entity that elects the accounting alternative shall apply all of the related recognition requirements upon election. The accounting alternative, once elected, shall be applied to all future transactions that are identified in paragraph 805-20-15-2.
","snippet":"An entity that elects the accounting alternative shall apply all of the related recognition requirements upon election. The accounting alternative, once elected, shall be applied to all future transactions that are ident…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f3172dcaf2f0daf687e50678b54724b58e23db68b7c896bddae955112d5abee3","downloaded_from":"2026-09-10T01:23:11.322Z","last_downloaded_at":"2026-09-10T01:23:11.322Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480073","source_sha256":"f29efe6bc51baa5f31efe1049e9a9cc8fde45f690a534f0d1f3c79a0d63380d8"}},{"citation":"805-20-15-4","para":"15-4","html":"
An entity that elects this accounting alternative must adopt the accounting alternative for amortizing goodwill in the Accounting Alternatives Subsections of Topic 350-20 on intangibles—goodwill and other. If the accounting alternative for amortizing goodwill was not adopted previously, it should be adopted on a prospective basis as of the adoption of the accounting alternative in this Subtopic. For example, upon adoption, existing goodwill should be amortized on a straight-line basis over 10 years, or less than 10 years if the entity demonstrates that another useful life is more appropriate. However, an entity that elects the accounting alternative for amortizing goodwill is not required to adopt the accounting alternative in this Subtopic.
","snippet":"An entity that elects this accounting alternative must adopt the accounting alternative for amortizing goodwill in the Accounting Alternatives Subsections of Topic 350-20 on intangibles—goodwill and other. If the account…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a2f73fe15a3116bafcb9258a5b8d888f1060e53b04f4ae326732f2ef1faf2e42","downloaded_from":"2026-09-10T01:23:11.322Z","last_downloaded_at":"2026-09-10T01:23:11.322Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480073","source_sha256":"f29efe6bc51baa5f31efe1049e9a9cc8fde45f690a534f0d1f3c79a0d63380d8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8de99c42e856734c6373c2321129eea85f0195ae3f3d6ffc30d472034e1c82d9","downloaded_from":"2026-09-10T01:23:11.322Z","last_downloaded_at":"2026-09-10T01:23:11.322Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480073","source_sha256":"f29efe6bc51baa5f31efe1049e9a9cc8fde45f690a534f0d1f3c79a0d63380d8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e454d0c3e4d3a34b51c65362465ab953f166f40a2178e32f3cf75a58778d924d","downloaded_from":"2026-09-10T01:23:11.322Z","last_downloaded_at":"2026-09-10T01:23:11.322Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480073","source_sha256":"f29efe6bc51baa5f31efe1049e9a9cc8fde45f690a534f0d1f3c79a0d63380d8"}},{"number":"25","label":"25 Recognition","anchor":"25-recognition","is_sec":false,"groups":[{"block":null,"heading":"Recognition Principle","paragraphs":[{"citation":"805-20-25-1","para":"25-1","html":"
As of the acquisition date, the acquirer shall recognize, separately from goodwill, the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree. Recognition of identifiable assets acquired and liabilities assumed is subject to the conditions specified in paragraphs
805-20-25-2 through 25-3
. However, an entity (the acquirer) within the scope of paragraph 805-20-15-2 may elect to apply the accounting alternative for the recognition of identifiable intangible assets acquired in a business combination as described in paragraphs
805-20-25-29 through 25-33
.
","snippet":"As of the acquisition date, the acquirer shall recognize, separately from goodwill, the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree. Recognition of identifiable …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a947d60500e6ad3183fa1910cce14f44168343aed09301c51e85a2f8d43250d6","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-2","para":"25-2","html":"
To qualify for recognition as part of applying the acquisition method, the identifiable assets acquired and liabilities assumed must meet the definitions of assets and liabilities in FASB Concepts Statement No. 6, Elements of Financial Statements, at the acquisition date. For example, costs the acquirer expects but is not obligated to incur in the future to effect its plan to exit an activity of an acquiree or to terminate the employment of or relocate an acquiree's employees are not liabilities at the acquisition date. Therefore, the acquirer does not recognize those costs as part of applying the acquisition method. Instead, the acquirer recognizes those costs in its postcombination financial statements in accordance with other applicable generally accepted accounting principles (GAAP).
Transition date:(P) December 16, 2024; (N) December 16, 2025Transition guidance:
105-10-65-9To qualify for recognition as part of applying the acquisition method, the identifiable assets acquired and liabilities assumed must exist at the acquisition date. For example, costs the acquirer expects but is not obligated to incur in the future to effect its plan to exit an activity of an acquiree or to terminate the employment of or relocate an acquiree's employees are not liabilities at the acquisition date. Therefore, the acquirer does not recognize those costs as part of applying the acquisition method. Instead, the acquirer recognizes those costs in its postcombination financial statements in accordance with other applicable generally accepted accounting principles (GAAP).
","snippet":"To qualify for recognition as part of applying the acquisition method, the identifiable assets acquired and liabilities assumed must meet the definitions of assets and liabilities in FASB Concepts Statement No. 6, Elemen…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:eb33496efbaa454c25fe64deefe2fea45a55009d0fd0db0d89842b55b7ad9e84","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-3","para":"25-3","html":"
In addition, to qualify for recognition as part of applying the acquisition method, the identifiable assets acquired and liabilities assumed must be part of what the acquirer and the acquiree (or its former owners) exchanged in the business combination transaction rather than the result of separate transactions. The acquirer shall apply the guidance in paragraphs
805-10-25-20 through 25-23
to determine which assets acquired or liabilities assumed are part of the exchange for the acquiree and which, if any, are the result of separate transactions to be accounted for in accordance with their nature and the applicable GAAP.
","snippet":"In addition, to qualify for recognition as part of applying the acquisition method, the identifiable assets acquired and liabilities assumed must be part of what the acquirer and the acquiree (or its former owners) excha…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:542ebbb6151808cc1d1137a9d5f61ff2fc0965b0d242c6052353bd5fe30f87df","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-4","para":"25-4","html":"
The acquirer's application of the recognition principle and conditions may result in recognizing some assets and liabilities that the acquiree had not previously recognized as assets and liabilities in its financial statements. For example, the acquirer recognizes the acquired identifiable intangible assets, such as a brand name, a patent, or a customer relationship, that the acquiree did not recognize as assets in its financial statements because it developed them internally and charged the related costs to expense.
","snippet":"The acquirer's application of the recognition principle and conditions may result in recognizing some assets and liabilities that the acquiree had not previously recognized as assets and liabilities in its financial stat…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c25854d572afd1c6af4768f0a3f9bf7c6cca112c961fa2ffab37ca83fd09b3f0","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-5","para":"25-5","html":"
Paragraphs
805-20-25-11 through 25-12
provide guidance on recognizing operating leases and paragraphs
805-20-55-2 through 55-45
provide guidance on recognizing intangible assets. Paragraphs 805-20-25-17 through 25-28B specify the types of identifiable assets and liabilities that include items for which this Subtopic and Subtopic 805-740 provide limited exceptions to the recognition principle and conditions in paragraphs
805-20-25-1 through 25-3
.
Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:
832-10-65-2Paragraphs
805-20-25-11 through 25-12
provide guidance on recognizing operating leases and paragraphs
805-20-55-2 through 55-45
provide guidance on recognizing intangible assets. Paragraphs
805-20-25-17 through 25-28D
specify the types of identifiable assets and liabilities that include items for which this Subtopic and Subtopic 805-740 provide limited exceptions to the recognition principle and conditions in paragraphs
805-20-25-1 through 25-3
.
","snippet":"Paragraphs 805-20-25-11 through 25-12 provide guidance on recognizing operating leases and paragraphs 805-20-55-2 through 55-45 provide guidance on recognizing intangible assets. Paragraphs 805-20-25-17 through 25-28B sp…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0cc5e662391c96289803f72d6e344dc9e8581cc284e57faa6e144803dfeb247c","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-6","para":"25-6","html":"
At the acquisition date, the acquirer shall classify or designate the identifiable assets acquired and liabilities assumed as necessary to subsequently apply other GAAP. The acquirer shall make those classifications or designations on the basis of the contractual terms, economic conditions, its operating or accounting policies, and other pertinent conditions as they exist at the acquisition date.
","snippet":"At the acquisition date, the acquirer shall classify or designate the identifiable assets acquired and liabilities assumed as necessary to subsequently apply other GAAP. The acquirer shall make those classifications or d…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:90cde8f2000a1c9874153a7abda03812366e25df6ec3244c915b32f7f9967b23","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-7","para":"25-7","html":"
In some situations, GAAP provides for different accounting depending on how an entity classifies or designates a particular asset or liability. Examples of classifications or designations that the acquirer shall make on the basis of the pertinent conditions as they exist at the acquisition date include but are not limited to the following:
  1. a
    Classification of particular investments in securities as trading, available for sale, or held to maturity in accordance with Section 320-10-25
  2. b
    Designation of a derivative instrument as a hedging instrument in accordance with paragraph 815-10-05-4
  3. c
    Assessment of whether an embedded derivative should be separated from the host contract in accordance with Section 815-15-25 (which is a matter of classification as this Subtopic uses that term).
","snippet":"In some situations, GAAP provides for different accounting depending on how an entity classifies or designates a particular asset or liability. Examples of classifications or designations that the acquirer shall make on …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3d55920ea800b9f4b86c5a40ec89f4f9386f6e568f2ce9f3796ae9f92f83ca8e","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-8","para":"25-8","html":"
This Section provides the following two exceptions to the principle in paragraph 805-20-25-6:
  1. a
    Classification of a lease of an acquiree shall be in accordance with the guidance in paragraph 842-10-55-11
  2. b
    Classification of a contract written by an entity that is in the scope of Subtopic 944-10 as an insurance or reinsurance contract or a deposit contract. The acquirer shall classify that contract on the basis of the contractual terms and other factors at the inception of the contract (or, if the terms of the contract have been modified in a manner that would change its classification, at the date of that modification, which might be the acquisition date).
","snippet":"This Section provides the following two exceptions to the principle in paragraph 805-20-25-6:\n(a) Classification of a lease of an acquiree shall be in accordance with the guidance in paragraph 842-10-55-11\n(b) Classifica…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0c9ff7ac156e6ab43c7a85458e3b45dda76d0f29b9329ce563a02cf326978998","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ebeaeaed0ef46193fc17f2d704d4c99db9b8f7cd6b4f5a59bc72ce10b683ada9","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"block":null,"heading":"Recognizing Particular Assets Acquired and Liabilities Assumed","paragraphs":[{"citation":"805-20-25-9","para":"25-9","html":"
Guidance on recognizing identifiable intangible assets, including reacquired rights, follows.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
818-10-65-1Guidance on recognizing particular assets acquired and liabilities assumed is as follows.
","snippet":"Guidance on recognizing identifiable intangible assets, including reacquired rights, follows.Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:818-10-65-1Guidance on recognizing particular a…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5ce44d126d84add38444c1c00e5752ca1d3c7c721f07c2b7e4eaa23864932861","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-10","para":"25-10","html":"
The acquirer shall recognize separately from goodwill the identifiable intangible assets acquired in a business combination. An intangible asset is identifiable if it meets either the separability criterion or the contractual-legal criterion described in the definition of identifiable. Additional guidance on applying that definition is provided in paragraphs
805-20-25-14 through 25-15
,
805-20-55-2 through 55-45
, and Example 1 (see paragraph 805-20-55-52). For guidance on the recognition and subsequent measurement of a defensive intangible asset, see Subtopic 350-30.
","snippet":"The acquirer shall recognize separately from goodwill the identifiable intangible assets acquired in a business combination. An intangible asset is identifiable if it meets either the separability criterion or the contra…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b7ef9fc1d6b5a81613efa1d983a4b432e0570ec67b502c67e59e02ab6f582ee2","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-10A","para":"25-10A","html":"
An identifiable intangible asset may be associated with a lease, which may be evidenced by market participants' willingness to pay a price for the lease even if it is at market terms. For example, a lease of gates at an airport or of retail space in a prime shopping area might provide entry into a market or other future economic benefits that qualify as identifiable intangible assets, such as a customer relationship. In that situation, the acquirer shall recognize the associated identifiable intangible asset(s) in accordance with paragraph 805-20-25-10.
","snippet":"An identifiable intangible asset may be associated with a lease, which may be evidenced by market participants' willingness to pay a price for the lease even if it is at market terms. For example, a lease of gates at an …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7140b0e27e1df7994212918872a5d181b903a46efefd2c5e4c4df1d0a2ad4e97","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-11","para":"25-11","html":"
The acquirer shall recognize assets or liabilities related to an operating lease in which the acquiree is the lessee as required by paragraphs 805-20-25-10A and 805-20-25-28A.
","snippet":"The acquirer shall recognize assets or liabilities related to an operating lease in which the acquiree is the lessee as required by paragraphs 805-20-25-10A and 805-20-25-28A.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f7d075bc6d3c3fc450cf75dbc58a364fcdb83aa8c8f32f11af3a556ca1374d44","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-12","para":"25-12","html":"
Regardless of whether the acquiree is the lessee or the lessor, the acquirer shall determine whether the terms of each of an acquiree's operating leases are favorable or unfavorable compared with the market terms of leases of the same or similar items at the acquisition date. If the acquiree is a lessor, the acquirer shall recognize an intangible asset if the terms of an operating lease are favorable relative to market terms and a liability if the terms are unfavorable relative to market terms. If the acquiree is a lessee, the acquirer shall adjust the measurement of the acquired right-of-use asset for any favorable or unfavorable terms in accordance with paragraph 805-20-30-24.
","snippet":"Regardless of whether the acquiree is the lessee or the lessor, the acquirer shall determine whether the terms of each of an acquiree's operating leases are favorable or unfavorable compared with the market terms of leas…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e47921a41f627005c4f21e4150ac840840fb22a485f2d68ffce71266cebcc52d","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-13","para":"25-13","html":"
Paragraph superseded by Accounting Standards Update No. 2016-02
","snippet":"Paragraph superseded by Accounting Standards Update No. 2016-02","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:289c1176d8cef90e6df0309afaca0ab4f797db40ea8d1e7cb6e1d91a988aa838","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-14","para":"25-14","html":"
As part of a business combination, an acquirer may reacquire a right that it had previously granted to the acquiree to use one or more of the acquirer's recognized or unrecognized assets. Examples of such rights include a right to use the acquirer's trade name under a franchise agreement or a right to use the acquirer's technology under a technology licensing agreement. A reacquired right is an identifiable intangible asset that the acquirer recognizes separately from goodwill. Paragraph 805-20-30-20 provides guidance on measuring a reacquired right, and paragraph 805-20-35-2 provides guidance on the subsequent accounting for a reacquired right.
","snippet":"As part of a business combination, an acquirer may reacquire a right that it had previously granted to the acquiree to use one or more of the acquirer's recognized or unrecognized assets. Examples of such rights include …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c4c18b792d20b63c4bac3f2cf498152d8e2b79b0052558f83f51a1a1fb3678a3","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-15","para":"25-15","html":"
If the terms of the contract giving rise to a reacquired right are favorable or unfavorable relative to the terms of current market transactions for the same or similar items, the acquirer shall recognize a settlement gain or loss. Paragraph 805-10-55-21 provides guidance for measuring that settlement gain or loss.
","snippet":"If the terms of the contract giving rise to a reacquired right are favorable or unfavorable relative to the terms of current market transactions for the same or similar items, the acquirer shall recognize a settlement ga…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bc52dfcaf168d82901b3a9cf8a2bc7923cd6fee63734fa2bcd83552f09359a9f","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-15A","para":"25-15A","html":"
Contingent consideration arrangements of an acquiree assumed by the acquirer in a business combination shall be recognized initially at fair value in accordance with the guidance for contingent consideration arrangements in paragraph 805-30-25-5.
","snippet":"Contingent consideration arrangements of an acquiree assumed by the acquirer in a business combination shall be recognized initially at fair value in accordance with the guidance for contingent consideration arrangements…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a43df8c104f3eb7a108b50ce4c8f0857ac74a3814b371242e52a4e3d6ff17113","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-15B","para":"25-15B","html":"
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
818-10-65-1An acquirer shall recognize an environmental credit acquired in a business combination as an asset, regardless of whether it is probable that the acquirer will use that environmental credit to settle an environmental credit obligation, transfer the environmental credit in an exchange transaction, or use the environmental credit in a nonreciprocal transfer. An environmental credit recognized as an asset in a business combination shall subsequently be accounted for in accordance with Topic 818, including the recognition reassessment requirements in paragraph 818-20-40-2.
","snippet":"Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:818-10-65-1An acquirer shall recognize an environmental credit acquired in a business combination as an asset, regardless of whether it is p…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:580fce23d0877b646f2c7352de75270662977083462e37c8e8a7fdfd160bf1a4","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-15C","para":"25-15C","html":"
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
818-10-65-1An item acquired in a business combination that does not meet the definition of an environmental credit solely because it is not separately transferable in an exchange transaction at the acquisition date is not an identifiable asset and shall not be recognized as an asset.
","snippet":"Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:818-10-65-1An item acquired in a business combination that does not meet the definition of an environmental credit solely because it is not …","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b72bfd8c58d25c3581975c2d4947a87f1330c0693f80e8eacfcc0386184c1da6","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-15D","para":"25-15D","html":"
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
818-10-65-1When evaluating whether an environmental credit obligation liability should be recognized in a business combination, an entity shall determine whether environmental credits would be due assuming that the acquisition date is the end of the regulatory compliance period, regardless of whether the regulatory compliance period ends after the acquisition date.
","snippet":"Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:818-10-65-1When evaluating whether an environmental credit obligation liability should be recognized in a business combination, an entity sh…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f314a4878dc713a5d878dd21ead7396c6e8cad991c0b8a74aee457a3709e00ed","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8a23ff29e93793a59283b8c00b07d2b1756eac2f257354ef703f93ff15b636c8","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"block":null,"heading":"Exceptions to the Recognition Principle","paragraphs":[{"citation":"805-20-25-16","para":"25-16","html":"
This Topic provides limited exceptions to the recognition and measurement principles applicable to business combinations. Paragraphs 805-20-25-17 through 25-28C specify the types of identifiable assets and liabilities that include items for which this Subtopic provides limited exceptions to the recognition principle in paragraph 805-20-25-1. The acquirer shall apply the specified GAAP or the specified requirements rather than that recognition principle to determine when to recognize the assets or liabilities identified in paragraphs 805-20-25-17 through 25-28C. That will result in some items being recognized either by applying recognition conditions in addition to those in paragraphs
805-20-25-2 through 25-3
or by applying the requirements of other GAAP, with results that differ from applying the recognition principle and conditions in paragraphs
805-20-25-1 through 25-3
.
Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:
832-10-65-2This Topic provides limited exceptions to the recognition and measurement principles applicable to business combinations. Paragraphs
805-20-25-17 through 25-28D
specify the types of identifiable assets and liabilities that include items for which this Subtopic provides limited exceptions to the recognition principle in paragraph 805-20-25-1. The acquirer shall apply the specified GAAP or the specified requirements rather than that recognition principle to determine when to recognize the assets or liabilities identified in paragraphs
805-20-25-17 through 25-28D
. That will result in some items being recognized either by applying recognition conditions in addition to those in paragraphs
805-20-25-2 through 25-3
or by applying the requirements of other GAAP, with results that differ from applying the recognition principle and conditions in paragraphs
805-20-25-1 through 25-3
.
","snippet":"This Topic provides limited exceptions to the recognition and measurement principles applicable to business combinations. Paragraphs 805-20-25-17 through 25-28C specify the types of identifiable assets and liabilities th…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:aac0267b4db4a04f22182e36447d6fcb49a22a4de932040c09948584b16b0663","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-17","para":"25-17","html":"
Guidance is presented on all of the following exceptions to the recognition principle:
  1. a
    Assets and liabilities arising from contingencies
  2. b
    Income taxes
  3. c
    Employee benefits
  4. d
    Indemnification assets
  5. e
    Leases
  6. f
    Contract assets and contract liabilities.
Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:
832-10-65-2Guidance is presented on all of the following exceptions to the recognition principle:
  1. a
    Assets and liabilities arising from contingencies
  2. b
    Income taxes
  3. c
    Employee benefits
  4. d
    Indemnification assets
  5. e
    Leases
  6. f
  7. g
    Grants related to income.
","snippet":"Guidance is presented on all of the following exceptions to the recognition principle:\n(a) Assets and liabilities arising from contingencies\n(b) Income taxes\n(c) Employee benefits\n(d) Indemnification assets\n(e) Leases\n(f…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:548842ecd09e0979d8f995a616914c7c1297c9aa5d96f80d940939b7201d83eb","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-18","para":"25-18","html":"
Paragraph not used.
","snippet":"Paragraph not used.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:eb6e1ac8f0e0e15d006ac4c568db4ee164d2e424092d387b2ff311340e0ac8a5","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-18A","para":"25-18A","html":"
The following recognition guidance in paragraphs 805-20-25-19 through 25-20B applies to assets and liabilities meeting both of the following conditions:
  1. a
    Assets acquired and liabilities assumed that would be within the scope of Topic 450 if not acquired or assumed in a business combination
  2. b
    Assets or liabilities arising from contingencies that are not otherwise subject to specific guidance in this Subtopic.
","snippet":"The following recognition guidance in paragraphs 805-20-25-19 through 25-20B applies to assets and liabilities meeting both of the following conditions:\n(a) Assets acquired and liabilities assumed that would be within th…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cb3c41d069799b229f53e8aa085323e1d1d90cfb560875cf431bd01f87c11071","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-19","para":"25-19","html":"
If the acquisition-date fair value of the asset or liability arising from a contingency can be determined during the measurement period, that asset or liability shall be recognized at the acquisition date. For example, the acquisition-date fair value of a warranty obligation often can be determined.
","snippet":"If the acquisition-date fair value of the asset or liability arising from a contingency can be determined during the measurement period, that asset or liability shall be recognized at the acquisition date. For example, t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:badd0bd3d88d86bf08ccb0dc7bfc4ab21447fc76bc012dc92c766b1bc9c4b0c5","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-20","para":"25-20","html":"
If the acquisition-date fair value of the asset or liability arising from a contingency cannot be determined during the measurement period, an asset or a liability shall be recognized at the acquisition date if both of the following criteria are met:
  1. a
    Information available before the end of the measurement period indicates that it is probable that an asset existed or that a liability had been incurred at the acquisition date. It is implicit in this condition that it must be probable at the acquisition date that one or more future events confirming the existence of the asset or liability will occur.
  2. b
    The amount of the asset or liability can be reasonably estimated.
","snippet":"If the acquisition-date fair value of the asset or liability arising from a contingency cannot be determined during the measurement period, an asset or a liability shall be recognized at the acquisition date if both of t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f631d2bfc17231b6352ad23a407a023c35e2dd6dce6bf485de5783e9a364f7ef","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-20A","para":"25-20A","html":"
The criteria in paragraph 805-20-25-20 shall be applied using the guidance in Topic 450 for application of similar criteria in paragraph 450-20-25-2.
","snippet":"The criteria in paragraph 805-20-25-20 shall be applied using the guidance in Topic 450 for application of similar criteria in paragraph 450-20-25-2.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5773df6715e72ba6b958ce63dae697fc4a6812088dc5ca513f76b0df011809e0","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-20B","para":"25-20B","html":"
If the recognition criteria in paragraphs 805-20-25-19 through 25-20A are not met at the acquisition date using information that is available during the measurement period about facts and circumstances that existed as of the acquisition date, the acquirer shall not recognize an asset or liability as of the acquisition date. In periods after the acquisition date, the acquirer shall account for an asset or a liability arising from a contingency that does not meet the recognition criteria at the acquisition date in accordance with other applicable GAAP, including Topic 450, as appropriate.
","snippet":"If the recognition criteria in paragraphs 805-20-25-19 through 25-20A are not met at the acquisition date using information that is available during the measurement period about facts and circumstances that existed as of…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:db5ff9e483117ba92ea0b027baf160a2fd26af69fe18707c375683bcef7bf40d","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-21","para":"25-21","html":"
Section 805-740-25 establishes the recognition guidance for accounting for income taxes in a business combination.
","snippet":"Section 805-740-25 establishes the recognition guidance for accounting for income taxes in a business combination.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:789934ae399aa50c6877d9cd8fecfd94f10211b133db63003d63f7aab8fe0c4e","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-22","para":"25-22","html":"
The acquirer shall recognize a liability (or asset, if any) related to the acquiree's employee benefit arrangements in accordance with other GAAP. For example, employee benefits in the scope of the guidance identified in paragraphs
805-20-25-23 through 25-26
would be recognized in accordance with that guidance and as specified in those paragraphs.
","snippet":"The acquirer shall recognize a liability (or asset, if any) related to the acquiree's employee benefit arrangements in accordance with other GAAP. For example, employee benefits in the scope of the guidance identified in…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:44e58bfed2beee9420d62b084a5fb3bce815027e95b1333a812633cf6bcc4d66","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-23","para":"25-23","html":"
Guidance on defined benefit pension plans is presented in Subtopic 715-30. If an acquiree sponsors a single-employer defined benefit pension plan, the acquirer shall recognize as part of the business combination an asset or a liability representing the funded status of the plan (see paragraph 715-30-25-1). Paragraph 805-20-30-15 provides guidance on determining that funded status. If an acquiree participates in a multiemployer plan, and it is probable as of the acquisition date that the acquirer will withdraw from that plan, the acquirer shall recognize as part of the business combination a withdrawal liability in accordance with Subtopic 450-20.
","snippet":"Guidance on defined benefit pension plans is presented in Subtopic 715-30. If an acquiree sponsors a single-employer defined benefit pension plan, the acquirer shall recognize as part of the business combination an asset…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0823bcc3fd63f674bb69bbcf73f847b42926e71bf11a5623a24dbee9cb4af4cd","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-24","para":"25-24","html":"
The Settlements, Curtailments, and Certain Termination Benefits Subsections of Sections 715-30-25 and 715-30-35 establish the recognition guidance related to accounting for settlements and curtailments of defined benefit pension plans and certain termination benefits.
","snippet":"The Settlements, Curtailments, and Certain Termination Benefits Subsections of Sections 715-30-25 and 715-30-35 establish the recognition guidance related to accounting for settlements and curtailments of defined benefit…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0b3ac8510c5c15f68394362deac50428e21af2696fba449cd6261f0327523ac1","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-25","para":"25-25","html":"
Guidance on defined benefit other postretirement plans is presented in Subtopic 715-60. If an acquiree sponsors a single-employer defined benefit postretirement plan, the acquirer shall recognize as part of the business combination an asset or a liability representing the funded status of the plan (see paragraph 715-60-25-1). Paragraph 805-20-30-15 provides guidance on determining that funded status. If an acquiree participates in a multiemployer plan and it is probable as of the acquisition date that the acquirer will withdraw from that plan, the acquirer shall recognize as part of the business combination a withdrawal liability in accordance with Subtopic 450-20.
","snippet":"Guidance on defined benefit other postretirement plans is presented in Subtopic 715-60. If an acquiree sponsors a single-employer defined benefit postretirement plan, the acquirer shall recognize as part of the business …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c48e5cedd5a2233abf5348fc9534386720bb9b5eadbd7a3d5293a9c478aa6251","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-26","para":"25-26","html":"
See also the recognition-related guidance for the following other employee benefit arrangements:
  1. a
    One-time termination benefits in connection with exit or disposal activities. See Section 420-10-25.
  2. b
    Compensated absences. See Section 710-10-25.
  3. c
    Deferred compensation contracts. See Section 710-10-25.
  4. d
    Nonretirement postemployment benefits. See Section 712-10-25.
","snippet":"See also the recognition-related guidance for the following other employee benefit arrangements:\n(a) One-time termination benefits in connection with exit or disposal activities. See Section 420-10-25.\n(b) Compensated ab…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:68cea7db22db94ce5e75dbc777303cb79a06e2422b2ef6ed35f41af15e647d48","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-27","para":"25-27","html":"
The seller in a business combination may contractually indemnify the acquirer for the outcome of a contingency or uncertainty related to all or part of a specific asset or liability. For example, the seller may indemnify the acquirer against losses above a specified amount on a liability arising from a particular contingency; in other words, the seller will guarantee that the acquirer's liability will not exceed a specified amount. As a result, the acquirer obtains an indemnification asset. The acquirer shall recognize an indemnification asset at the same time that it recognizes the indemnified item, measured on the same basis as the indemnified item, subject to the need for a valuation allowance for uncollectible amounts. Therefore, if the indemnification relates to an asset or a liability that is recognized at the acquisition date and measured at its acquisition-date fair value, the acquirer shall recognize the indemnification asset at the acquisition date measured at its acquisition-date fair value.
","snippet":"The seller in a business combination may contractually indemnify the acquirer for the outcome of a contingency or uncertainty related to all or part of a specific asset or liability. For example, the seller may indemnify…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7336d8ad8c0bd4e31e3d2c1d7f5c2a216f310e8e0fb9373b6f2282a1d0f288f9","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-28","para":"25-28","html":"
In some circumstances, the indemnification may relate to an asset or a liability that is an exception to the recognition or measurement principles. For example, an indemnification may relate to a contingency that is not recognized at the acquisition date because it does not satisfy the criteria for recognition in paragraphs
805-20-25-18A through 25-19
at that date. In those circumstances, the indemnification asset shall be recognized and measured using assumptions consistent with those used to measure the indemnified item, subject to management's assessment of the collectibility of the indemnification asset and any contractual limitations on the indemnified amount.
","snippet":"In some circumstances, the indemnification may relate to an asset or a liability that is an exception to the recognition or measurement principles. For example, an indemnification may relate to a contingency that is not …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6a585e55976ae149c28c46c91f8ff9632d9990b5d96841214d662cd0b2ca7b4b","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-28A","para":"25-28A","html":"
The acquirer shall recognize assets and liabilities arising from leases of an acquiree in accordance with Topic 842 on leases (taking into account the requirements in paragraph 805-20-25-8(a)).
","snippet":"The acquirer shall recognize assets and liabilities arising from leases of an acquiree in accordance with Topic 842 on leases (taking into account the requirements in paragraph 805-20-25-8(a)).","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e240b1f8fe78db4ff06a90a07f9697ed74c84a83506610ed5851bb5d0accb907","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-28B","para":"25-28B","html":"
For leases for which the acquiree is a lessee, the acquirer may elect, as an accounting policy election by class of underlying asset and applicable to all of the entity's acquisitions, not to recognize assets or liabilities at the acquisition date for leases that, at the acquisition date, have a remaining lease term of 12 months or less. This includes not recognizing an intangible asset if the terms of an operating lease are favorable relative to market terms or a liability if the terms are unfavorable relative to market terms.
","snippet":"For leases for which the acquiree is a lessee, the acquirer may elect, as an accounting policy election by class of underlying asset and applicable to all of the entity's acquisitions, not to recognize assets or liabilit…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1d755082eda7491596936ebed7f9f2e00c9cee6ff19a474fac3ec1edd69cbafc","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-28C","para":"25-28C","html":"
The acquirer shall recognize a contract asset or contract liability in accordance with Topic 606 on revenue from contracts with customers. This includes a contract asset or contract liability from the following:
  1. a
    Contracts with customers
  2. b
    Other contracts to which the provisions of Topic 606 apply.
","snippet":"The acquirer shall recognize a contract asset or contract liability in accordance with Topic 606 on revenue from contracts with customers. This includes a contract asset or contract liability from the following:\n(a) Cont…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6094c70f1ed9ad786f9123ea69d4eb8f62627904a23bdd5666e38ccea56bb692","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-28D","para":"25-28D","html":"
Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:
832-10-65-2For a grant related to income, an acquirer shall recognize deferred income in accordance with Topic 832 on government grants at the acquisition date, unless an entity has fully complied with the conditions attached to a government grant, in which case the acquirer shall not recognize deferred income.
","snippet":"Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:832-10-65-2For a grant related to income, an acquirer shall recognize deferred income in accordance with Topic 832 on government grants at t…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d8127aa04c99572bb8c90774b0457af30bc36794f003fd62340c8660210b682d","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c0ce63525ea28dfa27c8bd78d7a0070e2a4fb0147bfef37ba0a885e661c8d420","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"block":"Accounting Alternatives","heading":null,"paragraphs":[{"citation":"805-20-25-29","para":"25-29","html":"
The guidance in this Subsection applies to entities within the scope of paragraph 805-20-15-2 that elect the accounting alternative for the recognition of identifiable intangible assets acquired in a business combination.
","snippet":"The guidance in this Subsection applies to entities within the scope of paragraph 805-20-15-2 that elect the accounting alternative for the recognition of identifiable intangible assets acquired in a business combination…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:28d8374628fd606c9b165987797501a08d37b23c8ddd8a69b5df7ffac3c1353c","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:25f285d14b31e90490b6465ffd95a7579bfa5f50f0698d4a869614ec8655fd66","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"block":"Accounting Alternatives","heading":"Identifiable Intangible Assets","paragraphs":[{"citation":"805-20-25-30","para":"25-30","html":"
An intangible asset is identifiable if it meets either the separability criterion or the contractual-legal criterion described in the definition of identifiable. However, under the accounting alternative, an acquirer shall not recognize separately from goodwill the following intangible assets:
  1. a
    Customer-related intangible assets unless they are capable of being sold or licensed independently from other assets of a business
  2. b
    Noncompetition agreements.
","snippet":"An intangible asset is identifiable if it meets either the separability criterion or the contractual-legal criterion described in the definition of identifiable. However, under the accounting alternative, an acquirer sha…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ed2747ab55cc2e52fd28af69343ea5c81abdf783fdbb94449ec4a55a001cf0ce","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-31","para":"25-31","html":"
Customer-related intangible assets often would not meet criterion (a) in paragraph 805-20-25-30 for recognition. Customer-related intangible assets that would meet that criterion for recognition under this accounting alternative are those that are capable of being sold or licensed independently from the other assets of a business. Examples of customer-related intangible assets are listed in paragraph 805-20-55-20. Many of the customer-related intangible assets that would meet criterion (a) for recognition also would be considered contract-based intangible assets as described in paragraph 805-20-55-31. Customer-related intangible assets that may meet that criterion for recognition include but are not limited to:
  1. a
    Mortgage servicing rights
  2. b
    Commodity supply contracts
  3. c
    Core deposits
  4. d
    Customer information (for example, names and contact information).
","snippet":"Customer-related intangible assets often would not meet criterion (a) in paragraph 805-20-25-30 for recognition. Customer-related intangible assets that would meet that criterion for recognition under this accounting alt…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4d00fb383401a1f10d1ef9d4480d746aac0f00f8b9c3bcc3687020570399c66a","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-32","para":"25-32","html":"
Contract assets, as used in Topic 606 on revenue from contracts with customers, are not considered to be customer-related intangible assets for purposes of applying this accounting alternative. Therefore, contract assets are not eligible to be subsumed into goodwill and shall be recognized separately.
","snippet":"Contract assets, as used in Topic 606 on revenue from contracts with customers, are not considered to be customer-related intangible assets for purposes of applying this accounting alternative. Therefore, contract assets…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ca1bee962c4d4166c3459caebf9f3d18cb1bec4fc47fe0c0743f682d3ddc2e11","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"citation":"805-20-25-33","para":"25-33","html":"
A lease is not considered to be a customer-related intangible asset for purposes of applying this accounting alternative. Therefore, favorable and unfavorable leases are not eligible to be subsumed into goodwill and shall be recognized separately.
","snippet":"A lease is not considered to be a customer-related intangible asset for purposes of applying this accounting alternative. Therefore, favorable and unfavorable leases are not eligible to be subsumed into goodwill and shal…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3ed018cbf049e3db90fd04c7ecc0e19ca1370a708c38fdebc91ca66dc965c61b","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bef9ae4629fcc3fee340ede5c3bbcad2fad056f0d8927047e0e32c6b7770e87a","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bc39e1564264464cd6cd71eaee230b0fc95b86a98d2b946256c73c87a404d940","downloaded_from":"2026-09-10T01:23:19.290Z","last_downloaded_at":"2026-09-10T01:23:19.290Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480013","source_sha256":"5baed1a3bea080102fc7a7dc6eaccacc0ae1b327d291951afaa942fa6377ba64"}},{"number":"30","label":"30 Initial Measurement","anchor":"30-initial-measurement","is_sec":false,"groups":[{"block":null,"heading":"Measurement Principle","paragraphs":[{"citation":"805-20-30-1","para":"30-1","html":"
The acquirer shall measure the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree at their acquisition-datefair values.
","snippet":"The acquirer shall measure the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree at their acquisition-datefair values.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5623f3548ae4e16dcffb947a0a4b76b7c888155b44ff2f8635d3489eeb1b602e","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-2","para":"30-2","html":"
Exceptions to the measurement principle are identified and their accounting treatment is addressed in paragraphs
805-20-30-10 through 30-26
.
Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:
832-10-65-2Exceptions to the measurement principle are identified and their accounting treatment is addressed in paragraphs
805-20-30-10 through 30-31
.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
818-10-65-1Exceptions to the measurement principle are identified and their accounting treatment is addressed in paragraphs
805-20-30-10 through 30-32
.
","snippet":"Exceptions to the measurement principle are identified and their accounting treatment is addressed in paragraphs 805-20-30-10 through 30-26.Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8fdfbbebc490d26384058f2bce5623e73b4b811ced82bd1a7d148dab50027733","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0462c720ef00d57dca9efc4549f27ddbe48b36cefbd459d65436222c4c30b9c7","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"block":null,"heading":"Measuring the Fair Values of Particular Identifiable Assets and a Noncontrolling Interest in an Acquiree","paragraphs":[{"citation":"805-20-30-3","para":"30-3","html":"
The following guidance demonstrates the application of the measurement principle in paragraph 805-20-30-1 to specific situations in a business combination including guidance on measuring the fair values of particular identifiable assets and a noncontrolling interest in an acquiree.
","snippet":"The following guidance demonstrates the application of the measurement principle in paragraph 805-20-30-1 to specific situations in a business combination including guidance on measuring the fair values of particular ide…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:72d5bc7baf76441e2b44d0016f333388f0aab9f7cadd36b12e11ff56c1938951","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-4","para":"30-4","html":"
The acquirer shall not recognize a separate valuation allowance as of the acquisition date for assets acquired in a business combination that are measured at their acquisition-date fair values because the effects of uncertainty about future cash flows are included in the fair value measure, unless the assets acquired are financial assets for which the acquirer shall refer to the guidance in paragraphs
805-20-30-4A through 30-4B
.
","snippet":"The acquirer shall not recognize a separate valuation allowance as of the acquisition date for assets acquired in a business combination that are measured at their acquisition-date fair values because the effects of unce…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4e6f692a938b7ddafa4262780af0cd83fe5c1deb98767ac19dec6cb4fc2ed8ff","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-4A","para":"30-4A","html":"
For acquired financial assets that are not purchased financial assets with credit deterioration, the acquirer shall record the purchased financial assets at the acquisition-date fair value. Additionally, for these financial assets within the scope of Topic 326, an allowance shall be recorded with a corresponding charge to credit loss expense as of the reporting date.
Transition date:(P) December 16, 2026; (N) December 16, 2026Transition guidance:
326-10-65-7For acquired financial assets that are not purchased financial assets with credit deteriorationor purchased seasoned loans, the acquirer shall record the acquired financial assets at the acquisition-date fair value. Additionally, for these financial assets within the scope of Topic 326, an allowance shall be recorded with a corresponding charge to credit loss expense as of the reporting date.
","snippet":"For acquired financial assets that are not purchased financial assets with credit deterioration, the acquirer shall record the purchased financial assets at the acquisition-date fair value. Additionally, for these financ…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ba3967ea10a33a51b0fae033834f3bc8585d8e7f2441508b0e871bf4a32cb587","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-4B","para":"30-4B","html":"
For assets accounted for as purchased financial assets with credit deterioration (which includes beneficial interests that meet the criteria in paragraph 325-40-30-1A), an acquirer shall recognize an allowance in accordance with Topic 326 with a corresponding increase to the amortized cost basis of the financial asset(s) as of the acquisition date.
Transition date:(P) December 16, 2026; (N) December 16, 2026Transition guidance:
326-10-65-7For assets accounted for as purchased financial assets with credit deterioration (which includes beneficial interests that meet the criteria in paragraph 325-40-30-1A) and purchased seasoned loans, an acquirer shall recognize an allowance in accordance with Topic 326 with a corresponding increase to the amortized cost basis of the financial asset(s) as of the acquisition date.
","snippet":"For assets accounted for as purchased financial assets with credit deterioration (which includes beneficial interests that meet the criteria in paragraph 325-40-30-1A), an acquirer shall recognize an allowance in accorda…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c43eb6f96049e2658121d1caab2955e90b5ef0a82e820b41f6e905e8f7943db6","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-5","para":"30-5","html":"
The acquirer shall measure the acquisition-date fair value of an asset, such as a building or a patent or other intangible asset, that is subject to an operating lease in which the acquiree is the lessor separately from the lease contract. In other words, the fair value of the asset shall be the same regardless of whether it is subject to an operating lease. In accordance with paragraph 805-20-25-12, the acquirer separately recognizes an asset or a liability if the terms of the lease are favorable or unfavorable relative to market terms.
","snippet":"The acquirer shall measure the acquisition-date fair value of an asset, such as a building or a patent or other intangible asset, that is subject to an operating lease in which the acquiree is the lessor separately from …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1c50bceabef32c6871ba9bd7b66445c1e702e8cf3d1318269b73e2ca02fecfbd","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-6","para":"30-6","html":"
To protect its competitive position, or for other reasons, the acquirer may intend not to use an acquired nonfinancial asset actively, or it may not intend to use the asset according to its highest and best use. For example, that might be the case for an acquired research and development intangible asset that the acquirer plans to use defensively by preventing others from using it. Nevertheless, the acquirer shall measure the fair value of the nonfinancial asset in accordance with Subtopic 820-10 assuming its highest and best use by market participants in accordance with the appropriate valuation premise, both initially and for purposes of subsequent impairment testing.
","snippet":"To protect its competitive position, or for other reasons, the acquirer may intend not to use an acquired nonfinancial asset actively, or it may not intend to use the asset according to its highest and best use. For exam…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7c5c7870a9e8d36ae45c47a1dc81a7837ddcf74f86ae0c62aee6e8c3317ef977","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-7","para":"30-7","html":"
Paragraph 805-20-30-1 requires the acquirer to measure a noncontrolling interest in the acquiree at its fair value at the acquisition date. An acquirer sometimes will be able to measure the acquisition-date fair value of a noncontrolling interest on the basis of a quoted price in an active market for the equity shares (that is, those not held by the acquirer). In other situations, however, a quoted price in an active market for the equity shares will not be available. In those situations, the acquirer would measure the fair value of the noncontrolling interest using another valuation technique.
","snippet":"Paragraph 805-20-30-1 requires the acquirer to measure a noncontrolling interest in the acquiree at its fair value at the acquisition date. An acquirer sometimes will be able to measure the acquisition-date fair value of…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:38a4dc5c74365ef7d005998ed1c033b140e3450ef788c15792b8de34d347005f","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-8","para":"30-8","html":"
The fair values of the acquirer's interest in the acquiree and the noncontrolling interest on a per-share basis might differ. The main difference is likely to be the inclusion of a control premium in the per-share fair value of the acquirer's interest in the acquiree or, conversely, the inclusion of a discount for lack of control (also referred to as a noncontrolling interest discount) in the per-share fair value of the noncontrolling interest if market participants would take into account such a premium or discount when pricing the noncontrolling interest.
","snippet":"The fair values of the acquirer's interest in the acquiree and the noncontrolling interest on a per-share basis might differ. The main difference is likely to be the inclusion of a control premium in the per-share fair v…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:196303e94c4aeb698caf1e6eb2b88a90859fb98e4964bbc2e522e82c3465735c","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9fdcb2fb79c630d7d080ff8f0c9d37633fee4b9dd1a86df4ae1be4bbe30813ad","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"block":null,"heading":"Measurement of Assets and Liabilities Arising from Contingencies","paragraphs":[{"citation":"805-20-30-9","para":"30-9","html":"
Paragraphs 805-20-25-18A through 25-20B establish the requirements related to recognition of certain assets and liabilities arising from contingencies. Initial measurement of assets and liabilities meeting the recognition criteria in paragraph 805-20-25-19 shall be at acquisition-date fair value. Guidance on the initial measurement of other assets and liabilities from contingencies not meeting the recognition criteria of that paragraph, but meeting the criteria in paragraph 805-20-25-20 is at paragraph 805-20-30-23.
","snippet":"Paragraphs 805-20-25-18A through 25-20B establish the requirements related to recognition of certain assets and liabilities arising from contingencies. Initial measurement of assets and liabilities meeting the recognitio…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8a3a5eaec70f1dba2e5b200ccbf3ba3ef9a5749d784df17cd9473c3aec8531da","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-9A","para":"30-9A","html":"
Contingent consideration arrangements of an acquiree assumed by the acquirer in a business combination shall be measured initially at fair value in accordance with the guidance for contingent consideration arrangements in paragraph 805-30-25-5.
","snippet":"Contingent consideration arrangements of an acquiree assumed by the acquirer in a business combination shall be measured initially at fair value in accordance with the guidance for contingent consideration arrangements i…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2b37eca3f320bebb61dc3b2174b6886d34b0882fde6aa60b570bf57a7aca6727","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5efb54564099d91bf1b033c54564749e25333ce1e66933aa5ab88570d5aa014a","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"block":null,"heading":"Exceptions to the Measurement Principle","paragraphs":[{"citation":"805-20-30-10","para":"30-10","html":"
Paragraph 805-20-25-16 notes that the Business Combinations Topic provides limited exceptions to the recognition and measurement principles applicable to business combinations. Paragraphs
805-20-30-12 through 30-30
specify the types of identifiable assets and liabilities that include items for which this Subtopic provides limited exceptions to the paragraph 805-20-30-1 measurement principle. The acquirer shall apply the specified GAAP or the specified requirements rather than that measurement principle to determine how to measure the assets or liabilities identified in paragraphs
805-20-30-12 through 30-30
. That will result in some items being measured at an amount other than their acquisition-date fair values.
Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:
832-10-65-2Paragraph 805-20-25-16 notes that the Business Combinations Topic provides limited exceptions to the recognition and measurement principles applicable to business combinations. Paragraphs
805-20-30-12 through 30-31
specify the types of identifiable assets and liabilities that include items for which this Subtopic provides limited exceptions to the paragraph 805-20-30-1 measurement principle. The acquirer shall apply the specified GAAP or the specified requirements rather than that measurement principle to determine how to measure the assets or liabilities identified in paragraphs
805-20-30-12 through 30-31
. That will result in some items being measured at an amount other than their acquisition-date fair values.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
818-10-65-1Paragraph 805-20-25-16 notes that the Business Combinations Topic provides limited exceptions to the recognition and measurement principles applicable to business combinations. Paragraphs
805-20-30-12 through 30-32
specify the types of identifiable assets and liabilities that include items for which this Subtopic provides limited exceptions to the paragraph 805-20-30-1 measurement principle. The acquirer shall apply the specified GAAP or the specified requirements rather than that measurement principle to determine how to measure the assets or liabilities identified in paragraphs
805-20-30-12 through 30-32
. That will result in some items being measured at an amount other than their acquisition-date fair values.
","snippet":"Paragraph 805-20-25-16 notes that the Business Combinations Topic provides limited exceptions to the recognition and measurement principles applicable to business combinations. Paragraphs 805-20-30-12 through 30-30 speci…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e65ec6edf4852f8034f13fa718e35455deb8f738630761354fb839da0c7971c7","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-11","para":"30-11","html":"
As noted in paragraph 805-20-25-17, income taxes, employee benefits, indemnification assets, leases, and contract assets and contract liabilities are also exceptions to the recognition principle in paragraph 805-20-25-1.
Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:
832-10-65-2As noted in paragraph 805-20-25-17, income taxes, employee benefits, indemnification assets, leases, contract assets and contract liabilities, and grants related to incomeare also exceptions to the recognition principle in paragraph 805-20-25-1.
","snippet":"As noted in paragraph 805-20-25-17, income taxes, employee benefits, indemnification assets, leases, and contract assets and contract liabilities are also exceptions to the recognition principle in paragraph 805-20-25-1.…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7dfd4594b5de58e3bb9383a58df0b2675b4877403b2fb7cf56de4e5d7b477e10","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-12","para":"30-12","html":"
Guidance is presented on all of the following exceptions to the measurement principle:
  1. a
    Income taxes
  2. b
    Employee benefits
  3. c
    Indemnification assets
  4. d
    Reacquired rights
  5. e
    Share-based payment awards
  6. f
    Assets held for sale
  7. g
    Certain assets and liabilities arising from contingencies
  8. h
    Leases
  9. i
    Purchased financial assets with credit deterioration
  10. j
    Contract assets and contract liabilities.
Transition date:(P) December 16, 2026; (N) December 16, 2026Transition guidance:
326-10-65-7Guidance is presented on all of the following exceptions to the measurement principle:
  1. a
    Income taxes
  2. b
    Employee benefits
  3. c
    Indemnification assets
  4. d
    Reacquired rights
  5. e
    Share-based payment awards
  6. f
    Assets held for sale
  7. g
    Certain assets and liabilities arising from contingencies
  8. h
    Leases
  9. i
    Purchased financial assets with credit deteriorationand purchased seasoned loans
  10. j
    Contract assets and contract liabilities.
Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:
832-10-65-2Guidance is presented on all of the following exceptions to the measurement principle:
  1. a
    Income taxes
  2. b
    Employee benefits
  3. c
    Indemnification assets
  4. d
    Reacquired rights
  5. e
    Share-based payment awards
  6. f
    Assets held for sale
  7. g
    Certain assets and liabilities arising from contingencies
  8. h
    Leases
  9. i
  10. j
    Contract assets and contract liabilities
  11. k
    Grants related to income.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
818-10-65-1Guidance is presented on all of the following exceptions to the measurement principle:
  1. a
    Income taxes
  2. b
    Employee benefits
  3. c
    Indemnification assets
  4. d
    Reacquired rights
  5. e
    Share-based payment awards
  6. f
    Assets held for sale
  7. g
    Certain assets and liabilities arising from contingencies
  8. h
    Leases
  9. i
  10. j
    Contract assets and contract liabilities
  11. k
    Grants related to income
  12. l
    Environmental credit obligations.
","snippet":"Guidance is presented on all of the following exceptions to the measurement principle:\n(a) Income taxes\n(b) Employee benefits\n(c) Indemnification assets\n(d) Reacquired rights\n(e) Share-based payment awards\n(f) Assets hel…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4864689e2abc345c190a48a9828e4a2c228d7b48a8d3ddac10098839fbc3efa0","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-13","para":"30-13","html":"
Section 805-740-30 establishes the measurement guidance related to accounting for income taxes in a business combination.
","snippet":"Section 805-740-30 establishes the measurement guidance related to accounting for income taxes in a business combination.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bd0c3c734e9629966584642933eab2a5b678e91f23cd54d1c4decd33e1ef1cb2","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-14","para":"30-14","html":"
The acquirer shall measure a liability (or asset, if any) related to the acquiree's employee benefit arrangements in accordance with other GAAP. For example, employee benefits in the scope of the guidance identified in paragraphs
805-20-30-15 through 30-17
would be measured in accordance with that guidance and as specified in those paragraphs.
","snippet":"The acquirer shall measure a liability (or asset, if any) related to the acquiree's employee benefit arrangements in accordance with other GAAP. For example, employee benefits in the scope of the guidance identified in p…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:09c54b22c6d4ff1e42af5d5756132a4fcf709a72ccb2d6e75bdbb555952e5a30","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-15","para":"30-15","html":"
Guidance on defined benefit pension plans is presented in Subtopic 715-30. Guidance on defined benefit other postretirement plans is presented in Subtopic 715-60. Paragraphs 805-20-25-23 and 805-20-25-25 require an acquirer to recognize as part of a business combination an asset or a liability representing the funded status of a single-employer defined benefit pension or postretirement plan. In determining that funded status, the acquirer shall exclude the effects of expected plan amendments, terminations, or curtailments that at the acquisition date it has no obligation to make. The projected benefit obligation assumed shall reflect any other necessary changes in assumptions based on the acquirer's assessment of relevant future events.
","snippet":"Guidance on defined benefit pension plans is presented in Subtopic 715-30. Guidance on defined benefit other postretirement plans is presented in Subtopic 715-60. Paragraphs 805-20-25-23 and 805-20-25-25 require an acqui…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9cc5c8f65ae9a873c0470e33cdcbeaefa0e2a677dc571de9c064431b039f3f46","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-16","para":"30-16","html":"
The Settlements, Curtailments, and Certain Termination Benefits Subsection of Section 715-30-35 establishes the measurement guidance related to accounting for settlements and curtailments of defined benefit pension plans and certain termination benefits.
","snippet":"The Settlements, Curtailments, and Certain Termination Benefits Subsection of Section 715-30-35 establishes the measurement guidance related to accounting for settlements and curtailments of defined benefit pension plans…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:15745a883fffa0723f8a2af3b52ff3914e488c098653fb6297257c6585fc444c","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-17","para":"30-17","html":"
See also measurement-related guidance for the following other employee benefit arrangements:
  1. a
    One-time termination benefits in connection with exit or disposal activities. See Section 420-10-30.
  2. b
    Compensated absences. See Section 710-10-25.
  3. c
    Deferred compensation contracts. See Section 710-10-30.
  4. d
    Nonretirement postemployment benefits. See Section 712-10-25.
","snippet":"See also measurement-related guidance for the following other employee benefit arrangements:\n(a) One-time termination benefits in connection with exit or disposal activities. See Section 420-10-30.\n(b) Compensated absenc…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cf5ffde4b4140021dd31a95a8128a65d2505d44adc398fdcebf8f91e314b858b","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-18","para":"30-18","html":"
Paragraph 805-20-25-27 requires that the acquirer recognize an indemnification asset at the same time that it recognizes the indemnified item, measured on the same basis as the indemnified item, subject to the need for a valuation allowance for uncollectible amounts. That paragraph also requires that, if the indemnification relates to an asset or a liability that is recognized at the acquisition date and measured at its acquisition-date fair value, the acquirer recognize the indemnification asset at the acquisition date measured at its acquisition-date fair value. For an indemnification asset measured at fair value, the effects of uncertainty about future cash flows because of collectibility considerations are included in the fair value measure and a separate valuation allowance is not necessary, as noted in paragraph 805-20-30-4.
","snippet":"Paragraph 805-20-25-27 requires that the acquirer recognize an indemnification asset at the same time that it recognizes the indemnified item, measured on the same basis as the indemnified item, subject to the need for a…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4720683510621062920d64e1b4fedbd3f934bf38531e3439281a904b077ece28","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-19","para":"30-19","html":"
Paragraph 805-20-25-28 states that in some circumstances, the indemnification may relate to an asset or a liability that is an exception to the recognition or measurement principles, and provides an example of an indemnification that may relate to a contingency that is not recognized at the acquisition date because it does not satisfy the criteria for recognition in paragraphs
805-20-25-18A through 25-19
at that date. Alternatively, an indemnification may relate to an asset or a liability, for example, one that results from an uncertain tax position that is measured on a basis other than acquisition-date fair value. (Paragraph 805-20-30-13 identifies the business-combination-related measurement requirements for income taxes.) Paragraph 805-20-25-28 establishes that in those circumstances, the indemnification asset shall be recognized and measured using assumptions consistent with those used to measure the indemnified item, subject to management's assessment of the collectibility of the indemnification asset and any contractual limitations on the indemnified amount.
","snippet":"Paragraph 805-20-25-28 states that in some circumstances, the indemnification may relate to an asset or a liability that is an exception to the recognition or measurement principles, and provides an example of an indemni…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1e53b9c0172bbc75176827c9bed70858cc4f1129143a6f063546164e45642a64","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-20","para":"30-20","html":"
The acquirer shall measure the value of a reacquired right recognized as an intangible asset in accordance with paragraph 805-20-25-14 on the basis of the remaining contractual term of the related contract regardless of whether market participants would consider potential contractual renewals in determining its fair value.
","snippet":"The acquirer shall measure the value of a reacquired right recognized as an intangible asset in accordance with paragraph 805-20-25-14 on the basis of the remaining contractual term of the related contract regardless of …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d1064e972ea4f1a574553cf879bd7cda2fa5eb2bec968139122fb5a4fa5da1df","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-21","para":"30-21","html":"
The acquirer shall measure a liability or an equity instrument related to the replacement of an acquiree's share-based payment awards with share-based payment awards of the acquirer in accordance with the method in Topic 718. The Business Combinations Topic refers to the result of that method as the fair-value-based measure of the award. Paragraphs
805-30-30-9 through 30-13
and
805-30-55-6 through 55-13
provide additional guidance.
","snippet":"The acquirer shall measure a liability or an equity instrument related to the replacement of an acquiree's share-based payment awards with share-based payment awards of the acquirer in accordance with the method in Topic…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:34dc252ea0be91c46ab5eb8752f4a1eecf090a476b13a94cfd01924276c3034c","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-22","para":"30-22","html":"
The acquirer shall measure an acquired long-lived asset (or disposal group) that is classified as held for sale at the acquisition date in accordance with Subtopic 360-10, at fair value less cost to sell in accordance with paragraphs 360-10-35-38 and 360-10-35-43.
","snippet":"The acquirer shall measure an acquired long-lived asset (or disposal group) that is classified as held for sale at the acquisition date in accordance with Subtopic 360-10, at fair value less cost to sell in accordance wi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4dc0355adfad2325e7b2d33d667568a81057fa5f81f37f6aeee7397cd5fac646","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-23","para":"30-23","html":"
Initial measurement of assets and liabilities meeting the recognition criteria in paragraph 805-20-25-20 shall be at the amount that can be reasonably estimated by applying the guidance in Topic 450 for application of similar criteria in paragraph 450-20-25-2.
","snippet":"Initial measurement of assets and liabilities meeting the recognition criteria in paragraph 805-20-25-20 shall be at the amount that can be reasonably estimated by applying the guidance in Topic 450 for application of si…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:af56c4183aeead49d85f6dcb183e51560759cc4251bb6fb6c46c0650d4ce64b8","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-24","para":"30-24","html":"
For leases in which the acquiree is a lessee, the acquirer shall measure the lease liability at the present value of the remaining lease payments, as if the acquired lease were a new lease of the acquirer at the acquisition date. The acquirer shall measure the right-of-use asset at the same amount as the lease liability as adjusted to reflect favorable or unfavorable terms of the lease when compared with market terms.
","snippet":"For leases in which the acquiree is a lessee, the acquirer shall measure the lease liability at the present value of the remaining lease payments, as if the acquired lease were a new lease of the acquirer at the acquisit…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d1421d3650af6e839561d6854c12dbab5d2fcce17146b5249d0ea8061be56ef8","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-25","para":"30-25","html":"
For leases in which the acquiree is a lessor of a sales-type lease or a direct financing lease, the acquirer shall measure its net investment in the lease as the sum of both of the following (which will equal the fair value of the underlying asset at the acquisition date):
  1. a
    The lease receivable at the present value, discounted using the rate implicit in the lease, of the following, as if the acquired lease were a new lease at the acquisition date:
    1. 1
      The remaining lease payments
    2. 2
      The amount the lessor expects to derive from the underlying asset following the end of the lease term that is guaranteed by the lessee or any other third party unrelated to the lessor.
  2. b
    The unguaranteed residual asset as the difference between the fair value of the underlying asset at the acquisition date and the carrying amount of the lease receivable, as determined in accordance with (a), at that date.
The acquirer shall take into account the terms and conditions of the lease in calculating the acquisition-date fair value of an underlying asset that is subject to a sales-type lease or a direct financing lease by the acquiree-lessor.
","snippet":"For leases in which the acquiree is a lessor of a sales-type lease or a direct financing lease, the acquirer shall measure its net investment in the lease as the sum of both of the following (which will equal the fair va…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5678a91c784ebfdec9da4818791dee4ff82d65a0efed8caa018ea6be1e7631e4","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-26","para":"30-26","html":"
An acquirer shall recognize purchased financial assets with credit deterioration (including beneficial interests meeting the conditions in paragraph 325-40-30-1A) in accordance with Section 326-20-30 for financial instruments measured at amortized cost or Section 326-30-30 for available-for-sale debt securities. Paragraphs
326-20-55-57 through 55-78
illustrate how the guidance is applied for purchased financial assets with credit deterioration measured at amortized cost. Paragraphs
326-30-55-5 through 55-7
illustrate how the guidance is applied to available-for-sale debt securities. An acquirer shall not accrete into interest income the credit losses embedded in the purchase price for purchased financial assets with credit deterioration.
Transition date:(P) December 16, 2026; (N) December 16, 2026Transition guidance:
326-10-65-7
Editor's Note: The content of paragraph 805-20-30-26 will be amended upon transition, together with a change in the heading noted below.
> Purchased Financial Assets with Credit Deterioration and Purchased Seasoned Loans
An acquirer shall recognize purchased financial assets with credit deterioration (including beneficial interests meeting the conditions in paragraph 325-40-30-1A) and purchased seasoned loansin accordance with Section 326-20-30 for financial instruments measured at amortized cost or Section 326-30-30 for available-for-sale debt securities. Paragraphs
326-20-55-57 through 55-78
illustrate how the guidance is applied for purchased financial assets with credit deterioration measured at amortized cost. Paragraphs
326-30-55-5 through 55-7
illustrate how the guidance is applied to available-for-sale debt securities. An acquirer shall not accrete into interest income the credit losses embedded in the purchase price for purchased financial assets with credit deterioration and purchased seasoned loans.
","snippet":"An acquirer shall recognize purchased financial assets with credit deterioration (including beneficial interests meeting the conditions in paragraph 325-40-30-1A) in accordance with Section 326-20-30 for financial instru…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bfc6ff2a5c266b29bb78f86661d2dbbb992a534ef6e6fd1cb74e45b8adae522d","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-27","para":"30-27","html":"
An acquirer shall measure a contract asset or contract liability in accordance with Topic 606 on revenue from contracts with customers. This includes a contract asset or contract liability from the following:
  1. a
    Contracts with customers
  2. b
    Other contracts to which the provisions of Topic 606 apply.
","snippet":"An acquirer shall measure a contract asset or contract liability in accordance with Topic 606 on revenue from contracts with customers. This includes a contract asset or contract liability from the following:\n(a) Contrac…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6aaf904653ee221e69326f94a50ac90e14d441bc8124db8ad7f2610b97eef95d","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-28","para":"30-28","html":"
An acquirer shall measure the contract assets and contract liabilities of the acquired contract as if the acquirer had originated the acquired contract. Topic 606 specifies when certain assessments and estimates should be made, for example, as of contract inception or on a recurring basis. At the acquisition date, the acquirer shall make those assessments as of the dates required by Topic 606.
","snippet":"An acquirer shall measure the contract assets and contract liabilities of the acquired contract as if the acquirer had originated the acquired contract. Topic 606 specifies when certain assessments and estimates should b…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:978e6631c2679313a9c887b0edf0195fbe2ee44b6d8e8a8cfc31977a25593d3a","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-29","para":"30-29","html":"
An acquirer may use one or more of the following practical expedients when applying paragraphs
805-20-30-27 through 30-28
at the acquisition date:
  1. a
    For contracts that were modified before the acquisition date, an acquirer may reflect the aggregate effect of all modifications that occur before the acquisition date when:
    1. 1
      Identifying the satisfied and unsatisfied performance obligations
    2. 2
      Determining the transaction price
    3. 3
      Allocating the transaction price to the satisfied and unsatisfied performance obligations.
  2. b
    For all contracts, for purposes of allocating the transaction price, an acquirer may determine the standalone selling price at the acquisition date (instead of the contract inception date) of each performance obligation in the contract.
","snippet":"An acquirer may use one or more of the following practical expedients when applying paragraphs 805-20-30-27 through 30-28 at the acquisition date:\n(a) For contracts that were modified before the acquisition date, an acqu…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b74b47e4e16624fbc9d6382ea3e7fd14615a99bceb7724ffdbfb044b257a3f15","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-30","para":"30-30","html":"
For any of the practical expedients in paragraph 805-20-30-29 that an acquirer uses, the acquirer shall apply that expedient on an acquisition-by-acquisition basis. Each practical expedient that is elected shall be applied consistently to all contracts acquired in the same business combination. In addition, the acquirer shall provide the disclosures in paragraph 805-20-50-5.
","snippet":"For any of the practical expedients in paragraph 805-20-30-29 that an acquirer uses, the acquirer shall apply that expedient on an acquisition-by-acquisition basis. Each practical expedient that is elected shall be appli…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c020b6387b7d0ab246ae9506217fcfd479977636a5c858e20f3a47b773e0efca","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-31","para":"30-31","html":"
Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:
832-10-65-2Deferred income recognized in accordance with paragraph 805-20-25-28D shall be measured in accordance with Topic 832 on government grants at the acquisition date.
","snippet":"Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:832-10-65-2Deferred income recognized in accordance with paragraph 805-20-25-28D shall be measured in accordance with Topic 832 on governmen…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d93090b2a7e831c57216f726403a4166fb3e370b896e95c51bc7510a7755d760","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"citation":"805-20-30-32","para":"30-32","html":"
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
818-10-65-1An acquirer shall measure an environmental credit obligation liability assumed in a business combination in accordance with the initial measurement requirements of Topic 818. Paragraph 818-30-30-1 specifies that an environmental credit obligation liability may have a funded portion and an unfunded portion. When measuring the funded portion in accordance with paragraph 818-30-30-2, an acquirer shall consider only environmental credits acquired in the business combination that will be classified as compliance environmental credits. If applicable, the unfunded portion of an environmental credit obligation liability measured in accordance with paragraph 818-30-30-3(b) shall consider only the acquiree’s existing purchase commitments and unconditional rights.
","snippet":"Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:818-10-65-1An acquirer shall measure an environmental credit obligation liability assumed in a business combination in accordance with the i…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:79ccb721b8db3eeb4edef8de2ee7a6691d66add91c5440f59f90828f2402f376","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d0cfa9ba6832905ff25055e6181eae7707dfd148ef1aaf3697268f457ee044c9","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bad641db13390b16587172188958ab44fa26be0a05454f9197d29f8b30d8de8e","downloaded_from":"2026-09-10T01:23:23.165Z","last_downloaded_at":"2026-09-10T01:23:23.165Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479994","source_sha256":"0c6426f31c0c2eb2dc82cb1aa19da44a065da3cba46639a05a5483f52769d0dc"}},{"number":"35","label":"35 Subsequent Measurement","anchor":"35-subsequent-measurement","is_sec":false,"groups":[{"block":null,"heading":"Guidance on Specific Business-Combination-Related Items","paragraphs":[{"citation":"805-20-35-1","para":"35-1","html":"
This Topic directly establishes generally accepted accounting principles (GAAP) for business combinations related to recognition and initial measurement. Paragraph 805-10-35-1 cites the general requirement for an acquirer to subsequently measure and account for assets acquired, liabilities assumed or incurred, and equity instruments issued in a business combination in accordance with other applicable generally accepted accounting principles (GAAP). However, that paragraph also identifies specific items for which this Topic provides guidance. This Subtopic provides guidance on several of those specific items as follows.
","snippet":"This Topic directly establishes generally accepted accounting principles (GAAP) for business combinations related to recognition and initial measurement. Paragraph 805-10-35-1 cites the general requirement for an acquire…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ddac27c55937aeaff0c1e874c25b7ba6cb09d43a530c10e665380820a3e5ea8f","downloaded_from":"2026-09-10T01:23:27.129Z","last_downloaded_at":"2026-09-10T01:23:27.129Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479964","source_sha256":"95b0f3a882fddceb421b98b58b2159ebb77021a8f66f5de2a7b1dc84804984af"}},{"citation":"805-20-35-2","para":"35-2","html":"
A reacquired right recognized as an intangible asset in accordance with paragraph 805-20-25-14 shall be amortized over the remaining contractual period of the contract in which the right was granted. An acquirer that subsequently sells a reacquired right to a third party shall include the carrying amount of the intangible asset in determining the gain or loss on the sale.
","snippet":"A reacquired right recognized as an intangible asset in accordance with paragraph 805-20-25-14 shall be amortized over the remaining contractual period of the contract in which the right was granted. An acquirer that sub…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c5fd3d5cdc2c2ecc5efdd60ea3435f7ad9fb70b01adcb899bdd4f3586a647540","downloaded_from":"2026-09-10T01:23:27.129Z","last_downloaded_at":"2026-09-10T01:23:27.129Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479964","source_sha256":"95b0f3a882fddceb421b98b58b2159ebb77021a8f66f5de2a7b1dc84804984af"}},{"citation":"805-20-35-3","para":"35-3","html":"
An acquirer shall develop a systematic and rational basis for subsequently measuring and accounting for assets and liabilities arising from contingencies depending on their nature.
","snippet":"An acquirer shall develop a systematic and rational basis for subsequently measuring and accounting for assets and liabilities arising from contingencies depending on their nature.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:63b01611637cc516aef4069db3d7ded8d782c0bead8b8420460b70f586da0bea","downloaded_from":"2026-09-10T01:23:27.129Z","last_downloaded_at":"2026-09-10T01:23:27.129Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479964","source_sha256":"95b0f3a882fddceb421b98b58b2159ebb77021a8f66f5de2a7b1dc84804984af"}},{"citation":"805-20-35-4","para":"35-4","html":"
At each subsequent reporting date, the acquirer shall measure an indemnification asset that was recognized in accordance with paragraphs
805-20-25-27 through 25-28
at the acquisition date on the same basis as the indemnified liability or asset, subject to any contractual limitations on its amount, except as noted in paragraph 805-20-35-4B, and, for an indemnification asset that is not subsequently measured at its fair value, management's assessment of the collectibility of the indemnification asset.
","snippet":"At each subsequent reporting date, the acquirer shall measure an indemnification asset that was recognized in accordance with paragraphs 805-20-25-27 through 25-28 at the acquisition date on the same basis as the indemni…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:63d519670612f51557ab933e24a9a46d47e6fc2a5283f99aae4a6ae6a6675581","downloaded_from":"2026-09-10T01:23:27.129Z","last_downloaded_at":"2026-09-10T01:23:27.129Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479964","source_sha256":"95b0f3a882fddceb421b98b58b2159ebb77021a8f66f5de2a7b1dc84804984af"}},{"citation":"805-20-35-4A","para":"35-4A","html":"
Paragraph superseded by Accounting Standards Update No. 2012-06.
","snippet":"Paragraph superseded by Accounting Standards Update No. 2012-06.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1391a639791e6506a6a95ae4e99ec40bb3e28d209b20e75f4cb3f25fbf55affc","downloaded_from":"2026-09-10T01:23:27.129Z","last_downloaded_at":"2026-09-10T01:23:27.129Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479964","source_sha256":"95b0f3a882fddceb421b98b58b2159ebb77021a8f66f5de2a7b1dc84804984af"}},{"citation":"805-20-35-4B","para":"35-4B","html":"
An indemnification asset recognized at the acquisition date in accordance with paragraphs
805-20-25-27 through 25-28
as a result of a government-assisted acquisition of a financial institution involving an indemnification agreement shall be subsequently measured on the same basis as the indemnified item. For example, if the expected cash flows on indemnified assets increase such that a previously recorded valuation allowance is reversed, an entity shall account for the associated decrease in the indemnification assets immediately in earnings.
","snippet":"An indemnification asset recognized at the acquisition date in accordance with paragraphs 805-20-25-27 through 25-28 as a result of a government-assisted acquisition of a financial institution involving an indemnificatio…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6c83bfb6ad8075df207b82cd716da31699dd0a2c2b767216147e43269584a795","downloaded_from":"2026-09-10T01:23:27.129Z","last_downloaded_at":"2026-09-10T01:23:27.129Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479964","source_sha256":"95b0f3a882fddceb421b98b58b2159ebb77021a8f66f5de2a7b1dc84804984af"}},{"citation":"805-20-35-4C","para":"35-4C","html":"
Contingent consideration arrangements of an acquiree assumed by the acquirer in a business combination shall be measured subsequently in accordance with the guidance for contingent consideration arrangements in paragraph 805-30-35-1.
","snippet":"Contingent consideration arrangements of an acquiree assumed by the acquirer in a business combination shall be measured subsequently in accordance with the guidance for contingent consideration arrangements in paragraph…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c99ae8c46615b451e7be70ea6a199155595e2b3e3868d2bb9d2b75942a86ba45","downloaded_from":"2026-09-10T01:23:27.129Z","last_downloaded_at":"2026-09-10T01:23:27.129Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479964","source_sha256":"95b0f3a882fddceb421b98b58b2159ebb77021a8f66f5de2a7b1dc84804984af"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e08706120dd8fc7c73ffb7ff0c348113c0342bbb78cb66577b91becf3c362bce","downloaded_from":"2026-09-10T01:23:27.129Z","last_downloaded_at":"2026-09-10T01:23:27.129Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479964","source_sha256":"95b0f3a882fddceb421b98b58b2159ebb77021a8f66f5de2a7b1dc84804984af"}},{"block":null,"heading":"Additional Guidance on Subsequent Measurement of Assets Acquired, Liabilities Assumed or Incurred, and Any Noncontrolling Interests in a Business Combination","paragraphs":[{"citation":"805-20-35-5","para":"35-5","html":"
Additional guidance on subsequently measuring and accounting for assets acquired in a business combination is addressed in Subtopic 350-30, which prescribes the accounting for identifiableintangible assets acquired in a business combination, including recognition of intangible assets used in research and development activities, regardless of whether those assets have an alternative future use, and their classification as indefinite-lived until the completion or abandonment of the associated research and development efforts.
","snippet":"Additional guidance on subsequently measuring and accounting for assets acquired in a business combination is addressed in Subtopic 350-30, which prescribes the accounting for identifiableintangible assets acquired in a …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:31bdd554b2c9255e0110468cbc640fb12ffa7a6d4e61a521472227a3c766d6b3","downloaded_from":"2026-09-10T01:23:27.129Z","last_downloaded_at":"2026-09-10T01:23:27.129Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479964","source_sha256":"95b0f3a882fddceb421b98b58b2159ebb77021a8f66f5de2a7b1dc84804984af"}},{"citation":"805-20-35-6","para":"35-6","html":"
Leasehold improvements acquired in a business combination shall be amortized over the shorter of the useful life of the assets and the remaining lease term at the date of acquisition. However, if the lease transfers ownership of the underlying asset to the lessee, or the lessee is reasonably certain to exercise an option to purchase the underlying asset, the lessee shall amortize the leasehold improvements to the end of their useful life.
","snippet":"Leasehold improvements acquired in a business combination shall be amortized over the shorter of the useful life of the assets and the remaining lease term at the date of acquisition. However, if the lease transfers owne…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9fc4d9851ec605adda210e764772f9eec2febb4d62a01b1a41b848abb1606eea","downloaded_from":"2026-09-10T01:23:27.129Z","last_downloaded_at":"2026-09-10T01:23:27.129Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479964","source_sha256":"95b0f3a882fddceb421b98b58b2159ebb77021a8f66f5de2a7b1dc84804984af"}},{"citation":"805-20-35-7","para":"35-7","html":"
Topic 944on insurance provides guidance on the subsequent accounting for an insurance or reinsurance contract acquired in a business combination.
","snippet":"Topic 944on insurance provides guidance on the subsequent accounting for an insurance or reinsurance contract acquired in a business combination.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1898399200056a4af8d6760e372c591dd36bcca78424ad8ea582906de8a2c3de","downloaded_from":"2026-09-10T01:23:27.129Z","last_downloaded_at":"2026-09-10T01:23:27.129Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479964","source_sha256":"95b0f3a882fddceb421b98b58b2159ebb77021a8f66f5de2a7b1dc84804984af"}},{"citation":"805-20-35-8","para":"35-8","html":"
Additional guidance on accounting for changes in a parent's ownership interest in a subsidiary after control is obtained is provided in paragraphs
810-10-45-22 through 45-24
and Example 1 (see paragraph 810-10-55-4B).
","snippet":"Additional guidance on accounting for changes in a parent's ownership interest in a subsidiary after control is obtained is provided in paragraphs 810-10-45-22 through 45-24 and Example 1 (see paragraph 810-10-55-4B).","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5cb5ff5a123ac8f6ddb42c0c06731eac6ad19e7e905890ae4d0251778d6f0e9c","downloaded_from":"2026-09-10T01:23:27.129Z","last_downloaded_at":"2026-09-10T01:23:27.129Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479964","source_sha256":"95b0f3a882fddceb421b98b58b2159ebb77021a8f66f5de2a7b1dc84804984af"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c65ba4db7ae0ae8635aa9ab19e3d04edcacb94a7e446500e35084f016c14b80b","downloaded_from":"2026-09-10T01:23:27.129Z","last_downloaded_at":"2026-09-10T01:23:27.129Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479964","source_sha256":"95b0f3a882fddceb421b98b58b2159ebb77021a8f66f5de2a7b1dc84804984af"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:171a72428296a74c08045c8c6fcc6a4f1dba911257aa1d0c281aa68caa99bfa5","downloaded_from":"2026-09-10T01:23:27.129Z","last_downloaded_at":"2026-09-10T01:23:27.129Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479964","source_sha256":"95b0f3a882fddceb421b98b58b2159ebb77021a8f66f5de2a7b1dc84804984af"}},{"number":"40","label":"40 Derecognition","anchor":"40-derecognition","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-20-40-1","para":"40-1","html":"
The Business Combinations Topic directly establishes generally accepted accounting principles (GAAP) for business combinations related to recognition and initial measurement. Paragraph 805-10-35-1 cites the general requirement for an acquirer to subsequently measure and account for assets acquired, liabilities assumed or incurred, and equity instruments issued in a business combination in accordance with other applicable GAAP. However, that paragraph also identifies specific items for which the Business Combinations Topic provides guidance. This Section provides guidance on one of those specific items as follows.
","snippet":"The Business Combinations Topic directly establishes generally accepted accounting principles (GAAP) for business combinations related to recognition and initial measurement. Paragraph 805-10-35-1 cites the general requi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:592da2b7e28462ebaba1a047e3e6ba46187265f0037f7de3fe13767bd4b03b02","downloaded_from":"2026-09-10T01:23:29.973Z","last_downloaded_at":"2026-09-10T01:23:29.973Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479940","source_sha256":"86e2aaacdc452c569da310048501675b9e746c755cfbd1f34fb14f2593ba8adf"}},{"citation":"805-20-40-2","para":"40-2","html":"
Paragraph not used.
","snippet":"Paragraph not used.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:eeb45051e15a0b7f773f8cf532ec93d64d790aede158ca3ea834eecef8e95dd5","downloaded_from":"2026-09-10T01:23:29.973Z","last_downloaded_at":"2026-09-10T01:23:29.973Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479940","source_sha256":"86e2aaacdc452c569da310048501675b9e746c755cfbd1f34fb14f2593ba8adf"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:297c639d8cbe1dc9a6f95c83ef0d2281e216a5634632370fc8986b4549ae56d9","downloaded_from":"2026-09-10T01:23:29.973Z","last_downloaded_at":"2026-09-10T01:23:29.973Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479940","source_sha256":"86e2aaacdc452c569da310048501675b9e746c755cfbd1f34fb14f2593ba8adf"}},{"block":null,"heading":"Indemnification Assets","paragraphs":[{"citation":"805-20-40-3","para":"40-3","html":"
The acquirer shall derecognize an indemnification asset recognized in accordance with paragraphs
805-20-25-27 through 25-28
only when it collects the asset, sells it, or otherwise loses the right to it.
","snippet":"The acquirer shall derecognize an indemnification asset recognized in accordance with paragraphs 805-20-25-27 through 25-28 only when it collects the asset, sells it, or otherwise loses the right to it.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:719f38e5a08a10828a82e2f7b757b3918d2b111c514e7be12e2369ef148d1534","downloaded_from":"2026-09-10T01:23:29.973Z","last_downloaded_at":"2026-09-10T01:23:29.973Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479940","source_sha256":"86e2aaacdc452c569da310048501675b9e746c755cfbd1f34fb14f2593ba8adf"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6cb797a60d3dfa93d0f7268d946398b08c95700c4f70f79cc5113da353a1bd8c","downloaded_from":"2026-09-10T01:23:29.973Z","last_downloaded_at":"2026-09-10T01:23:29.973Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479940","source_sha256":"86e2aaacdc452c569da310048501675b9e746c755cfbd1f34fb14f2593ba8adf"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d4a241c0cc22022bb856848422061718ae21e35f1e855221b8f873f4be095053","downloaded_from":"2026-09-10T01:23:29.973Z","last_downloaded_at":"2026-09-10T01:23:29.973Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479940","source_sha256":"86e2aaacdc452c569da310048501675b9e746c755cfbd1f34fb14f2593ba8adf"}},{"number":"50","label":"50 Disclosure","anchor":"50-disclosure","is_sec":false,"groups":[{"block":null,"heading":"Business Combinations Occurring during a Current Reporting Period or after the Reporting Date but before the Financial Statements Are Issued","paragraphs":[{"citation":"805-20-50-1","para":"50-1","html":"
Paragraph 805-10-50-1 identifies one of the objectives of disclosures about a business combination. To meet that objective, the acquirer shall disclose all of the following information for each business combination that occurs during the reporting period:
  1. a
    For indemnification assets, all of the following:
    1. 1
      The amount recognized as of the acquisition date
    2. 2
      A description of the arrangement and the basis for determining the amount of the payment
    3. 3
      An estimate of the range of outcomes (undiscounted) or, if a range cannot be estimated, that fact and the reasons why a range cannot be estimated. If the maximum amount of the payment is unlimited, the acquirer shall disclose that fact.
  2. b
    For acquired receivables not subject to the requirements of Subtopic 326-20 relating to purchased financial assets with credit deterioration, all of the following:
    1. 1
      The fair value of the receivables (unless those receivables arise from sales-type leases or direct financing leases by the lessor for which the acquirer shall disclose the amounts recognized as of the acquisition date)
    2. 2
      The gross contractual amounts receivable
    3. 3
      The best estimate at the acquisition date of the contractual cash flows not expected to be collected.
    The disclosures shall be provided by major class of receivable, such as loans, net investment in sales-type or direct financing leases in accordance with Subtopic 842-30 on leases—lessor, and any other class of receivables.
  3. c
    The amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed (see Example 5 [paragraph 805-10-55-37]).
  4. d
    For contingencies, the following disclosures shall be included in the note that describes the business combination:
    1. 1
      For assets and liabilities arising from contingencies recognized at the acquisition date:
      1. i
        The amounts recognized at the acquisition date and the measurement basis applied (that is, at fair value or at an amount recognized in accordance with Topic 450 and Section 450-20-25)
      2. ii
        The nature of the contingencies.
      An acquirer may aggregate disclosures for assets or liabilities arising from contingencies that are similar in nature.
    2. 2
      For contingencies that are not recognized at the acquisition date, the disclosures required by Topic 450 if the criteria for disclosures in that Topic are met.
    An acquirer may aggregate disclosures for assets and liabilities arising from contingencies that are similar in nature.
  5. e
    For each business combination in which the acquirer holds less than 100 percent of the equity interests in the acquiree at the acquisition date, both of the following:
    1. 1
      The fair value of the noncontrolling interest in the acquiree at the acquisition date
    2. 2
      The valuation technique(s) and significant inputs used to measure the fair value of the noncontrolling interest.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1Paragraph 805-10-50-1 identifies one of the objectives of disclosures about a business combination. To meet that objective, the acquirer shall disclose in interim and annual reporting periods all of the following information for each business combination that occurs during the reporting period:
  1. a
    For indemnification assets, all of the following:
    1. 1
      The amount recognized as of the acquisition date
    2. 2
      A description of the arrangement and the basis for determining the amount of the payment
    3. 3
      An estimate of the range of outcomes (undiscounted) or, if a range cannot be estimated, that fact and the reasons why a range cannot be estimated. If the maximum amount of the payment is unlimited, the acquirer shall disclose that fact.
  2. b
    For acquired receivables not subject to the requirements of Subtopic 326-20 relating to purchased financial assets with credit deterioration, all of the following:
    1. 1
      The fair value of the receivables (unless those receivables arise from sales-type leases or direct financing leases by the lessor for which the acquirer shall disclose the amounts recognized as of the acquisition date)
    2. 2
      The gross contractual amounts receivable
    3. 3
      The best estimate at the acquisition date of the contractual cash flows not expected to be collected.
    The disclosures shall be provided by major class of receivable, such as loans, net investment in sales-type or direct financing leases in accordance with Subtopic 842-30 on leases—lessor, and any other class of receivables.
  3. c
    The amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed (see Example 5 [paragraph 805-10-55-37]).
  4. d
    For contingencies, the following disclosures shall be included in the note that describes the business combination:
    1. 1
      For assets and liabilities arising from contingencies recognized at the acquisition date:
      1. i
        The amounts recognized at the acquisition date and the measurement basis applied (that is, at fair value or at an amount recognized in accordance with Topic 450 and Section 450-20-25)
      2. ii
        The nature of the contingencies.
      An acquirer may aggregate disclosures for assets or liabilities arising from contingencies that are similar in nature.
    2. 2
      For contingencies that are not recognized at the acquisition date, the disclosures required by Topic 450 if the criteria for disclosures in that Topic are met.
    An acquirer may aggregate disclosures for assets and liabilities arising from contingencies that are similar in nature.
  5. e
    For each business combination in which the acquirer holds less than 100 percent of the equity interests in the acquiree at the acquisition date, both of the following:
    1. 1
      The fair value of the noncontrolling interest in the acquiree at the acquisition date
    2. 2
      The valuation technique(s) and significant inputs used to measure the fair value of the noncontrolling interest.
","snippet":"Paragraph 805-10-50-1 identifies one of the objectives of disclosures about a business combination. To meet that objective, the acquirer shall disclose all of the following information for each business combination that …","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:eb88946d6693063f846dd8d3ece5031e00c33c1266b095fb3e316beb620d94bd","downloaded_from":"2026-09-10T01:23:33.413Z","last_downloaded_at":"2026-09-10T01:23:33.413Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479907","source_sha256":"11287db4dbbec0ed186ccc6c438cd148cd8836d5728ba79c900be015b09721db"}},{"citation":"805-20-50-2","para":"50-2","html":"
For individually immaterial business combinations occurring during the reporting period that are material collectively, the acquirer shall disclose the information required by paragraph 805-20-50-1 in the aggregate.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1For individually immaterial business combinations occurring during the reporting period that are material collectively, the acquirer shall disclose the information required by paragraph 805-20-50-1 in the aggregate in interim and annual reporting periods.
","snippet":"For individually immaterial business combinations occurring during the reporting period that are material collectively, the acquirer shall disclose the information required by paragraph 805-20-50-1 in the aggregate. Tran…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0d43281c1889dd957685766f7e06f97ba4344fe4d95636a66f82a8b70cfd9c95","downloaded_from":"2026-09-10T01:23:33.413Z","last_downloaded_at":"2026-09-10T01:23:33.413Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479907","source_sha256":"11287db4dbbec0ed186ccc6c438cd148cd8836d5728ba79c900be015b09721db"}},{"citation":"805-20-50-3","para":"50-3","html":"
If the acquisition date of a business combination is after the reporting date but before the financial statements are issued or are available to be issued (as discussed in Section 855-10-25), the acquirer shall disclose the information required by paragraph 805-20-50-1 unless the initial accounting for the business combination is incomplete at the time the financial statements are issued or are available to be issued. In that situation, the acquirer shall describe which disclosures could not be made and the reason why they could not be made.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1If the acquisition date of a business combination is after the reporting date but before the financial statements are issued or are available to be issued (as discussed in Section 855-10-25), the acquirer shall disclose the information required by paragraph 805-20-50-1in interim and annual reporting periods unless the initial accounting for the business combination is incomplete at the time the financial statements are issued or are available to be issued. In that situation, the acquirer shall describe which disclosures could not be made and the reason why they could not be made.
","snippet":"If the acquisition date of a business combination is after the reporting date but before the financial statements are issued or are available to be issued (as discussed in Section 855-10-25), the acquirer shall disclose …","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:06de78483a7354e3cbaa8e45a674669cdc0ad03cea9dd325beb2c013ad266540","downloaded_from":"2026-09-10T01:23:33.413Z","last_downloaded_at":"2026-09-10T01:23:33.413Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479907","source_sha256":"11287db4dbbec0ed186ccc6c438cd148cd8836d5728ba79c900be015b09721db"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:763b247d27b8d922f2cb536409a28de846d8e43356612e9c018397f98c00a6d4","downloaded_from":"2026-09-10T01:23:33.413Z","last_downloaded_at":"2026-09-10T01:23:33.413Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479907","source_sha256":"11287db4dbbec0ed186ccc6c438cd148cd8836d5728ba79c900be015b09721db"}},{"block":null,"heading":"The Financial Effects of Adjustments That Relate to Business Combinations That Occurred in the Current or Previous Reporting Periods","paragraphs":[{"citation":"805-20-50-4","para":"50-4","html":"
Paragraph 805-10-50-5 identifies the second objective of disclosures about the effects of business combinations that occurred in the current or previous reporting periods. To meet the objective in that paragraph, the acquirer shall disclose the information in paragraph 805-20-50-4A for each material business combination or in the aggregate for individually immaterial business combinations that are material collectively.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1Paragraph 805-10-50-5 identifies the second objective of disclosures about the effects of business combinations that occurred in the current or previous reporting periods. To meet the objective in that paragraph, in interim and annual reporting periods the acquirer shall disclose the information in paragraph 805-20-50-4A for each material business combination or in the aggregate for individually immaterial business combinations that are material collectively.
","snippet":"Paragraph 805-10-50-5 identifies the second objective of disclosures about the effects of business combinations that occurred in the current or previous reporting periods. To meet the objective in that paragraph, the acq…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e1c82eab58590dabf9c2fe6d06d2349b5b21202336d1d3f2f767ecda46507981","downloaded_from":"2026-09-10T01:23:33.413Z","last_downloaded_at":"2026-09-10T01:23:33.413Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479907","source_sha256":"11287db4dbbec0ed186ccc6c438cd148cd8836d5728ba79c900be015b09721db"}},{"citation":"805-20-50-4A","para":"50-4A","html":"
If the initial accounting for a business combination is incomplete (see paragraphs
805-10-25-13 through 25-14
) for particular assets, liabilities, noncontrolling interests, or items of consideration and the amounts recognized in the financial statements for the business combination thus have been determined only provisionally, the acquirer shall disclose the following information for each material business combination or in the aggregate for individually immaterial business combinations that are material collectively to meet the objective in paragraph 805-10-50-5:
  1. a
    The reasons why the initial accounting is incomplete
  2. b
    The assets, liabilities, equity interests, or items of consideration for which the initial accounting is incomplete
  3. c
    The nature and amount of any measurement period adjustments recognized during the reporting period in accordance with paragraph 805-10-25-17, including separately the amount of adjustment to current-period income statement line items relating to the income effects that would have been recognized in previous periods if the adjustment to provisional amounts were recognized as of the acquisition date. Alternatively, an acquirer may present those amounts separately on the face of the income statement.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1If the initial accounting for a business combination is incomplete (see paragraphs
805-10-25-13 through 25-14
) for particular assets, liabilities, noncontrolling interests, or items of consideration and the amounts recognized in the financial statements for the business combination thus have been determined only provisionally, the acquirer shall disclose in interim and annual reporting periods the following information for each material business combination or in the aggregate for individually immaterial business combinations that are material collectively to meet the objective in paragraph 805-10-50-5:
  1. a
    The reasons why the initial accounting is incomplete
  2. b
    The assets, liabilities, equity interests, or items of consideration for which the initial accounting is incomplete
  3. c
    The nature and amount of any measurement period adjustments recognized during the reporting period in accordance with paragraph 805-10-25-17, including separately the amount of adjustment to current-period income statement line items relating to the income effects that would have been recognized in previous periods if the adjustment to provisional amounts were recognized as of the acquisition date. Alternatively, an acquirer may present those amounts separately on the face of the income statement.
","snippet":"If the initial accounting for a business combination is incomplete (see paragraphs 805-10-25-13 through 25-14) for particular assets, liabilities, noncontrolling interests, or items of consideration and the amounts recog…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c9580745fc4c1b700874408bc3348a9bff31bbd9953a50493ebcbd42987484aa","downloaded_from":"2026-09-10T01:23:33.413Z","last_downloaded_at":"2026-09-10T01:23:33.413Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479907","source_sha256":"11287db4dbbec0ed186ccc6c438cd148cd8836d5728ba79c900be015b09721db"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:959cbf9b93ae8924b28c5e465afa3a1142ff8f2443e9191880e5d8ceb99e1d27","downloaded_from":"2026-09-10T01:23:33.413Z","last_downloaded_at":"2026-09-10T01:23:33.413Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479907","source_sha256":"11287db4dbbec0ed186ccc6c438cd148cd8836d5728ba79c900be015b09721db"}},{"block":null,"heading":"Exceptions to the Measurement Principle","paragraphs":[{"citation":"805-20-50-5","para":"50-5","html":"
For any of the practical expedients in paragraph 805-20-30-29 that an acquirer uses, the acquirer shall disclose all of the following information:
  1. a
    The expedients that have been used
  2. b
    To the extent reasonably possible, a qualitative assessment of the estimated effect of applying each of those expedients.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1 For any of the practical expedients in paragraph 805-20-30-29 that an acquirer uses, the acquirer shall disclose all of the following information in interim and annual reporting periods:
  1. a
    The expedients that have been used
  2. b
    To the extent reasonably possible, a qualitative assessment of the estimated effect of applying each of those expedients.
","snippet":"For any of the practical expedients in paragraph 805-20-30-29 that an acquirer uses, the acquirer shall disclose all of the following information:\n(a) The expedients that have been used\n(b) To the extent reasonably possi…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c1d34978dc7e1f344f7dcc7a6ab3a83af78be296597115abe031427d80e55379","downloaded_from":"2026-09-10T01:23:33.413Z","last_downloaded_at":"2026-09-10T01:23:33.413Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479907","source_sha256":"11287db4dbbec0ed186ccc6c438cd148cd8836d5728ba79c900be015b09721db"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7598e9013e5c3bec3d4af5c99e5c0ddd0c042074cc96f28d2c44713e7b38c6a9","downloaded_from":"2026-09-10T01:23:33.413Z","last_downloaded_at":"2026-09-10T01:23:33.413Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479907","source_sha256":"11287db4dbbec0ed186ccc6c438cd148cd8836d5728ba79c900be015b09721db"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d3277de4c2a6200748e348ceacc83a5f99a6745395c6d54e9cd60c6dab4cb2a8","downloaded_from":"2026-09-10T01:23:33.413Z","last_downloaded_at":"2026-09-10T01:23:33.413Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479907","source_sha256":"11287db4dbbec0ed186ccc6c438cd148cd8836d5728ba79c900be015b09721db"}},{"number":"55","label":"55 Implementation Guidance and Illustrations","anchor":"55-implementation-guidance-and-illustrations","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-20-55-1","para":"55-1","html":"
This Section is an integral part of the requirements of this Subtopic. This Section provides additional guidance and illustrations that address the application of accounting requirements for business combinations to identifiable assets and liabilities and to noncontrolling interests.
","snippet":"This Section is an integral part of the requirements of this Subtopic. This Section provides additional guidance and illustrations that address the application of accounting requirements for business combinations to iden…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e8ff5b86b44210c594ab442ab9a9b1ac6a4bbf944efa73e40d43a7660280837d","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d80c536f4cf7262c278116c11e633107b7e8033ad200ecedb13f9ef1a4b89cf5","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"block":null,"heading":"Implementation Guidance","paragraphs":[{"citation":"805-20-55-2","para":"55-2","html":"
Paragraph 805-20-25-10 establishes that an intangible asset is identifiable if it meets either the separability criterion or the contractual-legal criterion described in the definition of identifiable. An intangible asset that meets the contractual-legal criterion is identifiable even if the asset is not transferable or separable from the acquiree or from other rights and obligations. For example:
  1. a
    An acquiree leases a manufacturing facility to a lessee under an operating lease that has terms that are favorable relative to market terms. The lease terms explicitly prohibit transfer of the lease (through either sale or sublease). The amount by which the lease terms are favorable compared with the pricing of current market transactions for the same or similar items is an intangible asset that meets the contractual-legal criterion for recognition separately from goodwill, even though the acquirer cannot sell or otherwise transfer the lease contract. See also paragraph 805-20-25-12.
  2. b
    An acquiree owns and operates a nuclear power plant. The license to operate that power plant is an intangible asset that meets the contractual-legal criterion for recognition separately from goodwill, even if the acquirer cannot sell or transfer it separately from the acquired power plant. An acquirer may recognize the fair value of the operating license and the fair value of the power plant as a single asset for financial reporting purposes if the useful lives of those assets are similar.
  3. c
    An acquiree owns a technology patent. It has licensed that patent to others for their exclusive use outside the domestic market, receiving a specified percentage of future foreign revenue in exchange. Both the technology patent and the related license agreement meet the contractual-legal criterion for recognition separately from goodwill even if selling or exchanging the patent and the related license agreement separately from one another would not be practical.
","snippet":"Paragraph 805-20-25-10 establishes that an intangible asset is identifiable if it meets either the separability criterion or the contractual-legal criterion described in the definition of identifiable. An intangible asse…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cc26ae5972e6dd45ea2193f996e6d3cf5ffad838999612e1a645d5cd6ff32462","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-3","para":"55-3","html":"
The separability criterion means that an acquired intangible asset is capable of being separated or divided from the acquiree and sold, transferred, licensed, rented, or exchanged, either individually or together with a related contract, identifiable asset, or liability. An intangible asset that the acquirer would be able to sell, license, or otherwise exchange for something else of value meets the separability criterion even if the acquirer does not intend to sell, license, or otherwise exchange it.
","snippet":"The separability criterion means that an acquired intangible asset is capable of being separated or divided from the acquiree and sold, transferred, licensed, rented, or exchanged, either individually or together with a …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6cc6bf9305c962c779cf950636ddd0ba9f88473338cabb768a1f059c9d641f11","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-4","para":"55-4","html":"
An acquired intangible asset meets the separability criterion if there is evidence of exchange transactions for that type of asset or an asset of a similar type, even if those transactions are infrequent and regardless of whether the acquirer is involved in them. For example, customer and subscriber lists are frequently licensed and thus meet the separability criterion. Even if an acquiree believes its customer lists have characteristics different from other customer lists, the fact that customer lists are frequently licensed generally means that the acquired customer list meets the separability criterion. However, a customer list acquired in a business combination would not meet the separability criterion if the terms of confidentiality or other agreements prohibit an entity from selling, leasing, or otherwise exchanging information about its customers.
","snippet":"An acquired intangible asset meets the separability criterion if there is evidence of exchange transactions for that type of asset or an asset of a similar type, even if those transactions are infrequent and regardless o…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7b69bc67aefc98f8b8da06647a2e1a0b6ff5dc7a459d99b6063e8a10c7b4aed8","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-5","para":"55-5","html":"
An intangible asset that is not individually separable from the acquiree or combined entity meets the separability criterion if it is separable in combination with a related contract, identifiable asset, or liability. For example:
  1. a
    Market participants exchange deposit liabilities and related depositor relationship intangible assets in observable exchange transactions. Therefore, the acquirer should recognize the depositor relationship intangible asset separately from goodwill.
  2. b
    An acquiree owns a registered trademark and documented but unpatented technical expertise used to manufacture the trademarked product. To transfer ownership of a trademark, the owner is also required to transfer everything else necessary for the new owner to produce a product or service indistinguishable from that produced by the former owner. Because the unpatented technical expertise must be separated from the acquiree or combined entity and sold if the related trademark is sold, it meets the separability criterion.
","snippet":"An intangible asset that is not individually separable from the acquiree or combined entity meets the separability criterion if it is separable in combination with a related contract, identifiable asset, or liability. Fo…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:59c0b3bcade331e79a70e71de05f5cc4f882e1336fe98167958eb3674003ecc0","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-6","para":"55-6","html":"
The acquirer subsumes into goodwill the value of an acquired intangible asset that is not identifiable as of the acquisition date. For example, an acquirer may attribute value to the existence of an assembled workforce, which is an existing collection of employees that permits the acquirer to continue to operate an acquired business from the acquisition date. An assembled workforce does not represent the intellectual capital of the skilled workforce―the (often specialized) knowledge and experience that employees of an acquiree bring to their jobs. Because the assembled workforce is not an identifiable asset to be recognized separately from goodwill, any value attributed to it is subsumed into goodwill.
","snippet":"The acquirer subsumes into goodwill the value of an acquired intangible asset that is not identifiable as of the acquisition date. For example, an acquirer may attribute value to the existence of an assembled workforce, …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:677fec9b077ac7faa75528bca5cad90f19888a6216e3638ad303fe85151aafdb","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-7","para":"55-7","html":"
The acquirer also subsumes into goodwill any value attributed to items that do not qualify as assets at the acquisition date. For example, the acquirer might attribute value to potential contracts the acquiree is negotiating with prospective new customers at the acquisition date. Because those potential contracts are not themselves assets at the acquisition date, the acquirer does not recognize them separately from goodwill. The acquirer should not subsequently reclassify the value of those contracts from goodwill for events that occur after the acquisition date. However, the acquirer should assess the facts and circumstances surrounding events occurring shortly after the acquisition to determine whether a separately recognizable intangible asset existed at the acquisition date.
","snippet":"The acquirer also subsumes into goodwill any value attributed to items that do not qualify as assets at the acquisition date. For example, the acquirer might attribute value to potential contracts the acquiree is negotia…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4677e0b03c197f1f513560bbb148310a45e7ce79bf75eff81abf35e02dc8b41b","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-8","para":"55-8","html":"
After initial recognition, an acquirer accounts for intangible assets acquired in a business combination in accordance with the provisions of Subtopics 350-30and 360-10. However, as described in paragraph 350-10-15-4, the accounting for some acquired intangible assets after initial recognition is prescribed in other standards.
","snippet":"After initial recognition, an acquirer accounts for intangible assets acquired in a business combination in accordance with the provisions of Subtopics 350-30and 360-10. However, as described in paragraph 350-10-15-4, th…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7423c6efbfa01dc5f4a03e5231bce298f5c686f1aadb4cab106cbc45e13dab6e","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-9","para":"55-9","html":"
The identifiability criteria determine whether an intangible asset is recognized separately from goodwill. However, the criteria neither provide guidance for measuring the fair value of an intangible asset nor restrict the assumptions used in measuring the fair value of an intangible asset. For example, the acquirer would take into account the assumptions that market participants would use when pricing the intangible asset, such as expectations of future contract renewals, in measuring fair value. It is not necessary for the renewals themselves to meet the identifiability criteria. (However, see paragraph 805-20-30-20, which establishes an exception to the fair value measurement principle for reacquired rights recognized in a business combination.)
","snippet":"The identifiability criteria determine whether an intangible asset is recognized separately from goodwill. However, the criteria neither provide guidance for measuring the fair value of an intangible asset nor restrict t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a63352c1acd1a874804da7dd59c042689b8460ca7f682eb657a873e454f579c5","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-10","para":"55-10","html":"
Paragraphs
350-30-35-21 through 35-28
provide guidance for determining whether indefinite-lived intangible assets should be combined into a single unit of account to test for impairment if they are operated as a single asset and essentially are inseparable from one another.
","snippet":"Paragraphs 350-30-35-21 through 35-28 provide guidance for determining whether indefinite-lived intangible assets should be combined into a single unit of account to test for impairment if they are operated as a single a…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:74c1631c3a25f8da7e4a2fce6133a5d19b8ea9d16c1c56ed265fd33b284bb443","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-11","para":"55-11","html":"
The following guidance presents examples of identifiable intangible assets acquired in a business combination. Some of the examples may have characteristics of assets other than intangible assets. The acquirer should account for those assets in accordance with their substance. The examples are not intended to be all-inclusive.
","snippet":"The following guidance presents examples of identifiable intangible assets acquired in a business combination. Some of the examples may have characteristics of assets other than intangible assets. The acquirer should acc…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1f43ccbd4e8655b30c24c7ea5f0b6bcfb2d74e0782715ee10e3215a5eed9a701","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-12","para":"55-12","html":"
Intangible assets designated with the symbol # are those that arise from contractual or other legal rights. Those designated with the symbol * do not arise from contractual or other legal rights but are separable. Intangible assets designated with the symbol # might also be separable, but separability is not a necessary condition for an asset to meet the contractual-legal criterion.
","snippet":"Intangible assets designated with the symbol # are those that arise from contractual or other legal rights. Those designated with the symbol * do not arise from contractual or other legal rights but are separable. Intang…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:187d1a5174076e5b10dc9f0e83c3e83e388c5d66212ad7ed5701696fbb6d6d03","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-13","para":"55-13","html":"
The guidance is organized as follows:
  1. a
    Marketing-related intangible assets
  2. b
    Customer-related intangible assets
  3. c
    Artistic-related intangible assets
  4. d
    Contract-based intangible assets
  5. e
    Technology-based intangible assets.
","snippet":"The guidance is organized as follows:\n(a) Marketing-related intangible assets\n(b) Customer-related intangible assets\n(c) Artistic-related intangible assets\n(d) Contract-based intangible assets\n(e) Technology-based intang…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a1fc08b31fb96ce9bfdc8828c02f1dc1b0da56d32d218e487480975a5529db2c","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-14","para":"55-14","html":"
Marketing-related intangible assets are primarily used in the marketing or promotion of products or services. Examples of marketing-related intangible assets are:
  1. a
    Trademarks, trade names, service marks, collective marks, certification marks #
  2. b
    Trade dress (unique color, shape, package design) #
  3. c
    Newspaper mastheads #
  4. d
    Internet domain names #
  5. e
    Noncompetition agreements. #
","snippet":"Marketing-related intangible assets are primarily used in the marketing or promotion of products or services. Examples of marketing-related intangible assets are:\n(a) Trademarks, trade names, service marks, collective ma…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:32963fa88a5ed24b6d87e40dab674c82444580119eeffe805f1a1e903d7c204e","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-15","para":"55-15","html":"
Guidance on trademarks, trade names, service marks, collective marks, certification marks, and internet domain names follows.
","snippet":"Guidance on trademarks, trade names, service marks, collective marks, certification marks, and internet domain names follows.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ce5a9e93ed6bc465b4b6d05f579609cfaf7bf9164ce9ead11f087157c42c2837","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-16","para":"55-16","html":"
Trademarks are words, names, symbols, or other devices used in trade to indicate the source of a product and to distinguish it from the products of others. A service mark identifies and distinguishes the source of a service rather than a product. Collective marks identify the goods or services of members of a group. Certification marks certify the geographical origin or other characteristics of a good or service.
","snippet":"Trademarks are words, names, symbols, or other devices used in trade to indicate the source of a product and to distinguish it from the products of others. A service mark identifies and distinguishes the source of a serv…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:15057e3bd64e69caa3f77498bd827a018eed9ce84858467a856fc13192ac1b91","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-17","para":"55-17","html":"
Trademarks, trade names, service marks, collective marks, and certification marks may be protected legally through registration with governmental agencies, continuous use in commerce, or by other means. If it is protected legally through registration or other means, a trademark or other mark acquired in a business combination is an intangible asset that meets the contractual-legal criterion. Otherwise, a trademark or other mark acquired in a business combination can be recognized separately from goodwill if the separability criterion is met, which normally it would be.
","snippet":"Trademarks, trade names, service marks, collective marks, and certification marks may be protected legally through registration with governmental agencies, continuous use in commerce, or by other means. If it is protecte…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3f23479573d8b842dae4ac412859731e19d2b1fdd9d842ed47be71b10e4e74f5","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-18","para":"55-18","html":"
The terms brand and brand name, often used as synonyms for trademarks and other marks, are general marketing terms that typically refer to a group of complementary assets such as a trademark (or service mark) and its related trade name, formulas, recipes, and technological expertise. This Subtopic does not preclude an entity from recognizing, as a single asset separately from goodwill, a group of complementary intangible assets commonly referred to as a brand if the assets that make up that group have similar useful lives.
","snippet":"The terms brand and brand name, often used as synonyms for trademarks and other marks, are general marketing terms that typically refer to a group of complementary assets such as a trademark (or service mark) and its rel…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f8f575ffe1642c88c7a9412285e7445b8a1cb9e89953a73b508ddba83fbcb646","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-19","para":"55-19","html":"
An internet domain name is a unique alphanumeric name that is used to identify a particular numeric internet address. Registration of a domain name creates an association between that name and a designated computer on the internet for the period of the registration. Those registrations are renewable. A registered domain name acquired in a business combination meets the contractual-legal criterion.
","snippet":"An internet domain name is a unique alphanumeric name that is used to identify a particular numeric internet address. Registration of a domain name creates an association between that name and a designated computer on th…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7dda199f69df4054168c3acb5964763286c2e5d32a793efe70a3b7989d166423","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-20","para":"55-20","html":"
Examples of customer-related intangible assets are:
  1. a
    Customer lists *
  2. b
    Order or production backlog #
  3. c
    Customer contracts and related customer relationships #
  4. d
    Noncontractual customer relationships. *
","snippet":"Examples of customer-related intangible assets are:\n(a) Customer lists *\n(b) Order or production backlog #\n(c) Customer contracts and related customer relationships #\n(d) Noncontractual customer relationships. *","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:00ea16b8b39e832c2e43e98a9f1401f2d2c51434fe73878c00d782962ee7fb68","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-21","para":"55-21","html":"
A customer list consists of information about customers, such as their names and contact information. A customer list also may be in the form of a database that includes other information about the customers, such as their order histories and demographic information. A customer list generally does not arise from contractual or other legal rights. However, customer lists are frequently leased or exchanged. Therefore, a customer list acquired in a business combination normally meets the separability criterion.
","snippet":"A customer list consists of information about customers, such as their names and contact information. A customer list also may be in the form of a database that includes other information about the customers, such as the…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7e2e93447d1ca8e1b0fb5476fc653e0d71bf974c2e95dae7b885581594bdd86c","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-22","para":"55-22","html":"
An order or production backlog arises from contracts such as purchase or sales orders. An order or production backlog acquired in a business combination meets the contractual-legal criterion even if the purchase or sales orders are cancelable.
","snippet":"An order or production backlog arises from contracts such as purchase or sales orders. An order or production backlog acquired in a business combination meets the contractual-legal criterion even if the purchase or sales…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6ce468f5001732248824a52e5ff78dfb5082e04e20d39a52dbf9f68d7ce28968","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-23","para":"55-23","html":"
If an entity establishes relationships with its customers through contracts, those customer relationships arise from contractual rights. Therefore, customer contracts and the related customer relationships acquired in a business combination meet the contractual-legal criterion, even if confidentiality or other contractual terms prohibit the sale or transfer of a contract separately from the acquiree.
","snippet":"If an entity establishes relationships with its customers through contracts, those customer relationships arise from contractual rights. Therefore, customer contracts and the related customer relationships acquired in a …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9cddc03d391a449588da7e23aba6e260c859221b1fc2e15a4c1799505151cda1","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-24","para":"55-24","html":"
A customer contract and the related customer relationship may represent two distinct intangible assets. Both the useful lives and the pattern in which the economic benefits of the two assets are consumed may differ.
","snippet":"A customer contract and the related customer relationship may represent two distinct intangible assets. Both the useful lives and the pattern in which the economic benefits of the two assets are consumed may differ.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e0cb21e369bfd07ed4f59a0b63d5522bef19c4cd0252b5abb52d2156072b431c","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-25","para":"55-25","html":"
A customer relationship exists between an entity and its customer if the entity has information about the customer and has regular contact with the customer, and the customer has the ability to make direct contact with the entity. Customer relationships meet the contractual-legal criterion if an entity has a practice of establishing contracts with its customers, regardless of whether a contract exists at the acquisition date. Customer relationships also may arise through means other than contracts, such as through regular contact by sales or service representatives. As noted in paragraph 805-20-55-22, an order or a production backlog arises from contracts such as purchase or sales orders and therefore is considered a contractual right. Consequently, if an entity has relationships with its customers through these types of contracts, the customer relationships also arise from contractual rights and therefore meet the contractual-legal criterion.
","snippet":"A customer relationship exists between an entity and its customer if the entity has information about the customer and has regular contact with the customer, and the customer has the ability to make direct contact with t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6aa2c3f70fe986e8fbaf41bf4d276bb85570951f11dad09c87b292824ddcf66d","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-26","para":"55-26","html":"
See Example 1 (paragraph 805-20-55-52) for illustrations of customer contract and customer relationship intangible assets acquired in a business combination.
","snippet":"See Example 1 (paragraph 805-20-55-52) for illustrations of customer contract and customer relationship intangible assets acquired in a business combination.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ccd9ffd999b19c8f9e01f2f83ea619c1c6c35f425fc301ab6745061f67040529","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-27","para":"55-27","html":"
A customer relationship acquired in a business combination that does not arise from a contract may nevertheless be identifiable because the relationship is separable. Exchange transactions for the same asset or a similar asset that indicate that other entities have sold or otherwise transferred a particular type of noncontractual customer relationship would provide evidence that the noncontractual customer relationship is separable. For example, relationships with depositors are frequently exchanged with the related deposits and therefore meet the criteria for recognition as an intangible asset separately from goodwill.
","snippet":"A customer relationship acquired in a business combination that does not arise from a contract may nevertheless be identifiable because the relationship is separable. Exchange transactions for the same asset or a similar…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:89a23c3287e6e1c43cfec2ee9ee8e8b06b4cd08261488ca4f0e44642d13703d9","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-28","para":"55-28","html":"
See Example 1 (paragraph 805-20-55-52) for illustrations of customer contract and customer relationship intangible assets acquired in a business combination.
","snippet":"See Example 1 (paragraph 805-20-55-52) for illustrations of customer contract and customer relationship intangible assets acquired in a business combination.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7fa8d657599c341b1908b92136ee0f12d8da61731ce7e72a42bcff83f474bb0c","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-29","para":"55-29","html":"
Examples of artistic-related intangible assets are:
  1. a
    Plays, operas, ballets #
  2. b
    Books, magazines, newspapers, other literary works #
  3. c
    Musical works such as compositions, song lyrics, advertising jingles #
  4. d
    Pictures, photographs #
  5. e
    Video and audiovisual material, including motion pictures or films, music videos, television programs. #
","snippet":"Examples of artistic-related intangible assets are:\n(a) Plays, operas, ballets #\n(b) Books, magazines, newspapers, other literary works #\n(c) Musical works such as compositions, song lyrics, advertising jingles #\n(d) Pic…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4d58a865addc1b8ccef227b36a2078d9bc25087ce195e5b8658b9752ccef7149","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-30","para":"55-30","html":"
Artistic-related assets acquired in a business combination are identifiable if they arise from contractual or legal rights such as those provided by copyright. The holder can transfer a copyright, either in whole through an assignment or in part through a licensing agreement. An acquirer is not precluded from recognizing a copyright intangible asset and any related assignments or license agreements as a single asset, provided they have similar useful lives.
","snippet":"Artistic-related assets acquired in a business combination are identifiable if they arise from contractual or legal rights such as those provided by copyright. The holder can transfer a copyright, either in whole through…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2752551fe67b961e25bfed38486595ad465564675f2f5362fd05ec4d25d7e18e","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-31","para":"55-31","html":"
Contract-based intangible assets represent the value of rights that arise from contractual arrangements. Customer contracts are one type of contract-based intangible asset. If the terms of a contract give rise to a liability (for example, if the terms of a customer contract are unfavorable relative to market terms), the acquirer recognizes it as a liability assumed in the business combination. Examples of contract-based intangible assets are:
  1. a
    Licensing, royalty, standstill agreements #
  2. b
    Advertising, construction, management, service or supply contracts #
  3. c
    Operating lease agreements of a lessor #
  4. d
    Construction permits #
  5. e
    Franchise agreements #
  6. f
    Operating and broadcast rights #
  7. g
    Servicing contracts such as mortgage servicing contracts #
  8. h
    Employment contracts #
  9. i
    Use rights such as drilling, water, air, timber cutting, and route authorities. #
","snippet":"Contract-based intangible assets represent the value of rights that arise from contractual arrangements. Customer contracts are one type of contract-based intangible asset. If the terms of a contract give rise to a liabi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e4a483cb90f0f66715dac8d3682f425aac1ac2683de1868d3fd2040d8f6068d8","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-32","para":"55-32","html":"
Guidance on servicing contracts, employment contracts, and use rights follows.
","snippet":"Guidance on servicing contracts, employment contracts, and use rights follows.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:769bd48a5138513349f74a729e291203bc64e36a749e457d1d862fa2a0d3d70a","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-33","para":"55-33","html":"
Contracts to service financial assets are one type of contract-based intangible asset. Although servicing is inherent in all financial assets, it becomes a distinct asset or liability by either of the following:
  1. a
    If the transfer of the servicer's financial assets met the requirements for sale accounting
  2. b
    Through the separate acquisition or assumption of a servicing obligation that does not relate to financial assets of the combined entity.
","snippet":"Contracts to service financial assets are one type of contract-based intangible asset. Although servicing is inherent in all financial assets, it becomes a distinct asset or liability by either of the following:\n(a) If t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:34eae6024511785613267394614866b421a2867764e66e115e611eb058f07b41","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-34","para":"55-34","html":"
Topic 860 provides guidance on accounting for servicing contracts.
","snippet":"Topic 860 provides guidance on accounting for servicing contracts.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:89bb9eaed33114e249e31d279c4454ab0ab0ed7f293e3d20b037e7e27f1beebb","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-35","para":"55-35","html":"
If mortgage loans, credit card receivables, or other financial assets are acquired in a business combination with the servicing obligation, the inherent servicing rights are not a separate intangible asset because the fair value of those servicing rights is included in the measurement of the fair value of the acquired financial asset.
","snippet":"If mortgage loans, credit card receivables, or other financial assets are acquired in a business combination with the servicing obligation, the inherent servicing rights are not a separate intangible asset because the fa…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cc4a5ae7cdf4b950312dff8a42898d0e5127f109b8fde46d7ac344f3f97b64a3","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-36","para":"55-36","html":"
Employment contracts that are beneficial contracts from the perspective of the employer because the pricing of those contracts is favorable relative to market terms are one type of contract-based intangible asset.
","snippet":"Employment contracts that are beneficial contracts from the perspective of the employer because the pricing of those contracts is favorable relative to market terms are one type of contract-based intangible asset.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a77392ce5315853dea80936c9c38821375b91ef61abcd077062d22fd2f8b701e","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-37","para":"55-37","html":"
Use rights such as drilling, water, air, timber cutting, and route authorities are contract-based intangible assets to be accounted for separately from goodwill. Particular use rights may have characteristics of tangible, rather than intangible, assets. For example, mineral rights are tangible assets. An acquirer should account for use rights based on their nature.
","snippet":"Use rights such as drilling, water, air, timber cutting, and route authorities are contract-based intangible assets to be accounted for separately from goodwill. Particular use rights may have characteristics of tangible…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e0b0eba2f85a0c626ddc5cd44bf401913f377e338052aed8d8c670d65cd3b2a4","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-38","para":"55-38","html":"
Examples of technology-based intangible assets are:
  1. a
    Patented technology #
  2. b
    Computer software and mask works #
  3. c
    Unpatented technology *
  4. d
    Databases, including title plants *
  5. e
    Trade secrets, such as secret formulas, processes, recipes. #
","snippet":"Examples of technology-based intangible assets are:\n(a) Patented technology #\n(b) Computer software and mask works #\n(c) Unpatented technology *\n(d) Databases, including title plants *\n(e) Trade secrets, such as secret f…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f7b9564468bfb7a27231d7bdcc89615370f32f5becbbc5c3a285e7f05de20a77","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-39","para":"55-39","html":"
Guidance on computer software and mask works, databases, including title plants, and trade secrets such as secret formulas, processes, and recipes follows.
","snippet":"Guidance on computer software and mask works, databases, including title plants, and trade secrets such as secret formulas, processes, and recipes follows.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c568b4c51599927a99e9fe0ba17a46f4542312284e00cb78a5d2755f3a511540","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-40","para":"55-40","html":"
Computer software and program formats acquired in a business combination that are protected legally, such as by patent or copyright, meet the contractual-legal criterion for identification as intangible assets.
","snippet":"Computer software and program formats acquired in a business combination that are protected legally, such as by patent or copyright, meet the contractual-legal criterion for identification as intangible assets.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c6f2f0d12ec0e41f70235f401853fe9a9e83ada735716099216852e150462d7d","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-41","para":"55-41","html":"
Mask works are software permanently stored on a read-only memory chip as a series of stencils or integrated circuitry. Mask works may have legal protection. Mask works with legal protection that are acquired in a business combination meet the contractual-legal criterion for identification as intangible assets.
","snippet":"Mask works are software permanently stored on a read-only memory chip as a series of stencils or integrated circuitry. Mask works may have legal protection. Mask works with legal protection that are acquired in a busines…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1667785a904de3f1af2317a66882647aa1d8c3a3c709713750f19408f9f0d0ac","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-42","para":"55-42","html":"
Databases are collections of information, often stored in electronic form, such as on computer disks or files. A database that includes original works of authorship may be entitled to copyright protection. A database acquired in a business combination that is protected by copyright meets the contractual-legal criterion. However, a database typically includes information created as a consequence of an entity's normal operations, such as customer lists, or specialized information, such as scientific data or credit information. Databases that are not protected by copyright can be, and often are, exchanged, licensed, or leased to others in their entirety or in part. Therefore, even if the future economic benefits from a database do not arise from legal rights, a database acquired in a business combination meets the separability criterion.
","snippet":"Databases are collections of information, often stored in electronic form, such as on computer disks or files. A database that includes original works of authorship may be entitled to copyright protection. A database acq…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:dc2f5bd33633c1286903639f9dd77b9b637170b469ff939d89ed30c55ff0a06b","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-43","para":"55-43","html":"
Title plants constitute a historical record of all matters affecting title to parcels of land in a particular geographical area. Title plant assets are bought and sold, either in whole or in part, in exchange transactions or are licensed. Therefore, title plant assets acquired in a business combination meet the separability criterion.
","snippet":"Title plants constitute a historical record of all matters affecting title to parcels of land in a particular geographical area. Title plant assets are bought and sold, either in whole or in part, in exchange transaction…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:852c66e4208f9ca8f5f49481c865ffd1e314365526db701359bc8c6b768da611","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-44","para":"55-44","html":"
A trade secret is “information, including a formula, pattern, recipe, compilation, program, device, method, technique, or process that (1) derives independent economic value, actual or potential, from not being generally known and (2) is the subject of efforts that are reasonable under the circumstances to maintain its secrecy,\" according to The New Role of Intellectual Property in Commercial Transactions (Simensky and Breyer 1998).
","snippet":"A trade secret is “information, including a formula, pattern, recipe, compilation, program, device, method, technique, or process that (1) derives independent economic value, actual or potential, from not being generally…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f47c2df799e1eda0474809c953f795c69282e00687e9969fda91c4b627c81f00","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-45","para":"55-45","html":"
If the future economic benefits from a trade secret acquired in a business combination are legally protected, that asset meets the contractual-legal criterion. Otherwise, trade secrets acquired in a business combination are identifiable only if the separability criterion is met, which is likely to be the case.
","snippet":"If the future economic benefits from a trade secret acquired in a business combination are legally protected, that asset meets the contractual-legal criterion. Otherwise, trade secrets acquired in a business combination …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:aa50c4dec322bc228cea18a86a65145b38aac9691971ad5d008771c20fa9d4b7","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-46","para":"55-46","html":"
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An entity that has agreed to a business combination may develop a plan to terminate certain employees. The plan will be implemented only if the combination is consummated, but the entity assesses the likelihood of the combination to be probable. In this circumstance, when terminated, the employees will be entitled to termination benefits under a preexisting plan or contractual relationship. The termination of the employees also may affect the entity's assumptions in estimating its obligations for pension benefits, other postretirement benefits, and postemployment benefits; that is, the termination of the employees may trigger curtailment losses or the recording of a contractual termination benefit.
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The liability for the contractual termination benefits and the curtailment losses under employee benefit plans that will be triggered by the consummation of the business combination shall not be recognized when it is probable that the business combination will be consummated; rather it shall be recognized when the business combination is consummated.
","snippet":"The liability for the contractual termination benefits and the curtailment losses under employee benefit plans that will be triggered by the consummation of the business combination shall not be recognized when it is pro…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:32ba1aeb80c3e733157c4c4c6bf978f91892e79422fe77e74fc5d830a7e93904","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:440f09d50f814c4b445ac4419a2b8908e8c5daa48db973bf8450ce2a65444d18","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"block":null,"heading":"Illustrations","paragraphs":[{"citation":"805-20-55-52","para":"55-52","html":"
The following Cases illustrate the guidance in paragraphs
805-20-55-23 through 55-27
on recognition of customer contract and customer relationship intangible assets acquired in a business combination:
  1. a
    Five-year supply agreement (Case A)
  2. b
    One customer, contract in one of two lines of business (Case B)
  3. c
    Purchase and sales orders (Case C)
  4. d
    Cancelable contracts (Case D).
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In each of the Cases, the Acquirer acquires Target in a business combination on December 31, 20X5.
","snippet":"In each of the Cases, the Acquirer acquires Target in a business combination on December 31, 20X5.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5e9a8c33a8c7be70454e8c92b8aa93d2fdb8c69b792ca9ac1c5c4febc968a937","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-54","para":"55-54","html":"
Target has a five-year agreement to supply goods to Customer. Both Target and Acquirer believe that Customer will renew the agreement at the end of the current contract. The agreement is not separable. The agreement, whether cancelable or not, meets the contractual-legal criterion. Additionally, because Target establishes its relationship with Customer through a contract, not only the agreement itself but also Target's customer relationship with Customer meet the contractual-legal criterion.
","snippet":"Target has a five-year agreement to supply goods to Customer. Both Target and Acquirer believe that Customer will renew the agreement at the end of the current contract. The agreement is not separable. The agreement, whe…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:796f64ab81af8b88aa78005f4af5cf678e21eb0cdd3538a6c43b9410b5ca5c8e","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-55","para":"55-55","html":"
Target manufactures goods in two distinct lines of business: sporting goods and electronics. Customer purchases both sporting goods and electronics from Target. Target has a contract with Customer to be its exclusive provider of sporting goods but has no contract for the supply of electronics to Customer. Both Target and Acquirer believe that only one overall customer relationship exists between Target and Customer. The contract to be Customer's exclusive supplier of sporting goods, whether cancelable or not, meets the contractual-legal criterion. Additionally, because Target establishes its relationship with Customer through a contract, the customer relationship with Customer meets the contractual-legal criterion. Because Target has only one customer relationship with Customer, the fair value of that relationship incorporates assumptions about Target's relationship with Customer related to both sporting goods and electronics. However, if Acquirer determines that the customer relationships with Customer for sporting goods and for electronics are separate from each other, Acquirer would assess whether the customer relationship for electronics meets the separability criterion for identification as an intangible asset.
","snippet":"Target manufactures goods in two distinct lines of business: sporting goods and electronics. Customer purchases both sporting goods and electronics from Target. Target has a contract with Customer to be its exclusive pro…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0c8c2f6a87a9d65845aaa38e03929b71933f10652dd0c3097098ced4151277e0","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-56","para":"55-56","html":"
Target does business with its customers solely through purchase and sales orders. At December 31, 20X5, Target has a backlog of customer purchase orders from 60 percent of its customers, all of whom are recurring customers. The other 40 percent of Target's customers also are recurring customers. However, as of December 31, 20X5, Target has no open purchase orders or other contracts with those customers. Regardless of whether they are cancelable or not, the purchase orders from 60 percent of Target's customers meet the contractual-legal criterion. Additionally, because Target has established its relationship with 60 percent of its customers through contracts, not only the purchase orders but also Target's customer relationships meet the contractual-legal criterion. Because Target has a practice of establishing contracts with the remaining 40 percent of its customers, its relationship with those customers also arises through contractual rights and therefore meets the contractual-legal criterion even though Target does not have contracts with those customers at December 31, 20X5.
","snippet":"Target does business with its customers solely through purchase and sales orders. At December 31, 20X5, Target has a backlog of customer purchase orders from 60 percent of its customers, all of whom are recurring custome…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b613f599f5b94cd63ac4276ecd8f9b2f13a43a05b9f2c158b5c193e40ea21fa7","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-57","para":"55-57","html":"
Target has a portfolio of one-year motor insurance contracts that are cancelable by policyholders. Because Target establishes its relationships with policyholders through insurance contracts, the customer relationship with policyholders meets the contractual-legal criterion. The guidance in Subtopic 350-30 applies to the customer relationship intangible asset.
","snippet":"Target has a portfolio of one-year motor insurance contracts that are cancelable by policyholders. Because Target establishes its relationships with policyholders through insurance contracts, the customer relationship wi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2a8629a7fd33bdf31fa6cdefd57e24ac69a7f620cfee65f3c15013600405e23d","downloaded_from":"2026-09-10T01:23:36.397Z","last_downloaded_at":"2026-09-10T01:23:36.397Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479876","source_sha256":"9db32d0414ed32048ccfd49c75fa8c966341f8fb07ec54d8bdf59aeee5b033ba"}},{"citation":"805-20-55-58","para":"55-58","html":"
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Paragraph superseded on 07/02/2014 after the end of the transition period stated in Accounting Standards Update No. 2012-06, Business Combinations (Topic 805): Subsequent Accounting for an Indemnification Asset Recognized at the Acquisition Date as a Result of a Government-Assisted Acquisition of a Financial Institution.
","snippet":"Paragraph superseded on 07/02/2014 after the end of the transition period stated in Accounting Standards Update No. 2012-06, Business Combinations (Topic 805): Subsequent Accounting for an Indemnification Asset Recognize…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:13871e44e64137bb018b1188138762f6e5f5a4b6a4ce610f8fd509f122b1d6d5","downloaded_from":"2026-09-10T01:23:39.838Z","last_downloaded_at":"2026-09-10T01:23:39.838Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479845","source_sha256":"d8755c1cf306e9976ea57ea56324790f09cd508684afdfef96aacbc80731e22a"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c43cf7cae4f4e9ba6dcc4f00ae5a9eb9a399b5d102bb5159b33ed0b4cde009be","downloaded_from":"2026-09-10T01:23:39.838Z","last_downloaded_at":"2026-09-10T01:23:39.838Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479845","source_sha256":"d8755c1cf306e9976ea57ea56324790f09cd508684afdfef96aacbc80731e22a"}},{"block":null,"heading":"Transition Related to Accounting Standards Updates No. 2014-18, Business Combinations (Topic 805): Accounting for Identifiable Intangible Assets in a Business Combination, and No. 2019-06, Intangibles—Goodwill and Other (Topic 350), Business Combinations (Topic 805), and Not-for-Profit Entities (Topic 958): Extending the Private Company Accounting Alternatives on Goodwill and Certain Identifiable Intangible Assets to Not-for-Profit Entities","paragraphs":[{"citation":"805-20-65-2","para":"65-2","html":"
The following represents the transition information related to Accounting Standards Updates No. 2014-18, Business Combinations (Topic 805): Accounting for Identifiable Intangible Assets in a Business Combination,and No. 2019-06, Intangibles—Goodwill and Other (Topic 350), Business Combinations (Topic 805), and Not-for-Profit Entities (Topic 958): Extending the Private Company Accounting Alternatives on Goodwill and Certain Identifiable Intangible Assets to Not-for-Profit Entities,referenced in paragraph 805-20-15-1A:
  1. a
    Upon adoption of the Accounting Alternative Subsections of this Subtopic, that guidance shall be effective prospectively to the first transaction that is identified in paragraph 805-20-15-2 after the adoption of the accounting alternative.
  2. b
    Customer-related intangible assets and noncompetition agreements that exist as of the beginning of the period of adoption shall continue to be subsequently measured in accordance with Topic 350 on intangibles—goodwill and other. That is, existing customer-related intangible assets and noncompetition agreements should not be subsumed into goodwill upon adoption of the Accounting Alternative Subsections of this Subtopic.
  3. c
    Subparagraph superseded by Accounting Standards Update No. 2016-03.
  4. d
    A private company or not-for-profit entity that makes an accounting policy election to apply the guidance in the Accounting Alternative Subsections of this Subtopic for the first time need not justify that the use of the accounting alternative is preferable as described in paragraph 250-10-45-2.
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Paragraph superseded on 06/30/2025 after the end of the transition period stated in Accounting Standards Update No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers.
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The following table identifies the changes made to this Subtopic.
ParagraphActionAccounting Standards UpdateDate
805-20-S50-1SupersededAccounting Standards Update No. 2012-0308/27/2012
805-20-S55-1SupersededAccounting Standards Update No. 2012-0308/27/2012
805-20-S55-2SupersededAccounting Standards Update No. 2012-0308/27/2012
805-20-S99-1SupersededAccounting Standards Update No. 2010-2208/19/2010
805-20-S99-2SupersededAccounting Standards Update No. 2010-2208/19/2010
805-20-S99-3AmendedAccounting Standards Update No. 2010-0401/15/2010
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Paragraph superseded by Accounting Standards Update No. 2012-03.
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Paragraph superseded by Accounting Standards Update No. 2010-22.
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The following is the text of SEC Staff Announcement: Use of Residual Method to Value Acquired Assets Other than Goodwill.
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The core rules are that at the acquisition date the acquirer recognizes these items separately from goodwill (if they meet the asset/liability definitions and are part of the exchange, not a separate transaction) and measures them at acquisition-date fair value, subject to a closed list of recognition and measurement exceptions (income taxes, employee benefits, indemnification assets, reacquired rights, share-based payments, held-for-sale assets, certain contingencies, leases, PCD assets, contract assets/liabilities). Private companies and NFPs may elect an accounting alternative that subsumes most customer-related intangibles and all noncompetition agreements into goodwill.","key_points":["As of the acquisition date the acquirer recognizes, separately from goodwill, the identifiable assets acquired, liabilities assumed, and any noncontrolling interest in the acquiree (805-20-25-1); items must meet the asset/liability definitions (805-20-25-2) and be part of the exchange rather than a separate transaction (805-20-25-3), so expected exit or employee-termination costs are not liabilities at the acquisition date.","Intangible assets are recognized apart from goodwill if identifiable — meeting either the separability criterion or the contractual-legal criterion (805-20-25-10, 805-20-55-2 through 55-5) — which often means recognizing assets the acquiree never recorded, such as internally developed brands, patents, and customer relationships (805-20-25-4); an assembled workforce and items that are not assets are subsumed into goodwill (805-20-55-6 through 55-7).","The measurement principle is acquisition-date fair value (805-20-30-1), with no separate valuation allowance for assets measured at fair value (805-20-30-4) and nonfinancial assets measured at highest and best use even if the acquirer intends defensive or no use (805-20-30-6); exceptions to fair value are listed in 805-20-30-12 (income taxes, employee benefits, indemnification assets, reacquired rights, share-based payment awards, held-for-sale assets, certain contingencies, leases, PCD assets, contract assets and liabilities).","NCI is measured at acquisition-date fair value, using quoted prices for the shares not held by the acquirer when available; per-share values of the acquirer's interest and the NCI may differ because of a control premium or a discount for lack of control (805-20-30-7 through 30-8).","Assets and liabilities arising from contingencies are recognized at acquisition-date fair value if that fair value can be determined during the measurement period (805-20-25-19); otherwise they are recognized only if it is probable an asset existed or a liability had been incurred and the amount can be reasonably estimated (805-20-25-20), measured at that reasonably estimable amount (805-20-30-23), with unrecognized contingencies thereafter accounted for under Topic 450 (805-20-25-20B).","Reacquired rights are identifiable intangible assets measured on the remaining contractual term, ignoring potential renewals (805-20-25-14, 805-20-30-20), amortized over that remaining contractual period (805-20-35-2), with a settlement gain or loss recognized for off-market terms (805-20-25-15); an indemnification asset is recognized when the indemnified item is recognized and measured on the same basis (805-20-25-27 through 25-28) and derecognized only when collected, sold, or lost (805-20-40-3).","Under the private company/NFP accounting alternative, customer-related intangibles are not recognized separately from goodwill unless capable of being sold or licensed independently, and noncompetition agreements are never recognized separately (805-20-25-30); the election requires adopting the Topic 350-20 goodwill amortization alternative (805-20-15-4) and does not extend to contract assets or leases (805-20-25-32 through 25-33)."],"categories":["Business combinations","Recognition","Initial measurement","Intangibles and goodwill"],"audience_level":"intermediate","student_note":"This is the workhorse subtopic for purchase accounting problems: nearly every exam question turns on which intangibles must be recognized apart from goodwill and which items fall into the exception list rather than being measured at fair value. The most common misunderstanding is assuming everything is at fair value — income taxes, employee benefits, reacquired rights, replacement share-based awards, held-for-sale assets, leases, PCD assets, and contract assets/liabilities follow other GAAP, and planned restructuring or termination costs are never acquisition-date liabilities.","related_topics":["805-10","805-30","805-740","350-30","842-10","606"],"key_concepts":["acquisition method","identifiable intangible assets","separability criterion","contractual-legal criterion","noncontrolling interest fair value","reacquired rights","indemnification asset","private company accounting alternative"],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:565a6a2b179e4c7b2f78bd371ed8d9d5c8149c416dafa8c438a816898fc51f61","downloaded_from":"2026-09-10T01:23:05.700Z","last_downloaded_at":"2026-09-10T01:23:57.518Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"related":[{"number":"805-50","title":"Related Issues","topic_title":"Business Combinations","score":0.8303,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d58aa54793136e8435beb0ffcfc60b3e6c911a6842b8b918a238da30d0e2faa6","downloaded_from":"2026-09-10T01:24:51.500Z","last_downloaded_at":"2026-09-10T01:25:42.308Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"350-10","title":"Overall","topic_title":"Intangibles—Goodwill and Other","score":0.8194,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fb98afad1164a5434006ebbb920120a28d824550c0466fed7a9f824e629915f0","downloaded_from":"2026-09-10T00:00:08.118Z","last_downloaded_at":"2026-09-10T00:00:36.319Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"740-805","title":"Business Combinations","topic_title":"Income Taxes","score":0.7988,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:53d05a9f9f08f2f495ec1f865fbb79f073511dfd12d53d98a59af07de44d1807","downloaded_from":"2026-09-10T01:18:07.776Z","last_downloaded_at":"2026-09-10T01:18:34.477Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"350-30","title":"General Intangibles Other Than Goodwill","topic_title":"Intangibles—Goodwill and Other","score":0.7951,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0ede9f5823bdc6fee5d97daeacc52cbea3bd8d15b598a634af6c2eb312bd0707","downloaded_from":"2026-09-10T00:01:33.372Z","last_downloaded_at":"2026-09-10T00:02:11.627Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-10","title":"Overall","topic_title":"Business Combinations","score":0.7796,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8a00e270641c1ba1a665c22cfb455e95d189d0d3818cdd7fd5182f8d7e112dbd","downloaded_from":"2026-09-10T01:22:15.852Z","last_downloaded_at":"2026-09-10T01:23:02.215Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-30","title":"Goodwill or Gain from Bargain Purchase, Including Consideration Transferred","topic_title":"Business Combinations","score":0.7786,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:60550c9f88f52fe2d816d8a37a41ed877ac5c34ac054c727623247522bdb8e63","downloaded_from":"2026-09-10T01:24:00.736Z","last_downloaded_at":"2026-09-10T01:24:28.219Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}}],"prev":{"number":"805-10","title":"Overall","topic_title":"Business 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Combinations","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a1af6c75e3ff27cee22cd5bde4efb6acb5abc36a2cb3519776d7da566d1d40a6","downloaded_from":"2026-09-10T01:24:00.736Z","last_downloaded_at":"2026-09-10T01:24:28.219Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:56d35a3f770ad82210e31c2d3bf8b3e89f5880fd30d252105bd8f821904e9ac0","downloaded_from":"2026-09-10T01:23:05.700Z","last_downloaded_at":"2026-09-10T01:23:57.518Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-30","topic":"805","title":"Goodwill or Gain from Bargain Purchase, Including Consideration Transferred","area":"Broad Transactions","paragraphs":69,"summary":"ASC 805-30 covers the piece of the acquisition method that produces goodwill or a bargain purchase gain. Goodwill equals the excess of (a) consideration transferred at acquisition-date fair value plus the fair value of any noncontrolling interest plus the acquisition-date fair value of any previously held equity interest, over (b) the net of the acquisition-date amounts of identifiable assets acquired and liabilities assumed (805-30-30-1); if (b) exceeds (a), the acquirer must first reassess its identification and measurement of all items and then recognize the remaining excess as a gain in earnings. It also governs measurement of consideration transferred, including contingent consideration and share-based payment replacement awards.","concepts":["goodwill","bargain purchase gain","consideration transferred","contingent consideration","noncontrolling interest fair value","replacement share-based payment awards","precombination vesting","business combination achieved in stages"],"categories":["Business combinations","Initial measurement","Stock compensation","Disclosure"],"level":"intermediate","topic_title":"Business Combinations","sections":[{"number":"00","label":"00 Status","anchor":"00-status","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-30-00-1","para":"00-1","html":"
The following table identifies the changes made to this Subtopic.
ParagraphActionAccounting Standards UpdateDate
AcquireeAmendedAccounting Standards Update No. 2010-0701/28/2010
AcquirerAmendedAccounting Standards Update No. 2025-0305/12/2025
BusinessAmendedAccounting Standards Update No. 2017-0101/05/2017
Business CombinationAmendedAccounting Standards Update No. 2010-0701/28/2010
GoodwillAmendedAccounting Standards Update No. 2023-0508/23/2023
GoodwillAmendedAccounting Standards Update No. 2010-0701/28/2010
Not-for-Profit EntityAddedAccounting Standards Update No. 2010-0701/28/2010
Private CompanyAddedAccounting Standards Update No. 2019-0605/30/2019
Variable Interest EntitySupersededAccounting Standards Update No. 2025-0305/12/2025
805-30-15-1AmendedAccounting Standards Update No. 2010-0701/28/2010
805-30-15-2AddedAccounting Standards Update No. 2010-0701/28/2010
805-30-30-7AmendedAccounting Standards Update No. 2018-0706/20/2018
805-30-30-9AmendedAccounting Standards Update No. 2018-0706/20/2018
805-30-30-10AmendedAccounting Standards Update No. 2010-0802/02/2010
805-30-30-11 through 30-13
AmendedAccounting Standards Update No. 2018-0706/20/2018
805-30-35-3AmendedAccounting Standards Update No. 2018-0706/20/2018
805-30-50-1 through 50-4
AmendedAccounting Standards Update No. 2025-1112/08/2025
805-30-50-1AmendedAccounting Standards Update No. 2024-0311/04/2024
805-30-50-4AmendedAccounting Standards Update No. 2021-0303/30/2021
805-30-50-4AmendedAccounting Standards Update No. 2019-0605/30/2019
805-30-50-4AmendedAccounting Standards Update No. 2011-0405/12/2011
805-30-55-2AmendedAccounting Standards Update No. 2011-0405/12/2011
805-30-55-6 through 55-13
AmendedAccounting Standards Update No. 2018-0706/20/2018
805-30-55-9AAddedAccounting Standards Update No. 2018-0706/20/2018
805-30-55-11AmendedAccounting Standards Update No. 2016-0903/30/2016
805-30-55-17 through 55-24
AmendedAccounting Standards Update No. 2018-0706/20/2018
805-30-55-25 through 55-35
AddedAccounting Standards Update No. 2018-0706/20/2018
","snippet":"The following table identifies the changes made to this Subtopic.\nParagraph | Action | Accounting Standards Update | Date |\n| | | |\nAcquiree | Amended | Accounting Standards Update No. 2010-07 | 01/28/2010 |\nAcquirer | A…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6cdfb988165f6498eb6c06a5289032e73041e387c603085df2e08c7ad5e538f4","downloaded_from":"2026-09-10T01:24:00.736Z","last_downloaded_at":"2026-09-10T01:24:00.736Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479782","source_sha256":"3c73bb63ada9d70738df6fd24da9ca492c76765d3905745dc3ffb27737648154"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2f6aabbc3cc607c6f8eaf536b625537b580a8ce7e84dbffd01fa2ca823bc2eba","downloaded_from":"2026-09-10T01:24:00.736Z","last_downloaded_at":"2026-09-10T01:24:00.736Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479782","source_sha256":"3c73bb63ada9d70738df6fd24da9ca492c76765d3905745dc3ffb27737648154"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:91e0a15bfa4683e8156b0b2835308488777688fe75d7a4a636d22e7f0a7b445e","downloaded_from":"2026-09-10T01:24:00.736Z","last_downloaded_at":"2026-09-10T01:24:00.736Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479782","source_sha256":"3c73bb63ada9d70738df6fd24da9ca492c76765d3905745dc3ffb27737648154"}},{"number":"05","label":"05 Overview and Background","anchor":"05-overview-and-background","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-30-05-1","para":"05-1","html":"
This Subtopic provides guidance on one aspect of the acquisition method (as described in paragraph 805-10-05-4)—the recognition and measurement of either goodwill or a gain from a bargain purchase.
","snippet":"This Subtopic provides guidance on one aspect of the acquisition method (as described in paragraph 805-10-05-4)—the recognition and measurement of either goodwill or a gain from a bargain purchase.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7f04adbdb92f69bf3545ff02e11b0bcc342228cd2d1bea2c4044a93f7ca8c90c","downloaded_from":"2026-09-10T01:24:02.525Z","last_downloaded_at":"2026-09-10T01:24:02.525Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479758","source_sha256":"618e36f19c92b6e60818dc41a2377e57c970602bcf5538cf4fff73330c72352a"}},{"citation":"805-30-05-2","para":"05-2","html":"
The remaining aspects of the acquisition method are addressed in Subtopics 805-10 and 805-20. Subtopic 805-20 addresses the recognition and measurement of identifiable assets acquired, liabilities assumed, and any noncontrolling interest in the acquiree. Subtopic 805-10 addresses all of the following:
  1. a
    Identification of the acquirer
  2. b
    Determination of the acquisition date
  3. c
    Particular types of business combinations
  4. d
    Measurement period
  5. e
    Determination of what is part of a business combination.
","snippet":"The remaining aspects of the acquisition method are addressed in Subtopics 805-10 and 805-20. Subtopic 805-20 addresses the recognition and measurement of identifiable assets acquired, liabilities assumed, and any noncon…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c326601f7c6db26800e6b355c98a40a0c0e4715b8293f0d32a63fe0327a04836","downloaded_from":"2026-09-10T01:24:02.525Z","last_downloaded_at":"2026-09-10T01:24:02.525Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479758","source_sha256":"618e36f19c92b6e60818dc41a2377e57c970602bcf5538cf4fff73330c72352a"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:58ecdffbac5eb79d26903dac40005f91e0e8e9dbda24bf46d9a1bbbd33dd9740","downloaded_from":"2026-09-10T01:24:02.525Z","last_downloaded_at":"2026-09-10T01:24:02.525Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479758","source_sha256":"618e36f19c92b6e60818dc41a2377e57c970602bcf5538cf4fff73330c72352a"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:332ff0a3b46b1931f27d5c769ee2f52af12938dcdd14bcf6fe8ca3aab300c85a","downloaded_from":"2026-09-10T01:24:02.525Z","last_downloaded_at":"2026-09-10T01:24:02.525Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479758","source_sha256":"618e36f19c92b6e60818dc41a2377e57c970602bcf5538cf4fff73330c72352a"}},{"number":"15","label":"15 Scope and Scope Exceptions","anchor":"15-scope-and-scope-exceptions","is_sec":false,"groups":[{"block":null,"heading":"Overall Guidance","paragraphs":[{"citation":"805-30-15-1","para":"15-1","html":"
This Subtopic follows the same Scope and Scope Exceptions as outlined in the Overall Subtopic, see Section 805-10-15, with specific exceptions noted below.
","snippet":"This Subtopic follows the same Scope and Scope Exceptions as outlined in the Overall Subtopic, see Section 805-10-15, with specific exceptions noted below.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c0ee2b0791012c3d5530e66905fb0e26a816e2908b5b6591325b9fa078299451","downloaded_from":"2026-09-10T01:24:04.452Z","last_downloaded_at":"2026-09-10T01:24:04.452Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479726","source_sha256":"81d27bd13e26f5c3e946fa9d01970b4e79881c1ad089fe44a8de07752099803f"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d708ed0c71f4ba782930b526ac49c3e6310bae0648b9d2cfe9db27fcd4bd96f1","downloaded_from":"2026-09-10T01:24:04.452Z","last_downloaded_at":"2026-09-10T01:24:04.452Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479726","source_sha256":"81d27bd13e26f5c3e946fa9d01970b4e79881c1ad089fe44a8de07752099803f"}},{"block":null,"heading":"Entities","paragraphs":[{"citation":"805-30-15-2","para":"15-2","html":"
The guidance in this Subtopic does not apply to not-for-profit entities (NFPs). NFPs apply the guidance in Subtopic 958-805 for measuring goodwill acquired, a contribution received, and consideration transferred.
","snippet":"The guidance in this Subtopic does not apply to not-for-profit entities (NFPs). NFPs apply the guidance in Subtopic 958-805 for measuring goodwill acquired, a contribution received, and consideration transferred.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:06fdda3ef441f480ce5c4167c00fa6fe0491e545286d1b94f3c19a7ad941165e","downloaded_from":"2026-09-10T01:24:04.452Z","last_downloaded_at":"2026-09-10T01:24:04.452Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479726","source_sha256":"81d27bd13e26f5c3e946fa9d01970b4e79881c1ad089fe44a8de07752099803f"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b22c29f8a3b211263dd0ab0ce1614eb93e2d64c930d9711cd32b0dff09532074","downloaded_from":"2026-09-10T01:24:04.452Z","last_downloaded_at":"2026-09-10T01:24:04.452Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479726","source_sha256":"81d27bd13e26f5c3e946fa9d01970b4e79881c1ad089fe44a8de07752099803f"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3282088593b0878ccf5ebe02a81479d3fad42b5658523cb17a7a04eb510e5dbc","downloaded_from":"2026-09-10T01:24:04.452Z","last_downloaded_at":"2026-09-10T01:24:04.452Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479726","source_sha256":"81d27bd13e26f5c3e946fa9d01970b4e79881c1ad089fe44a8de07752099803f"}},{"number":"25","label":"25 Recognition","anchor":"25-recognition","is_sec":false,"groups":[{"block":null,"heading":"Goodwill Recognition","paragraphs":[{"citation":"805-30-25-1","para":"25-1","html":"
The acquirer shall recognize goodwill as of the acquisition date, measured as described in paragraph 805-30-30-1.
","snippet":"The acquirer shall recognize goodwill as of the acquisition date, measured as described in paragraph 805-30-30-1.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2f86d17edfacf8fcd18b82305459d8670aeca7fb568a8e7d1ac9afd48efbbe5b","downloaded_from":"2026-09-10T01:24:11.890Z","last_downloaded_at":"2026-09-10T01:24:11.890Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479668","source_sha256":"e63b827c4bd16cbe1917e2f045e540ba202a0f123ccb671e36f3cbd5023243d7"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e74cd6a3e95cbb66eafb8cfb5d7ab7bf537abd6e207d94381fccc0f1110f907c","downloaded_from":"2026-09-10T01:24:11.890Z","last_downloaded_at":"2026-09-10T01:24:11.890Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479668","source_sha256":"e63b827c4bd16cbe1917e2f045e540ba202a0f123ccb671e36f3cbd5023243d7"}},{"block":null,"heading":"Gain from Bargain Purchase","paragraphs":[{"citation":"805-30-25-2","para":"25-2","html":"
Occasionally, an acquirer will make a bargain purchase, which is a business combination in which the amount in paragraph 805-30-30-1(b) exceeds the aggregate of the amounts specified in (a) in that paragraph. If that excess remains after applying the requirements in paragraph 805-30-25-4, the acquirer shall recognize the resulting gain in earnings on the acquisition date. The gain shall be attributed to the acquirer. Example 1 (see paragraph 805-30-55-14) provides an illustration of this guidance.
","snippet":"Occasionally, an acquirer will make a bargain purchase, which is a business combination in which the amount in paragraph 805-30-30-1(b) exceeds the aggregate of the amounts specified in (a) in that paragraph. If that exc…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4e66e352efd3c8d573d70ec1b919bcd9b78dd677f8b74dd67bd5ae328c918180","downloaded_from":"2026-09-10T01:24:11.890Z","last_downloaded_at":"2026-09-10T01:24:11.890Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479668","source_sha256":"e63b827c4bd16cbe1917e2f045e540ba202a0f123ccb671e36f3cbd5023243d7"}},{"citation":"805-30-25-3","para":"25-3","html":"
A bargain purchase might happen, for example, in a business combination that is a forced sale in which the seller is acting under compulsion. However, the recognition or measurement exceptions for particular items identified in paragraphs 805-20-25-16, and 805-20-30-10 also may result in recognizing a gain (or change the amount of a recognized gain) on a bargain purchase.
","snippet":"A bargain purchase might happen, for example, in a business combination that is a forced sale in which the seller is acting under compulsion. However, the recognition or measurement exceptions for particular items identi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3dfa670cd1bb237c33bc120847b54f048c73f94e18062c4058c7cb0f9d710329","downloaded_from":"2026-09-10T01:24:11.890Z","last_downloaded_at":"2026-09-10T01:24:11.890Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479668","source_sha256":"e63b827c4bd16cbe1917e2f045e540ba202a0f123ccb671e36f3cbd5023243d7"}},{"citation":"805-30-25-4","para":"25-4","html":"
Before recognizing a gain on a bargain purchase, the acquirer shall reassess whether it has correctly identified all of the assets acquired and all of the liabilities assumed and shall recognize any additional assets or liabilities that are identified in that review. See paragraphs
805-30-30-4 through 30-6
for guidance on the review of measurement procedures in connection with a reassessment required by this paragraph.
","snippet":"Before recognizing a gain on a bargain purchase, the acquirer shall reassess whether it has correctly identified all of the assets acquired and all of the liabilities assumed and shall recognize any additional assets or …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fbfce1032993c2936d9d3fff806dd001fbd289266917fc8452722d9599d028c1","downloaded_from":"2026-09-10T01:24:11.890Z","last_downloaded_at":"2026-09-10T01:24:11.890Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479668","source_sha256":"e63b827c4bd16cbe1917e2f045e540ba202a0f123ccb671e36f3cbd5023243d7"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0920b1e520dda214988a87b4a4b1abb596695b82ad3f42f201d27a7acb551ab0","downloaded_from":"2026-09-10T01:24:11.890Z","last_downloaded_at":"2026-09-10T01:24:11.890Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479668","source_sha256":"e63b827c4bd16cbe1917e2f045e540ba202a0f123ccb671e36f3cbd5023243d7"}},{"block":null,"heading":"Contingent Consideration","paragraphs":[{"citation":"805-30-25-5","para":"25-5","html":"
The consideration the acquirer transfers in exchange for the acquiree includes any asset or liability resulting from a contingent consideration arrangement. The acquirer shall recognize the acquisition-date fair value of contingent consideration as part of the consideration transferred in exchange for the acquiree.
","snippet":"The consideration the acquirer transfers in exchange for the acquiree includes any asset or liability resulting from a contingent consideration arrangement. The acquirer shall recognize the acquisition-date fair value of…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d6cf1625d97c4e90f6edbf810a56c202eefc7323926ef874fcfe6be340d53b61","downloaded_from":"2026-09-10T01:24:11.890Z","last_downloaded_at":"2026-09-10T01:24:11.890Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479668","source_sha256":"e63b827c4bd16cbe1917e2f045e540ba202a0f123ccb671e36f3cbd5023243d7"}},{"citation":"805-30-25-6","para":"25-6","html":"
The acquirer shall classify an obligation to pay contingent consideration as a liability or as equity in accordance with Subtopics 480-10 and 815-40 or other applicable generally accepted accounting principles (GAAP). For example, Subtopic 480-10 provides guidance on whether to classify as a liability a contingent consideration arrangement that is, in substance, a put option written by the acquirer on the market price of the acquirer's shares issued in the business combination.
","snippet":"The acquirer shall classify an obligation to pay contingent consideration as a liability or as equity in accordance with Subtopics 480-10 and 815-40 or other applicable generally accepted accounting principles (GAAP). Fo…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:39422ef18007a1d6f73026ed69c8cef07182ce36d4dee00fc5af4c94584e91c4","downloaded_from":"2026-09-10T01:24:11.890Z","last_downloaded_at":"2026-09-10T01:24:11.890Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479668","source_sha256":"e63b827c4bd16cbe1917e2f045e540ba202a0f123ccb671e36f3cbd5023243d7"}},{"citation":"805-30-25-7","para":"25-7","html":"
The acquirer shall classify as an asset a right to the return of previously transferred consideration if specified conditions are met.
","snippet":"The acquirer shall classify as an asset a right to the return of previously transferred consideration if specified conditions are met.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:da44d0a2293a5b46d4a898b482465040d5a48da82bbf9773462e49cc42000234","downloaded_from":"2026-09-10T01:24:11.890Z","last_downloaded_at":"2026-09-10T01:24:11.890Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479668","source_sha256":"e63b827c4bd16cbe1917e2f045e540ba202a0f123ccb671e36f3cbd5023243d7"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c3d2521be4653e9c66b5e928b1b0ecfd216c1043cb8a3ad2e3408c1aa7b13e9f","downloaded_from":"2026-09-10T01:24:11.890Z","last_downloaded_at":"2026-09-10T01:24:11.890Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479668","source_sha256":"e63b827c4bd16cbe1917e2f045e540ba202a0f123ccb671e36f3cbd5023243d7"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9fc0ee0bd8ed6d1af3b75c267a07a86700370abf044f3d1e2909337eaa988a87","downloaded_from":"2026-09-10T01:24:11.890Z","last_downloaded_at":"2026-09-10T01:24:11.890Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479668","source_sha256":"e63b827c4bd16cbe1917e2f045e540ba202a0f123ccb671e36f3cbd5023243d7"}},{"number":"30","label":"30 Initial Measurement","anchor":"30-initial-measurement","is_sec":false,"groups":[{"block":null,"heading":"Measurement of Goodwill","paragraphs":[{"citation":"805-30-30-1","para":"30-1","html":"
The acquirer shall recognize goodwill as of the acquisition date, measured as the excess of (a) over (b):
  1. a
    The aggregate of the following:
    1. 1
      The consideration transferred measured in accordance with this Section, which generally requires acquisition-date fair value (see paragraph 805-30-30-7)
    2. 2
      The fair value of any noncontrolling interest in the acquiree
    3. 3
      In a business combination achieved in stages, the acquisition-date fair value of the acquirer's previously held equity interest in the acquiree.
  2. b
    The net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed measured in accordance with this Topic.
","snippet":"The acquirer shall recognize goodwill as of the acquisition date, measured as the excess of (a) over (b):\n(a) The aggregate of the following:\n(1) The consideration transferred measured in accordance with this Section, wh…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:79cebd0e988d178a2e551123462a2956f2a29dd02e985878ffae9d5219ff68f3","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}},{"citation":"805-30-30-2","para":"30-2","html":"
In a business combination in which the acquirer and the acquiree (or its former owners) exchange only equity interests, the acquisition-date fair value of the acquiree's equity interests may be more reliably measurable than the acquisition-date fair value of the acquirer's equity interests. If so, the acquirer shall determine the amount of goodwill by using the acquisition-date fair value of the acquiree's equity interests instead of the acquisition-date fair value of the equity interests transferred.
","snippet":"In a business combination in which the acquirer and the acquiree (or its former owners) exchange only equity interests, the acquisition-date fair value of the acquiree's equity interests may be more reliably measurable t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:348508b473700949993f390de47fbf15ccad0e6d5fad674384e9453c164fdba4","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}},{"citation":"805-30-30-3","para":"30-3","html":"
To determine the amount of goodwill in a business combination in which no consideration is transferred, the acquirer shall use the acquisition-date fair value of the acquirer's interest in the acquiree determined using a valuation technique in place of the acquisition-date fair value of the consideration transferred (see paragraph 805-30-30-1(a)(1)). Paragraphs
805-30-55-3 through 55-5
provide additional guidance on applying the acquisition method to combinations of mutual entities, including measuring the acquisition-date fair value of the acquiree's equity interests using a valuation technique.
","snippet":"To determine the amount of goodwill in a business combination in which no consideration is transferred, the acquirer shall use the acquisition-date fair value of the acquirer's interest in the acquiree determined using a…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5c8cae8d17aff1daf048471d3a053613115a8535ffd12fba2790d1e57ac88aa5","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6f2ca617c3a438ab241867cd35906479dfd3a73a157edd1793d076d3823a9c48","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}},{"block":null,"heading":"Required Reassessment of Measurement Procedures in a Bargain Purchase","paragraphs":[{"citation":"805-30-30-4","para":"30-4","html":"
As explained in paragraph 805-30-25-2, an acquirer will occasionally make a bargain purchase, which is a business combination in which the amount in paragraph 805-30-30-1(b) exceeds the aggregate of the amounts specified in (a) in that paragraph.
","snippet":"As explained in paragraph 805-30-25-2, an acquirer will occasionally make a bargain purchase, which is a business combination in which the amount in paragraph 805-30-30-1(b) exceeds the aggregate of the amounts specified…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8ba8637f2b2dc927793b9f7bbabc10ccde3b0bcec286590b4b77b63b1bbdb21f","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}},{"citation":"805-30-30-5","para":"30-5","html":"
Paragraph 805-30-25-4 requires the acquirer to reassess whether it has correctly identified all of the assets acquired and all of the liabilities assumed before recognizing a gain on a bargain purchase. As part of that required reassessment, the acquirer shall then review the procedures used to measure the amounts this Topic requires to be recognized at the acquisition date for all of the following:
  1. a
    The identifiable assets acquired and liabilities assumed
  2. b
    The noncontrolling interest in the acquiree, if any
  3. c
    For a business combination achieved in stages, the acquirer's previously held equity interest in the acquiree
  4. d
    The consideration transferred.
","snippet":"Paragraph 805-30-25-4 requires the acquirer to reassess whether it has correctly identified all of the assets acquired and all of the liabilities assumed before recognizing a gain on a bargain purchase. As part of that r…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4b0666ed459d95db0be9962268464d2ea861c450117a442ddaaf3173ba9c2cb7","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}},{"citation":"805-30-30-6","para":"30-6","html":"
The objective of the review is to ensure that the measurements appropriately reflect consideration of all available information as of the acquisition date.
","snippet":"The objective of the review is to ensure that the measurements appropriately reflect consideration of all available information as of the acquisition date.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fc18d7f2e41116250383c38686f931ed0156fded5c40dcacbd5b2af438a568e8","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d277cd84db65d6f581691e212cebf88a5ebd9f9a158ab215e39df6011fce4ef1","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}},{"block":null,"heading":"Consideration Transferred","paragraphs":[{"citation":"805-30-30-7","para":"30-7","html":"
The consideration transferred in a business combination shall be measured at fair value, which shall be calculated as the sum of the acquisition-date fair values of the assets transferred by the acquirer, the liabilities incurred by the acquirer to former owners of the acquiree, and the equity interests issued by the acquirer. (However, any portion of the acquirer's share-based payment awards exchanged for awards held by the acquiree's grantees that is included in consideration transferred in the business combination shall be measured in accordance with paragraph 805-20-30-21 rather than at fair value.) Examples of potential forms of consideration include the following:
  1. a
    Cash
  2. b
    Other assets
  3. c
    A business or a subsidiary of the acquirer
  4. d
    Contingent consideration (see paragraphs
    805-30-25-5 through 25-7
    )
  5. e
    Common or preferred equity instruments
  6. f
    Options
  7. g
    Warrants
  8. h
    Member interests of mutual entities.
","snippet":"The consideration transferred in a business combination shall be measured at fair value, which shall be calculated as the sum of the acquisition-date fair values of the assets transferred by the acquirer, the liabilities…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ca35c14c8139a2e198e274352a43773a292d1d6c461dfa32555713d02bb1bc7b","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}},{"citation":"805-30-30-8","para":"30-8","html":"
The consideration transferred may include assets or liabilities of the acquirer that have carrying amounts that differ from their fair values at the acquisition date (for example, nonmonetary assets or a business of the acquirer). If so, the acquirer shall remeasure the transferred assets or liabilities to their fair values as of the acquisition date and recognize the resulting gains or losses, if any, in earnings. However, sometimes the transferred assets or liabilities remain within the combined entity after the business combination (for example, because the assets or liabilities were transferred to the acquiree rather than to its former owners), and the acquirer therefore retains control of them. In that situation, the acquirer shall measure those assets and liabilities at their carrying amounts immediately before the acquisition date and shall not recognize a gain or loss in earnings on assets or liabilities it controls both before and after the business combination.
","snippet":"The consideration transferred may include assets or liabilities of the acquirer that have carrying amounts that differ from their fair values at the acquisition date (for example, nonmonetary assets or a business of the …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8d699eec92d27f6e0e6c7548dba9d0dfe0c44568d3396123d8a1bfb7c6436958","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}},{"citation":"805-30-30-9","para":"30-9","html":"
An acquirer may exchange its share-based payment awards for awards held by grantees of the acquiree. This Topic refers to such awards as replacement awards. Exchanges of share options or other share-based payment awards in conjunction with a business combination are modifications of share-based payment awards in accordance with Topic 718. If the acquirer is obligated to replace the acquiree awards, either all or a portion of the fair-value-based measure of the acquirer's replacement awards shall be included in measuring the consideration transferred in the business combination. The acquirer is obligated to replace the acquiree awards if the acquiree or its grantees have the ability to enforce replacement. For example, for purposes of applying this requirement, the acquirer is obligated to replace the acquiree's awards if replacement is required by any of the following:
  1. a
    The terms of the acquisition agreement
  2. b
    The terms of the acquiree's awards
  3. c
    Applicable laws or regulations.
","snippet":"An acquirer may exchange its share-based payment awards for awards held by grantees of the acquiree. This Topic refers to such awards as replacement awards. Exchanges of share options or other share-based payment awards …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8c298482b13628aca31a08d05a5c55bf7949529e0fa1b9ed1a593e3cd02f1842","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}},{"citation":"805-30-30-10","para":"30-10","html":"
In situations in which acquiree awards would expire as a consequence of a business combination and the acquirer replaces those awards even though it is not obligated to do so, all of the fair-value-based measure of the replacement awards shall be recognized as compensation cost in the postcombination financial statements. That is, none of the fair-value-based measure of those awards shall be included in measuring the consideration transferred in the business combination.
","snippet":"In situations in which acquiree awards would expire as a consequence of a business combination and the acquirer replaces those awards even though it is not obligated to do so, all of the fair-value-based measure of the r…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:41f431f443439171051137865541e9089cc2e107b4825e51bdabd9dac66b89cd","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}},{"citation":"805-30-30-11","para":"30-11","html":"
To determine the portion of a replacement award that is part of the consideration transferred for the acquiree, the acquirer shall measure both the replacement awards granted by the acquirer and the acquiree awards as of the acquisition date in accordance with Topic 718. The portion of the fair-value-based measure of the replacement award that is part of the consideration transferred in exchange for the acquiree equals the portion of the acquiree award that is attributable to precombination vesting.
","snippet":"To determine the portion of a replacement award that is part of the consideration transferred for the acquiree, the acquirer shall measure both the replacement awards granted by the acquirer and the acquiree awards as of…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9ea476e415853c261203a0d6c59386eb09cdfd58298f000f65bc08e61bcc76e0","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}},{"citation":"805-30-30-12","para":"30-12","html":"
The acquirer shall attribute a portion of a replacement award to postcombination vesting if it requires postcombination vesting, regardless of whether grantees had rendered all of the service or delivered all of the goods required in exchange for their acquiree awards before the acquisition date. The portion of a nonvested replacement award attributable to postcombination vesting equals the total fair-value-based measure of the replacement award less the amount attributed to precombination vesting. Therefore, the acquirer shall attribute any excess of the fair-value-based measure of the replacement award over the fair value of the acquiree award to postcombination vesting.
","snippet":"The acquirer shall attribute a portion of a replacement award to postcombination vesting if it requires postcombination vesting, regardless of whether grantees had rendered all of the service or delivered all of the good…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:24e35af0d124e2122301a01372236dd0f0b480df63b09b686e2fdaac5d4830e5","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}},{"citation":"805-30-30-13","para":"30-13","html":"
Paragraphs
805-30-55-6 through 55-13
,
805-740-25-10 through 25-11
,
805-740-45-5 through 45-6
, and Example 2 (see paragraph 805-30-55-17) provide additional guidance and illustrations on distinguishing between the portion of a replacement award that is attributable to precombination vesting, which the acquirer includes in the consideration transferred in the business combination, and the portion that is attributed to postcombination vesting, which the acquirer recognizes as compensation cost in its postcombination financial statements.
","snippet":"Paragraphs 805-30-55-6 through 55-13, 805-740-25-10 through 25-11, 805-740-45-5 through 45-6, and Example 2 (see paragraph 805-30-55-17) provide additional guidance and illustrations on distinguishing between the portion…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:769d95f811cc13d99b0b207c8fdad9d238b7fc3d35e99a0b4547da6a21ae4d17","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a9a501361d8fdf166129c9d42ae061efa719497ab1bed197ad599684ad2738ad","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4b1836fcdf71b19d80a5e52443b07b8c6d5f0528b80b4a621db5a6d6cab48c79","downloaded_from":"2026-09-10T01:24:15.431Z","last_downloaded_at":"2026-09-10T01:24:15.431Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479637","source_sha256":"2bb2662df84c61235f0a58086192590bc1a26d5a1e978ffb26e0cf2864aa7e21"}},{"number":"35","label":"35 Subsequent Measurement","anchor":"35-subsequent-measurement","is_sec":false,"groups":[{"block":null,"heading":"Contingent Consideration","paragraphs":[{"citation":"805-30-35-1","para":"35-1","html":"
Some changes in the fair value of contingent consideration that the acquirer recognizes after the acquisition date may be the result of additional information about facts and circumstances that existed at the acquisition date that the acquirer obtained after that date. Such changes are measurement period adjustments in accordance with paragraphs
805-10-25-13 through 25-18
and Section 805-10-30. However, changes resulting from events after the acquisition date, such as meeting an earnings target, reaching a specified share price, or reaching a milestone on a research and development project, are not measurement period adjustments. The acquirer shall account for changes in the fair value of contingent consideration that are not measurement period adjustments as follows:
  1. a
    Contingent consideration classified as equity shall not be remeasured and its subsequent settlement shall be accounted for within equity.
  2. b
    Contingent consideration classified as an asset or a liability shall be remeasured to fair value at each reporting date until the contingency is resolved. The changes in fair value shall be recognized in earnings unless the arrangement is a hedging instrument for which Topic 815 requires the changes to be initially recognized in other comprehensive income.
","snippet":"Some changes in the fair value of contingent consideration that the acquirer recognizes after the acquisition date may be the result of additional information about facts and circumstances that existed at the acquisition…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3e09da7eea1c2696d8a406f16bf0f6f0641faeed0c5307b0956562cae9e0da0c","downloaded_from":"2026-09-10T01:24:17.606Z","last_downloaded_at":"2026-09-10T01:24:17.606Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479613","source_sha256":"3e63f46a3d69af127ddb06509e5e596f0bdf69f5a67d5d6aaa53bbac1ab77871"}},{"citation":"805-30-35-1A","para":"35-1A","html":"
Contingent consideration arrangements of an acquiree assumed by the acquirer in a business combination shall be measured subsequently in accordance with the guidance for contingent consideration arrangements in the preceding paragraph.
","snippet":"Contingent consideration arrangements of an acquiree assumed by the acquirer in a business combination shall be measured subsequently in accordance with the guidance for contingent consideration arrangements in the prece…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5ffc176aa0f59c615c1cc81c529b3950b0f575894e18d0c1ab6a1c78757d55e6","downloaded_from":"2026-09-10T01:24:17.606Z","last_downloaded_at":"2026-09-10T01:24:17.606Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479613","source_sha256":"3e63f46a3d69af127ddb06509e5e596f0bdf69f5a67d5d6aaa53bbac1ab77871"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:56534a650509f82f3a143985285e1bcdb7581a9bfe0f4a87d3cd325e157c82c5","downloaded_from":"2026-09-10T01:24:17.606Z","last_downloaded_at":"2026-09-10T01:24:17.606Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479613","source_sha256":"3e63f46a3d69af127ddb06509e5e596f0bdf69f5a67d5d6aaa53bbac1ab77871"}},{"block":null,"heading":"Goodwill","paragraphs":[{"citation":"805-30-35-2","para":"35-2","html":"
The subsequent measurement of goodwill is addressed in Subtopic 350-20.
","snippet":"The subsequent measurement of goodwill is addressed in Subtopic 350-20.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d2c51b2908ca7e0c5655ace58e7ac01d2383c465064d2e0d5bf448b711e80285","downloaded_from":"2026-09-10T01:24:17.606Z","last_downloaded_at":"2026-09-10T01:24:17.606Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479613","source_sha256":"3e63f46a3d69af127ddb06509e5e596f0bdf69f5a67d5d6aaa53bbac1ab77871"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:563d43904b260d0323951c6fd7b5d6ff31cf45687dbc345ff4368577859bb771","downloaded_from":"2026-09-10T01:24:17.606Z","last_downloaded_at":"2026-09-10T01:24:17.606Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479613","source_sha256":"3e63f46a3d69af127ddb06509e5e596f0bdf69f5a67d5d6aaa53bbac1ab77871"}},{"block":null,"heading":"Replacement Share-Based Payment Awards","paragraphs":[{"citation":"805-30-35-3","para":"35-3","html":"
Topic 718 provides guidance on subsequent measurement and accounting for the portion of replacement share-based payment awards issued by an acquirer that is attributable to future goods or services.
","snippet":"Topic 718 provides guidance on subsequent measurement and accounting for the portion of replacement share-based payment awards issued by an acquirer that is attributable to future goods or services.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1f515205f54ed60c421cefe2e531b18da6874ea9704092dd9ab8c51b8d0480ed","downloaded_from":"2026-09-10T01:24:17.606Z","last_downloaded_at":"2026-09-10T01:24:17.606Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479613","source_sha256":"3e63f46a3d69af127ddb06509e5e596f0bdf69f5a67d5d6aaa53bbac1ab77871"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d83a5a7bd9abf7e78266daef9215e7f6853cc5e05dcbcb9227446230e587e445","downloaded_from":"2026-09-10T01:24:17.606Z","last_downloaded_at":"2026-09-10T01:24:17.606Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479613","source_sha256":"3e63f46a3d69af127ddb06509e5e596f0bdf69f5a67d5d6aaa53bbac1ab77871"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f9f6e69ae8050ada3d69d2f52b69421c934e789ed3e658dec7cc34c748c5f798","downloaded_from":"2026-09-10T01:24:17.606Z","last_downloaded_at":"2026-09-10T01:24:17.606Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479613","source_sha256":"3e63f46a3d69af127ddb06509e5e596f0bdf69f5a67d5d6aaa53bbac1ab77871"}},{"number":"50","label":"50 Disclosure","anchor":"50-disclosure","is_sec":false,"groups":[{"block":null,"heading":"Business Combinations Occurring during a Current Reporting Period or after the Reporting Date but before the Financial Statements Are Issued","paragraphs":[{"citation":"805-30-50-1","para":"50-1","html":"
Paragraph 805-10-50-1 identifies one of the objectives of disclosures about a business combination. To meet that objective, the acquirer shall disclose all of the following information for each business combination that occurs during the reporting period:
  1. a
    A qualitative description of the factors that make up the goodwill recognized, such as expected synergies from combining operations of the acquiree and the acquirer, intangible assets that do not qualify for separate recognition, or other factors.
  2. b
    The acquisition-date fair value of the total consideration transferred and the acquisition-date fair value of each major class of consideration, such as the following:
    1. 1
      Cash
    2. 2
      Other tangible or intangible assets, including a business or subsidiary of the acquirer
    3. 3
      Liabilities incurred, for example, a liability for contingent consideration
    4. 4
      Equity interests of the acquirer, including the number of instruments or interests issued or issuable and the method of determining the fair value of those instruments or interests.
  3. c
    For contingent consideration arrangements, all of the following:
    1. 1
      The amount recognized as of the acquisition date
    2. 2
      A description of the arrangement and the basis for determining the amount of the payment
    3. 3
      An estimate of the range of outcomes (undiscounted) or, if a range cannot be estimated, that fact and the reasons why a range cannot be estimated. If the maximum amount of the payment is unlimited, the acquirer shall disclose that fact.
  4. d
    The total amount of goodwill that is expected to be deductible for tax purposes.
  5. e
    If the acquirer is required to disclose segment information in accordance with Subtopic 280-10, the amount of goodwill by reportable segment. If the assignment of goodwill to reporting units required by paragraphs
    350-20-35-41 through 35-44
    has not been completed as of the date the financial statements are issued or are available to be issued (as discussed in Section 855-10-25), the acquirer shall disclose that fact.
  6. f
    In a bargain purchase (see paragraphs
    805-30-25-2 through 25-4
    ), both of the following:
    1. 1
      The amount of any gain recognized in accordance with paragraph 805-30-25-2 and the line item in the income statement in which the gain is recognized
    2. 2
      A description of the reasons why the transaction resulted in a gain.
Transition date:(P) December 16, 2026; (N) December 16, 2026Transition guidance:
220-40-65-1Paragraph 805-10-50-1 identifies one of the objectives of disclosures about a business combination. To meet that objective, the acquirer shall disclose all of the following information for each business combination that occurs during the reporting period:
  1. a
    A qualitative description of the factors that make up the goodwill recognized, such as expected synergies from combining operations of the acquiree and the acquirer, intangible assets that do not qualify for separate recognition, or other factors.
  2. b
    The acquisition-date fair value of the total consideration transferred and the acquisition-date fair value of each major class of consideration, such as the following:
    1. 1
      Cash
    2. 2
      Other tangible or intangible assets, including a business or subsidiary of the acquirer
    3. 3
      Liabilities incurred, for example, a liability for contingent consideration
    4. 4
      Equity interests of the acquirer, including the number of instruments or interests issued or issuable and the method of determining the fair value of those instruments or interests.
  3. c
    For contingent consideration arrangements, all of the following:
    1. 1
      The amount recognized as of the acquisition date
    2. 2
      A description of the arrangement and the basis for determining the amount of the payment
    3. 3
      An estimate of the range of outcomes (undiscounted) or, if a range cannot be estimated, that fact and the reasons why a range cannot be estimated. If the maximum amount of the payment is unlimited, the acquirer shall disclose that fact.
  4. d
    The total amount of goodwill that is expected to be deductible for tax purposes.
  5. e
    If the acquirer is required to disclose segment information in accordance with Subtopic 280-10, the amount of goodwill by reportable segment. If the assignment of goodwill to reporting units required by paragraphs
    350-20-35-41 through 35-44
    has not been completed as of the date the financial statements are issued or are available to be issued (as discussed in Section 855-10-25), the acquirer shall disclose that fact.
  6. f
    In a bargain purchase (see paragraphs
    805-30-25-2 through 25-4
    ), both of the following:
    1. 1
      The amount of any gain recognized in accordance with paragraph 805-30-25-2 and the line item in the income statement in which the gain is recognized
    2. 2
      A description of the reasons why the transaction resulted in a gain.
    See paragraphs
    220-40-50-21 through 50-25
    for additional disclosure requirements.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1Paragraph 805-10-50-1 identifies one of the objectives of disclosures about a business combination. To meet that objective, the acquirer shall disclose in interim and annual reporting periods all of the following information for each business combination that occurs during the reporting period:
  1. a
    A qualitative description of the factors that make up the goodwill recognized, such as expected synergies from combining operations of the acquiree and the acquirer, intangible assets that do not qualify for separate recognition, or other factors.
  2. b
    The acquisition-date fair value of the total consideration transferred and the acquisition-date fair value of each major class of consideration, such as the following:
    1. 1
      Cash
    2. 2
      Other tangible or intangible assets, including a business or subsidiary of the acquirer
    3. 3
      Liabilities incurred, for example, a liability for contingent consideration
    4. 4
      Equity interests of the acquirer, including the number of instruments or interests issued or issuable and the method of determining the fair value of those instruments or interests.
  3. c
    For contingent consideration arrangements, all of the following:
    1. 1
      The amount recognized as of the acquisition date
    2. 2
      A description of the arrangement and the basis for determining the amount of the payment
    3. 3
      An estimate of the range of outcomes (undiscounted) or, if a range cannot be estimated, that fact and the reasons why a range cannot be estimated. If the maximum amount of the payment is unlimited, the acquirer shall disclose that fact.
  4. d
    The total amount of goodwill that is expected to be deductible for tax purposes.
  5. e
    If the acquirer is required to disclose segment information in accordance with Subtopic 280-10, the amount of goodwill by reportable segment. If the assignment of goodwill to reporting units required by paragraphs
    350-20-35-41 through 35-44
    has not been completed as of the date the financial statements are issued or are available to be issued (as discussed in Section 855-10-25), the acquirer shall disclose that fact.
  6. f
    In a bargain purchase (see paragraphs
    805-30-25-2 through 25-4
    ), both of the following:
    1. 1
      The amount of any gain recognized in accordance with paragraph 805-30-25-2 and the line item in the income statement in which the gain is recognized
    2. 2
      A description of the reasons why the transaction resulted in a gain.
    See paragraphs
    220-40-50-21 through 50-25
    for additional disclosure requirements.
","snippet":"Paragraph 805-10-50-1 identifies one of the objectives of disclosures about a business combination. To meet that objective, the acquirer shall disclose all of the following information for each business combination that …","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:29b5825351fca9a20e3d2cfcf037666263850b9c7ce2b6efbb37337406e08426","downloaded_from":"2026-09-10T01:24:21.604Z","last_downloaded_at":"2026-09-10T01:24:21.604Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479581","source_sha256":"602a49eef8d8bfeb776243db2b5a560f741b75e8e9e15eb6fc26f46c825cc00c"}},{"citation":"805-30-50-2","para":"50-2","html":"
For individually immaterial business combinations occurring during the reporting period that are material collectively, the acquirer shall disclose the information required by paragraph 805-30-50-1 in the aggregate.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1For individually immaterial business combinations occurring during the reporting period that are material collectively, the acquirer shall disclose the information required by paragraph 805-30-50-1 in the aggregate in interim and annual reporting periods.
","snippet":"For individually immaterial business combinations occurring during the reporting period that are material collectively, the acquirer shall disclose the information required by paragraph 805-30-50-1 in the aggregate. Tran…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2884958ee6ca23454237c8f62ca0e3096b852d1b084c092f41e52e8c9554999e","downloaded_from":"2026-09-10T01:24:21.604Z","last_downloaded_at":"2026-09-10T01:24:21.604Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479581","source_sha256":"602a49eef8d8bfeb776243db2b5a560f741b75e8e9e15eb6fc26f46c825cc00c"}},{"citation":"805-30-50-3","para":"50-3","html":"
If the acquisition date of a business combination is after the reporting date but before the financial statements are issued or are available to be issued (as discussed in Section 855-10-25), the acquirer shall disclose the information required by paragraph 805-30-50-1 unless the initial accounting for the business combination is incomplete at the time the financial statements are issued or are available to be issued. In that situation, the acquirer shall describe which disclosures could not be made and the reason why they could not be made.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1If the acquisition date of a business combination is after the reporting date but before the financial statements are issued or are available to be issued (as discussed in Section 855-10-25), the acquirer shall disclose the information required by paragraph 805-30-50-1in interim and annual reporting periods unless the initial accounting for the business combination is incomplete at the time the financial statements are issued or are available to be issued. In that situation, the acquirer shall describe which disclosures could not be made and the reason why they could not be made.
","snippet":"If the acquisition date of a business combination is after the reporting date but before the financial statements are issued or are available to be issued (as discussed in Section 855-10-25), the acquirer shall disclose …","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:146ecfbbd2b9f93641c8c470af9707b03411492e294ae8f0761b5450fa6c1879","downloaded_from":"2026-09-10T01:24:21.604Z","last_downloaded_at":"2026-09-10T01:24:21.604Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479581","source_sha256":"602a49eef8d8bfeb776243db2b5a560f741b75e8e9e15eb6fc26f46c825cc00c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3e23f9ee68d6a938f34915e82da3421e25a9714dff188e7c8015d809faaade23","downloaded_from":"2026-09-10T01:24:21.604Z","last_downloaded_at":"2026-09-10T01:24:21.604Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479581","source_sha256":"602a49eef8d8bfeb776243db2b5a560f741b75e8e9e15eb6fc26f46c825cc00c"}},{"block":null,"heading":"The Financial Effects of Adjustments That Relate to Business Combinations That Occurred in the Current or Previous Reporting Periods","paragraphs":[{"citation":"805-30-50-4","para":"50-4","html":"
Paragraph 805-10-50-5 identifies the second objective of disclosures about the effects of business combinations that occurred in the current or previous reporting periods. To meet the objective in that paragraph, the acquirer shall disclose the following information for each material business combination or in the aggregate for individually immaterial business combinations that are material collectively:
  1. a
    For each reporting period after the acquisition date until the entity collects, sells, or otherwise loses the right to a contingent consideration asset, or until the entity settles a contingent consideration liability or the liability is cancelled or expires, all of the following:
    1. 1
      Any changes in the recognized amounts, including any differences arising upon settlement
    2. 2
      Any changes in the range of outcomes (undiscounted) and the reasons for those changes
    3. 3
      The disclosures required by Section 820-10-50.
  2. b
    A reconciliation of the carrying amount of goodwill at the beginning and end of the reporting period as required by paragraph 350-20-50-1. A private company or not-for-profit entity that adopts the accounting alternative for amortizing goodwill in Subtopic 350-20 is not required to disclose the reconciliation.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1Paragraph 805-10-50-5 identifies the second objective of disclosures about the effects of business combinations that occurred in the current or previous reporting periods. To meet the objective in that paragraph, the acquirer shall disclose in interim and annual reporting periods the following information for each material business combination or in the aggregate for individually immaterial business combinations that are material collectively:
  1. a
    For each reporting period after the acquisition date until the entity collects, sells, or otherwise loses the right to a contingent consideration asset, or until the entity settles a contingent consideration liability or the liability is cancelled or expires, all of the following:
    1. 1
      Any changes in the recognized amounts, including any differences arising upon settlement
    2. 2
      Any changes in the range of outcomes (undiscounted) and the reasons for those changes
    3. 3
      The disclosures required by Section 820-10-50.
  2. b
    A reconciliation of the carrying amount of goodwill at the beginning and end of the reporting period as required by paragraph 350-20-50-1. A private company or not-for-profit entity that adopts the accounting alternative for amortizing goodwill in Subtopic 350-20 is not required to disclose the reconciliation.
","snippet":"Paragraph 805-10-50-5 identifies the second objective of disclosures about the effects of business combinations that occurred in the current or previous reporting periods. To meet the objective in that paragraph, the acq…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ab8f96aeb31877845c44b0f9971b02dfb5b0345c8f3f9ad2418a16b8bcc18496","downloaded_from":"2026-09-10T01:24:21.604Z","last_downloaded_at":"2026-09-10T01:24:21.604Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479581","source_sha256":"602a49eef8d8bfeb776243db2b5a560f741b75e8e9e15eb6fc26f46c825cc00c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8b2ad65abcff724b9ba3103ffedee617dbb703c9b7505830007c54ca1bbd8932","downloaded_from":"2026-09-10T01:24:21.604Z","last_downloaded_at":"2026-09-10T01:24:21.604Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479581","source_sha256":"602a49eef8d8bfeb776243db2b5a560f741b75e8e9e15eb6fc26f46c825cc00c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:439146d75e219609567c089f05538ef4ea2825ead65778b5c56bf4964c684ec0","downloaded_from":"2026-09-10T01:24:21.604Z","last_downloaded_at":"2026-09-10T01:24:21.604Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479581","source_sha256":"602a49eef8d8bfeb776243db2b5a560f741b75e8e9e15eb6fc26f46c825cc00c"}},{"number":"55","label":"55 Implementation Guidance and Illustrations","anchor":"55-implementation-guidance-and-illustrations","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-30-55-1","para":"55-1","html":"
This Section is an integral part of the requirements of this Subtopic. This Section provides additional guidance and illustrations that address the application of accounting requirements for business combinations to goodwill or gain from bargain purchase including consideration transferred.
","snippet":"This Section is an integral part of the requirements of this Subtopic. This Section provides additional guidance and illustrations that address the application of accounting requirements for business combinations to good…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:68e508b528cd39250a636e61384de32871c894ba7be3d50a515517140c4afebd","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:072ddf0f009ab57fd5f0db4e3a3cf5e4f1687d84e68e6900643f3ba2ce4c14ff","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"block":null,"heading":"Implementation Guidance","paragraphs":[{"citation":"805-30-55-2","para":"55-2","html":"
In a business combination achieved without the transfer of consideration, the acquirer must substitute the acquisition-date fair value of its interest in the acquiree for the acquisition-date fair value of the consideration transferred to measure goodwill or a gain on a bargain purchase (see paragraphs
805-30-30-1 through 30-4
). Subtopic 820-10 provides guidance on using valuation techniques to measure fair value.
","snippet":"In a business combination achieved without the transfer of consideration, the acquirer must substitute the acquisition-date fair value of its interest in the acquiree for the acquisition-date fair value of the considerat…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:81242d80434c2bdf9c0d133e76bf8070247302663139285e04043af961bdaa73","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-3","para":"55-3","html":"
When two mutual entities combine, the fair value of the equity or member interests in the acquiree (or the fair value of the acquiree) may be more reliably measurable than the fair value of the member interests transferred by the acquirer. In that situation, paragraph
805-30-30-2 through 30-3
requires the acquirer to determine the amount of goodwill by using the acquisition-date fair value of the acquiree's equity interests instead of the acquisition-date fair value of the acquirer's equity interests transferred as consideration. In addition, the acquirer in a combination of mutual entities shall recognize the acquiree's net assets as a direct addition to capital or equity in its statement of financial position, not as an addition to retained earnings, which is consistent with the way in which other types of entities apply the acquisition method.
","snippet":"When two mutual entities combine, the fair value of the equity or member interests in the acquiree (or the fair value of the acquiree) may be more reliably measurable than the fair value of the member interests transferr…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bb8b4c780823786ac519ee31ee227fa8e1f87fbb109c03c353067fcb43a10839","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-4","para":"55-4","html":"
Although they are similar in many ways to other businesses, mutual entities have distinct characteristics that arise primarily because their members are both customers and owners. Members of mutual entities generally expect to receive benefits for their membership, often in the form of reduced fees charged for goods and services or patronage dividends. The portion of patronage dividends allocated to each member is often based on the amount of business the member did with the mutual entity during the year.
","snippet":"Although they are similar in many ways to other businesses, mutual entities have distinct characteristics that arise primarily because their members are both customers and owners. Members of mutual entities generally exp…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:527df5e2716b99c9a17e37d4072767fa709bcc190894262a2bcac27166471784","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-5","para":"55-5","html":"
A fair value measurement of a mutual entity should include the assumptions that market participants would make about future member benefits as well as any other relevant assumptions market participants would make about the mutual entity. For example, an estimated cash flow model may be used to determine the fair value of a mutual entity. The cash flows used as inputs to the model should be based on the expected cash flows of the mutual entity, which are likely to reflect reductions for member benefits, such as reduced fees charged for goods and services.
","snippet":"A fair value measurement of a mutual entity should include the assumptions that market participants would make about future member benefits as well as any other relevant assumptions market participants would make about t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e1816d75522220dd0701f7a15ec9bd89d0985488f817df9624f7a7e5b0f828f3","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-6","para":"55-6","html":"
If the acquirer is obligated to replace the acquiree's share-based payment awards, paragraph 805-30-30-9 requires the acquirer to include either all or a portion of the fair-value-based measure of the replacement awards in the consideration transferred in the business combination. Paragraphs
805-30-55-7 through 55-13
,
805-740-25-10 through 25-11
,
805-740-45-5 through 45-6
, and Example 2 (see paragraph 805-30-55-17) provide additional guidance on and illustrate how to determine the portion of an award to include in consideration transferred in a business combination and the portion to recognize as compensation cost in the acquirer's postcombination financial statements.
","snippet":"If the acquirer is obligated to replace the acquiree's share-based payment awards, paragraph 805-30-30-9 requires the acquirer to include either all or a portion of the fair-value-based measure of the replacement awards …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2396be81d5a4431ed2ac6235c0a7e263c2c8d9283d3449d015b4c02104b2ba8a","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-7","para":"55-7","html":"
To determine the portion of a replacement award that is part of the consideration exchanged for the acquiree and the portion that is compensation for postcombination vesting, the acquirer first measures both the replacement awards and the acquiree awards as of the acquisition date in accordance with the requirements of Topic 718. In most situations, those requirements result in use of the fair-value-based measurement method, but that Topic permits use of the calculated value method or the intrinsic value method in specified circumstances. This discussion focuses on the fair-value-based method, but the guidance in paragraphs
805-30-30-9 through 30-13
and the additional guidance cited in the preceding paragraph also apply in situations in which Topic 718 permits use of either the calculated value method or the intrinsic value method for both the acquiree awards and the replacement awards.
","snippet":"To determine the portion of a replacement award that is part of the consideration exchanged for the acquiree and the portion that is compensation for postcombination vesting, the acquirer first measures both the replacem…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e1f49375e397805e33c5c383f91319ff39f70bc46030c4feb5703655fb27ba4f","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-8","para":"55-8","html":"
The portion of an employee replacement award attributable to precombination vesting is the fair-value-based measure of the acquiree award multiplied by the ratio of the precombination employee's service period to the greater of the total service period or the original service period of the acquiree award. (Example 2, Cases C and D [see paragraphs
805-30-55-21 through 55-24
] illustrate that calculation.) The total service period is the sum of the following amounts:
  1. a
    The part of the employee's requisite service period for the acquiree award that was completed before the acquisition date
  2. b
    The postcombination employee's requisite service period, if any, for the replacement award.
","snippet":"The portion of an employee replacement award attributable to precombination vesting is the fair-value-based measure of the acquiree award multiplied by the ratio of the precombination employee's service period to the gre…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f68dce0ae340a15ee53fe4a08724b55063f3153d80a35716e13212297e7b2efa","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-9","para":"55-9","html":"
The employee's requisite service period includes explicit, implicit, and derived service periods during which employees are required to provide service in exchange for the award (consistent with the requirements of Topic 718).
","snippet":"The employee's requisite service period includes explicit, implicit, and derived service periods during which employees are required to provide service in exchange for the award (consistent with the requirements of Topic…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1b4b4438c5ceff72043329430a52721b55712a54d2bc815e52d807a88a208e56","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-9A","para":"55-9A","html":"
The portion of a nonemployee replacement award attributable to precombination vesting is based on the fair-value-based measure of the acquiree award multiplied by the percentage that would have been recognized had the grantor paid cash for the goods or services instead of paying with a nonemployee award. For this calculation, the percentage that would have been recognized is the lower of:
  1. a
    The percentage that would have been recognized calculated on the basis of the original vesting requirements of the nonemployee award
  2. b
    The percentage that would have been recognized calculated on the basis of the effective vesting requirements. Effective vesting requirements are equal to the services or goods provided before the acquisition date plus any additional postcombination services or goods required by the replacement award.
","snippet":"The portion of a nonemployee replacement award attributable to precombination vesting is based on the fair-value-based measure of the acquiree award multiplied by the percentage that would have been recognized had the gr…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:39220a403a2e29aa4341850132e74bf9cbc98ca2329b98407f973d9905dac9a3","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-10","para":"55-10","html":"
The portion of a nonvested replacement award (for employee and nonemployee) attributable to postcombination vesting, and therefore recognized as compensation cost in the postcombination financial statements, equals the total fair-value-based measure of the replacement award less the amount attributed to precombination vesting. Therefore, the acquirer attributes any excess of the fair-value-based measure of the replacement award over the fair value of the acquiree award to postcombination vesting and recognizes that excess as compensation cost in the postcombination financial statements.
","snippet":"The portion of a nonvested replacement award (for employee and nonemployee) attributable to postcombination vesting, and therefore recognized as compensation cost in the postcombination financial statements, equals the t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f8c9ef738447e219d6396fb4e8e4a81b70183caf91e86b7aa192593dead34eea","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-11","para":"55-11","html":"
Regardless of the accounting policy elected in accordance with paragraph 718-10-35-1D or 718-10-35-3, the portion of a nonvested replacement award included in consideration transferred shall reflect the acquirer's estimate of the number of replacement awards for which the service is expected to be rendered or the goods are expected to be delivered (that is, an acquirer that has elected an accounting policy to recognize forfeitures as they occur in accordance with paragraph 718-10-35-1D or 718-10-35-3 should estimate the number of replacement awards for which the service is expected to be rendered or the goods are expected to be delivered when determining the portion of a nonvested replacement award included in consideration transferred). For example, if the fair-value-based measure of the portion of a replacement award attributed to precombination vesting is $100 and the acquirer expects that the service will be rendered for only 95 percent of the instruments awarded, the amount included in consideration transferred in the business combination is $95. Changes in the number of replacement awards for which the service is expected to be rendered or the goods are expected to be delivered are reflected in compensation cost for the periods in which the changes or forfeitures occur—not as adjustments to the consideration transferred in the business combination. If an acquirer's accounting policy is to account for forfeitures as they occur, the amount excluded from consideration transferred (because the service is not expected to be rendered or the goods are not expected to be delivered) should be attributed to the postcombination vesting and recognized in compensation cost over the employee's requisite service period or the nonemployee's vesting period. Recognition of compensation cost for nonemployees should consider the recognition guidance provided in paragraph 718-10-25-2C. That is, recognition of the fair value of the nonemployee share-based payment award should be recognized in the same manner as if the grantor had paid cash for the goods or services instead of paying with or using the share-based payment awards.
","snippet":"Regardless of the accounting policy elected in accordance with paragraph 718-10-35-1D or 718-10-35-3, the portion of a nonvested replacement award included in consideration transferred shall reflect the acquirer's estima…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8a71a21bd926dc2ff9fe65b44f01bdb996e9c3021c222722b477a1c111df3c8d","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-12","para":"55-12","html":"
Similarly, the effects of other events, such as modifications or the ultimate outcome of awards with performance conditions, that occur after the acquisition date are accounted for in accordance with Topic 718 in determining compensation cost for the period in which an event occurs. If the replacement award for an employee award has a graded vesting schedule, the acquirer shall recognize the related compensation cost in accordance with its policy election for other awards with graded vesting in accordance with paragraph 718-10-35-8.
","snippet":"Similarly, the effects of other events, such as modifications or the ultimate outcome of awards with performance conditions, that occur after the acquisition date are accounted for in accordance with Topic 718 in determi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5e5255c3cde0b37854bbd11fcbca6af2376d9a882792fbf9be18cbd71a0b0597","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-13","para":"55-13","html":"
The same requirements for determining the portions of a replacement award attributable to precombination and postcombination vesting apply regardless of whether a replacement award is classified as a liability or an equity instrument in accordance with the provisions of paragraphs 718-10-25-6 through 25-19A. All changes in the fair-value-based measure of awards classified as liabilities after the acquisition date and the related income tax effects are recognized in the acquirer's postcombination financial statements in the period(s) in which the changes occur.
","snippet":"The same requirements for determining the portions of a replacement award attributable to precombination and postcombination vesting apply regardless of whether a replacement award is classified as a liability or an equi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:64f249688932a8f6bd17c19f9c70f44df06a2bb6d449bf32a72fd81eb746294a","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bd52a18eb424ce61745f6492350b8009a8bc668beb78b675b388b1be15f31a30","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"block":null,"heading":"Illustrations","paragraphs":[{"citation":"805-30-55-14","para":"55-14","html":"
Paragraphs
805-30-25-2 through 25-4
establish the required accounting for a bargain purchase. This Example provides additional guidance on bargain purchases and illustrates its application.
","snippet":"Paragraphs 805-30-25-2 through 25-4 establish the required accounting for a bargain purchase. This Example provides additional guidance on bargain purchases and illustrates its application.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7d9fdff0ee003c021bf9d134f3bbea4accebb3cafdbc9e8c50fb677df794108a","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-15","para":"55-15","html":"
On January 1, 20X5, the acquiring entity, or Acquirer, acquires 80 percent of the equity interests of the acquiree, or Target, a private entity, in exchange for cash of $150. Because the former owners of Target needed to dispose of their investments in Target by a specified date, they did not have sufficient time to market Target to multiple potential buyers. The management of Acquirer initially measures the separately recognizable identifiable assets acquired and the liabilities assumed as of the acquisition date in accordance with the requirements of the Business Combinations Topic. The identifiable assets are measured at $250, and the liabilities assumed are measured at $50. Acquirer engages an independent consultant who determines that the fair value of the 20 percent noncontrolling interest in Target is $42. The amount of Target's identifiable net assets ($200, calculated as $250 - $50) exceeds the fair value of the consideration transferred plus the fair value of the noncontrolling interest in Target. Therefore, Acquirer reviews the procedures it used to identify and measure the assets acquired and liabilities assumed and to measure the fair value of both the noncontrolling interest in Target and the consideration transferred. After that review, Acquirer decides that the procedures and resulting measures were appropriate. Acquirer measures the gain on its purchase of the 80 percent interest as follows.
","snippet":"On January 1, 20X5, the acquiring entity, or Acquirer, acquires 80 percent of the equity interests of the acquiree, or Target, a private entity, in exchange for cash of $150. Because the former owners of Target needed to…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b10159d018e7ee167704080ea0e37d7ad34a5bc91d355d6f07b1d76c243d9a71","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-16","para":"55-16","html":"
Acquirer would record its acquisition of Target in its consolidated financial statements as follows.
","snippet":"Acquirer would record its acquisition of Target in its consolidated financial statements as follows.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:27698e624b319a3c5a32f2b3629c743c2b052e4106bbb3fd1620c63622056a38","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-17","para":"55-17","html":"
The following Cases illustrate the guidance referred to in paragraph 805-30-55-6 for replacement awards that the acquirer was obligated to issue. The Cases assume that all awards are classified as equity and that the awards have only an explicit service period. As discussed in paragraphs
805-30-55-8 through 55-9
, the acquirer also must take any implicit or derived employee's service periods into account in determining the employee's requisite service period for a replacement award. In these Cases, the acquiring entity is referred to as Acquirer and the acquiree is referred to as Target:
  1. a
    Awards that require no postcombination vesting that are exchanged for acquiree awards for which employees:
    1. 1
      Have rendered the required service as of the acquisition date (Case A)
    2. 2
      Have not rendered all of the required service as of the acquisition date (Case D).
  2. b
    Awards that require postcombination vesting that are exchanged for acquiree awards for which employees:
    1. 1
      Have rendered the required service as of the acquisition date (Case B)
    2. 2
      Have not rendered all of the required service as of the acquisition date (Case C).
","snippet":"The following Cases illustrate the guidance referred to in paragraph 805-30-55-6 for replacement awards that the acquirer was obligated to issue. The Cases assume that all awards are classified as equity and that the awa…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:156c19052bdb292f96b5b264b2859476924dbf5c98bbc89a71034367685c7fee","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-18","para":"55-18","html":"
Acquirer issues replacement awards of $110 (fair-value-based measure) at the acquisition date for Target awards of $100 (fair-value-based measure) at the acquisition date. No postcombination vesting is required for the replacement awards, and Target's employees had rendered all of the required service for the acquiree awards as of the acquisition date.
","snippet":"Acquirer issues replacement awards of $110 (fair-value-based measure) at the acquisition date for Target awards of $100 (fair-value-based measure) at the acquisition date. No postcombination vesting is required for the r…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2d4190e2ee669fe93cbe9330815b1aabba731ffe360a8a62348729b5698c734b","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-19","para":"55-19","html":"
The amount attributable to precombination vesting is the fair-value-based measure of Target's awards ($100) at the acquisition date; that amount is included in the consideration transferred in the business combination. The amount attributable to postcombination vesting is $10, which is the difference between the total value of the replacement awards ($110) and the portion attributable to precombination vesting ($100). Because no postcombination vesting is required for the replacement awards, Acquirer immediately recognizes $10 as compensation cost in its postcombination financial statements.
","snippet":"The amount attributable to precombination vesting is the fair-value-based measure of Target's awards ($100) at the acquisition date; that amount is included in the consideration transferred in the business combination. T…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:968716e6daa7bfe6d6f0d898d24b216e8326b7001b159d118589d7c96340e36b","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-20","para":"55-20","html":"
Acquirer exchanges replacement awards that require one year of postcombination vesting for share-based payment awards of Target for which employees had completed the requisite service period before the business combination. The fair-value-based measure of both awards is $100 at the acquisition date. When originally granted, Target's awards had a requisite service period of four years. As of the acquisition date, the Target employees holding unexercised awards had rendered a total of seven years of service since the grant date. Even though Target employees had already rendered all of the requisite service, Acquirer attributes a portion of the replacement award to postcombination compensation cost in accordance with paragraphs
805-30-30-12 through 30-13
because the replacement awards require one year of postcombination vesting. The total service period is five years—the requisite service period for the original acquiree award completed before the acquisition date (four years) plus the requisite service period for the replacement award (one year). The portion attributable to precombination vesting equals the fair-value-based measure of the acquiree award ($100) multiplied by the ratio of the precombination vesting period (4 years) to the total vesting period (5 years). Thus, $80 ($100 × 4 ÷ 5 years) is attributed to the precombination vesting period and therefore included in the consideration transferred in the business combination. The remaining $20 is attributed to the postcombination vesting period and therefore is recognized as compensation cost in Acquirer's postcombination financial statements in accordance with Topic 718.
","snippet":"Acquirer exchanges replacement awards that require one year of postcombination vesting for share-based payment awards of Target for which employees had completed the requisite service period before the business combinati…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:25b239710f5d866d5eb886586d1804282bae3bfd1de025778bc2ec8a88e5de1e","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-21","para":"55-21","html":"
Acquirer exchanges replacement awards that require one year of postcombination vesting for share-based payment awards of Target for which employees had not yet rendered all of the required services as of the acquisition date. The fair-value-based measure of both awards is $100 at the acquisition date. When originally granted, the awards of Target had a requisite service period of four years. As of the acquisition date, the Target employees had rendered two years' service, and they would have been required to render two additional years of service after the acquisition date for their awards to vest. Accordingly, only a portion of Target's awards is attributable to precombination vesting.
","snippet":"Acquirer exchanges replacement awards that require one year of postcombination vesting for share-based payment awards of Target for which employees had not yet rendered all of the required services as of the acquisition …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a7c8ee4a68d256929a9e877f6486cf90079991b78b95017bb48dc69bb2b0a025","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-22","para":"55-22","html":"
The replacement awards require only one year of postcombination vesting. Because employees have already rendered two years of service, the total requisite service period is three years. The portion attributable to precombination vesting equals the fair-value-based measure of the acquiree award ($100) multiplied by the ratio of the precombination vesting period (2 years) to the greater of the total service period (3 years) or the original service period of Target's award (4 years). Thus, $50 ($100 x 2 ÷ 4 years) is attributable to precombination vesting and therefore included in the consideration transferred for the acquiree. The remaining $50 is attributable to postcombination vesting and therefore recognized as compensation cost in Acquirer's postcombination financial statements in accordance with Topic 718.
","snippet":"The replacement awards require only one year of postcombination vesting. Because employees have already rendered two years of service, the total requisite service period is three years. The portion attributable to precom…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:263da4c36f5bb1447f2bd9b3537788bd434700722fc0f60b3b556c4fce74e0bf","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-23","para":"55-23","html":"
Assume the same facts as in Case C, except that Acquirer exchanges replacement awards that require no postcombination vesting for share-based payment awards of Target for which employees had not yet rendered all of the requisite service as of the acquisition date. The terms of the replaced Target awards did not eliminate any remaining requisite service period upon a change in control. (If the Target awards had included a provision that eliminated any remaining requisite service period upon a change in control, the guidance in Case A would apply.) The fair-value-based measure of both awards is $100. Because employees have already rendered two years of service and the replacement awards do not require any postcombination vesting, the total service period is two years.
","snippet":"Assume the same facts as in Case C, except that Acquirer exchanges replacement awards that require no postcombination vesting for share-based payment awards of Target for which employees had not yet rendered all of the r…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a71aa7c72669828666f716f6fcbe3dd01cb0febde2c0ea8d406d4a1a0c4d1695","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-24","para":"55-24","html":"
The portion of the fair-value-based measure of the replacement awards attributable to precombination vesting equals the fair-value-based measure of the acquiree award ($100) multiplied by the ratio of the precombination vesting period (2 years) to the greater of the total service period (2 years) or the original service period of Target's award (4 years). Thus, $50 ($100 x 2 ÷ 4 years) is attributable to precombination vesting and therefore included in the consideration transferred for the acquiree. The remaining $50 is attributable to postcombination vesting. Because no postcombination vesting is required to vest in the replacement award, Acquirer recognizes the entire $50 immediately as compensation cost in the postcombination financial statements.
","snippet":"The portion of the fair-value-based measure of the replacement awards attributable to precombination vesting equals the fair-value-based measure of the acquiree award ($100) multiplied by the ratio of the precombination …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4e00497ca39eabf7b3bee442a12b501061c32023a3a7bb2fbf0d5b8c19283ce4","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-25","para":"55-25","html":"
The following Cases illustrate the guidance referred to in paragraph 805-30-55-6 for replacement awards that the acquirer was obligated to issue and the attribution guidance for a nonemployee replacement award to precombination and postcombination vesting referenced in paragraph 805-30-55-9A.
","snippet":"The following Cases illustrate the guidance referred to in paragraph 805-30-55-6 for replacement awards that the acquirer was obligated to issue and the attribution guidance for a nonemployee replacement award to precomb…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cbe5fc59803b9d7cd9bc530b2d373019e4d8fdb91cf2daf74d32b832107757bd","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-26","para":"55-26","html":"
In these Cases, the acquiring entity is referred to as Acquirer and the acquiree is referred to as Target:
  1. a
    Awards that require no postcombination vesting that are exchanged for acquiree awards for which grantees:
    1. 1
      Have met the vesting condition as of the acquisition date (Case A)
    2. 2
      Have not met the vesting condition as of the acquisition date (Case D).
  2. b
    Awards that require postcombination vesting that are exchanged for acquiree awards for which grantees:
    1. 1
      Have met the vesting condition as of the acquisition date (Case B)
    2. 2
      Have not met the vesting condition as of the acquisition date (Case C).
","snippet":"In these Cases, the acquiring entity is referred to as Acquirer and the acquiree is referred to as Target:\n(a) Awards that require no postcombination vesting that are exchanged for acquiree awards for which grantees:\n(1)…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:86ffc4a72e1a897248a9e5b7f17da3e6bd3597fbf710dbae98496123dfaf080e","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-27","para":"55-27","html":"
The Cases assume the following:
  1. a
    All awards are classified as equity.
  2. b
    The only vesting condition included in the awards, if any, involves the delivery of engines.
  3. c
    Target and Acquirer typically pay cash as each engine is delivered to their suppliers.
","snippet":"The Cases assume the following:\n(a) All awards are classified as equity.\n(b) The only vesting condition included in the awards, if any, involves the delivery of engines.\n(c) Target and Acquirer typically pay cash as each…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0dfdb2a33385282f793b27ce10011755e5c6ed95c41fb7cdcb46d986281791f9","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-28","para":"55-28","html":"
Acquirer issues replacement awards of $110 (fair-value-based measure) at the acquisition date for Target awards of $100 (fair-value-based measure) at the acquisition date. No postcombination vesting is required for the replacement awards, and Target's grantee has delivered all the engines necessary for the acquiree awards as of the acquisition date.
","snippet":"Acquirer issues replacement awards of $110 (fair-value-based measure) at the acquisition date for Target awards of $100 (fair-value-based measure) at the acquisition date. No postcombination vesting is required for the r…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4a288204046384346ad62d389ac2569b8b4952b9bdf24e7a81796561e84c75c7","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-29","para":"55-29","html":"
The amount attributable to precombination vesting is the fair-value-based measure of Target's awards ($100) at the acquisition date; that amount is included in the consideration transferred in the business combination. The amount attributable to postcombination vesting is $10, which is the difference between the total value of the replacement awards ($110) and the portion attributable to precombination vesting ($100). Because no postcombination vesting is required for the replacement awards, Acquirer immediately recognizes $10 as compensation cost in its postcombination financial statements.
","snippet":"The amount attributable to precombination vesting is the fair-value-based measure of Target's awards ($100) at the acquisition date; that amount is included in the consideration transferred in the business combination. T…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e79bdc939700f968068b55af6c7235372443386fb3692ac2507c024008ac6528","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-30","para":"55-30","html":"
Acquirer exchanges replacement awards that require the delivery of another 10 engines postcombination for share-based payment awards of Target for which the grantee had met the necessary vesting condition to deliver 40 engines before the business combination. The fair-value-based measure of both awards is $100 at the acquisition date. Even though the grantee already had met the vesting condition for the acquiree's award, Acquirer attributes a portion of the replacement award to postcombination compensation cost in accordance with paragraphs
805-30-30-12 through 30-13
because the replacement awards require the delivery of an additional 10 engines.
","snippet":"Acquirer exchanges replacement awards that require the delivery of another 10 engines postcombination for share-based payment awards of Target for which the grantee had met the necessary vesting condition to deliver 40 e…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:77edb6094dde1a5669458d819b3302ca80c854b82961e6bca52e16bde6cfc79b","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-31","para":"55-31","html":"
The portion attributable to precombination vesting equals the fair-value-based measure of the acquiree award ($100) multiplied by the percentage that would have been recognized for the award. The percentage that would have been recognized is the lower of the calculation on the basis of the original vesting requirements and the percentage that would have been recognized on the basis of the effective vesting requirements as described in paragraph 805-30-55-9A. The percentage that would have been recognized on the basis of the original vesting requirements equals 100 percent, which is calculated as 40 engines delivered divided by 40 engines required to be delivered. The percentage that would have been recognized on the basis of the effective vesting requirements equals 80 percent, which is calculated as 40 engines delivered divided by 50 engines (the sum of 40 engines delivered plus 10 engines required postcombination). Thus, $80 ($100 × 80%) is attributed to the precombination vesting period and therefore is included in the consideration transferred in the business combination. The remaining $20 is attributed to the postcombination vesting period and therefore is recognized as compensation cost in Acquirer's postcombination financial statements in accordance with Topic 718.
","snippet":"The portion attributable to precombination vesting equals the fair-value-based measure of the acquiree award ($100) multiplied by the percentage that would have been recognized for the award. The percentage that would ha…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0c39c28f533ea37a0c360e98e126028eb93549815cc94ccf28d06192e1143c5b","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-32","para":"55-32","html":"
Acquirer exchanges replacement awards that require the delivery of 10 engines postcombination for share-based payment awards of Target for which the grantee had not met the necessary vesting condition to deliver 40 engines before the business combination. The fair-value-based measure of both awards is $100 at the acquisition date. As of the acquisition date, Target grantee has delivered 20 engines, and Target grantee would have been required to deliver an additional 20 engines after the acquisition date for its awards to vest. Accordingly, only a portion of Target's awards is attributable to precombination vesting.
","snippet":"Acquirer exchanges replacement awards that require the delivery of 10 engines postcombination for share-based payment awards of Target for which the grantee had not met the necessary vesting condition to deliver 40 engin…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b0d9d1f83bc080df13f2417c7ea14aea7127916670039c9c86885e74674cb7fa","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-33","para":"55-33","html":"
The portion attributable to precombination vesting equals the fair-value-based measure of the acquiree award ($100) multiplied by the percentage that would have been recognized on the award. The percentage that would have been recognized is the lower of the percentage that would have been recognized on the basis of the original vesting requirements and the percentage that would have been recognized on the basis of the effective vesting requirements as described in paragraph 805-30-55-9A. The percentage that would have been recognized on the basis of the original vesting requirements equals 50 percent, which is calculated as 20 engines delivered divided by 40 engines required to be delivered. The percentage that would have been recognized on the basis of the effective vesting requirements equals 66.67 percent, which is calculated as 20 engines delivered divided by 30 engines (the sum of 20 engines delivered plus 10 engines required postcombination). Thus, $50 ($100 × 50%) is attributed to precombination vesting and therefore is included in the consideration transferred in the business combination. The remaining $50 is attributed to the postcombination vesting and therefore is recognized as compensation cost in Acquirer's postcombination financial statements in accordance with Topic 718.
","snippet":"The portion attributable to precombination vesting equals the fair-value-based measure of the acquiree award ($100) multiplied by the percentage that would have been recognized on the award. The percentage that would hav…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1c45746a94d1577f8eb90e94eb769b4c8f556a1d9245067b6cead7ddac9d1007","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-34","para":"55-34","html":"
Assume the same facts as in Case C, except that Acquirer exchanges replacement awards that require no postcombination vesting for share-based payment awards of Target for which the grantee had not met the necessary vesting condition to deliver 40 engines before the business combination. The terms of the replaced Target awards did not eliminate the vesting condition upon a change in control. (If the Target awards had included a provision that eliminated the vesting condition upon a change in control, the guidance in Case A [see paragraph 805-30-55-28] would apply.) The fair-value-based measure of both awards is $100.
","snippet":"Assume the same facts as in Case C, except that Acquirer exchanges replacement awards that require no postcombination vesting for share-based payment awards of Target for which the grantee had not met the necessary vesti…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a486789ccb91944c62eda03033b715c696728019e350b9194647ce872a2f2a38","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}},{"citation":"805-30-55-35","para":"55-35","html":"
The portion attributable to precombination vesting equals the fair-value-based measure of the acquiree award ($100) multiplied by the percentage that would have been recognized on the award. The percentage that would have been recognized is the lower of the percentage that would have been recognized on the basis of the original vesting requirements and the percentage that would have been recognized on the basis of the effective vesting requirements as described in paragraph 805-30-55-9A. The percentage that would have been recognized on the basis of the original vesting requirements equals 50 percent, which is calculated as 20 engines delivered divided by 40 engines required to be delivered. The percentage that would have been recognized on the basis of the effective vesting requirements equals 100 percent, which is calculated as 20 engines delivered divided by 20 engines (the sum of 20 engines delivered plus zero engines required postcombination). Thus, $50 ($100 × 50%) is attributed to the precombination vesting and is therefore included in the consideration transferred in the business combination. The remaining $50 is attributed to the postcombination vesting. Because no postcombination vesting is required to vest in the replacement award, Acquirer recognizes the entire $50 immediately as compensation cost in the postcombination financial statements.
","snippet":"The portion attributable to precombination vesting equals the fair-value-based measure of the acquiree award ($100) multiplied by the percentage that would have been recognized on the award. The percentage that would hav…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5e178306848a4b6be425716c2a55969ee38269f730423107c6a162de11fc1ce0","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f34c5215dd9dd9b04bbc223671b7c6faa00e2ed8a7c1b2ba2783d5ff263a3fd0","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fc3fd9ef5353bf31ddb7c252eb389a47e7e9895fcad5aafa2b4eb20606717018","downloaded_from":"2026-09-10T01:24:25.100Z","last_downloaded_at":"2026-09-10T01:24:25.100Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479553","source_sha256":"57930aba670de0b9e6d81393e8fcf1768355e71712b1278299575b6c754e69c8"}}],"enrichment":{"summary":"ASC 805-30 covers the piece of the acquisition method that produces goodwill or a bargain purchase gain. Goodwill equals the excess of (a) consideration transferred at acquisition-date fair value plus the fair value of any noncontrolling interest plus the acquisition-date fair value of any previously held equity interest, over (b) the net of the acquisition-date amounts of identifiable assets acquired and liabilities assumed (805-30-30-1); if (b) exceeds (a), the acquirer must first reassess its identification and measurement of all items and then recognize the remaining excess as a gain in earnings. It also governs measurement of consideration transferred, including contingent consideration and share-based payment replacement awards.","key_points":["Goodwill is recognized at the acquisition date as the excess of the sum of consideration transferred (generally acquisition-date fair value), the fair value of any noncontrolling interest, and the acquisition-date fair value of any previously held equity interest over the net of the acquisition-date amounts of identifiable assets acquired and liabilities assumed (805-30-25-1; 805-30-30-1).","In a bargain purchase, the acquirer must first reassess whether it correctly identified all assets acquired and liabilities assumed and review its measurement procedures (including NCI, previously held interest, and consideration transferred); any remaining excess is recognized as a gain in earnings attributed to the acquirer (805-30-25-2 through 25-4; 805-30-30-5 through 30-6).","Consideration transferred is the sum of acquisition-date fair values of assets transferred, liabilities incurred to former owners, and equity interests issued, and can include cash, other assets, a business, contingent consideration, equity instruments, options, warrants, and member interests (805-30-30-7); transferred assets retained within the combined entity are carried at carrying amount with no gain or loss (805-30-30-8).","Contingent consideration is recognized at acquisition-date fair value as part of consideration transferred and classified as a liability, equity, or asset under Subtopics 480-10 and 815-40 (805-30-25-5 through 25-7); post-acquisition, equity-classified amounts are not remeasured while asset/liability-classified amounts are remeasured to fair value each reporting date through earnings unless part of a Topic 815 hedge (805-30-35-1).","If the acquirer is obligated to replace acquiree share-based payment awards, the portion of the replacement award's fair-value-based measure attributable to precombination vesting is included in consideration transferred, and the remainder (including any excess of the replacement award's measure over the acquiree award's fair value) is postcombination compensation cost (805-30-30-9 through 30-12; 805-30-55-8 through 55-10).","For employee awards, the precombination portion equals the acquiree award's fair-value-based measure times the ratio of precombination service to the greater of the total service period or the acquiree award's original service period; if the acquirer is not obligated to replace expiring awards, all of the replacement award is postcombination compensation cost (805-30-30-10; 805-30-55-8).","Required disclosures include a qualitative description of the factors comprising goodwill, the fair value of total consideration and each major class, contingent consideration terms and range of outcomes, goodwill deductible for tax purposes, goodwill by reportable segment, and for a bargain purchase the gain amount, income statement line item, and reasons for the gain (805-30-50-1)."],"categories":["Business combinations","Initial measurement","Stock compensation","Disclosure"],"audience_level":"intermediate","student_note":"Exam questions almost always test the goodwill formula (remember NCI is measured at full fair value and any previously held equity interest is remeasured to fair value) and the mandatory reassessment step before booking a bargain purchase gain. A common misunderstanding is thinking contingent consideration classified as equity gets remeasured through earnings — only asset/liability-classified contingent consideration is remeasured (805-30-35-1).","related_topics":["805-10","805-20","805-740","350-20","718","958-805"],"key_concepts":["goodwill","bargain purchase gain","consideration transferred","contingent consideration","noncontrolling interest fair value","replacement share-based payment awards","precombination vesting","business combination achieved in stages"],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:da623eb161c9a7fb084092e278aea3fec2f5e7a849a3d5fcba6acfded91bcbd4","downloaded_from":"2026-09-10T01:24:00.736Z","last_downloaded_at":"2026-09-10T01:24:28.219Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"related":[{"number":"740-805","title":"Business Combinations","topic_title":"Income Taxes","score":0.8164,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b68b06a2e34e313701c37a6cf10361ee5cbffa8e2438c411fd6a8e1fa23d90ac","downloaded_from":"2026-09-10T01:18:07.776Z","last_downloaded_at":"2026-09-10T01:18:34.477Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-40","title":"Reverse Acquisitions","topic_title":"Business Combinations","score":0.7982,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c52af2f7dda42f83b3eb29d86f3db71596e4f5c97cda1f08fa4ae4555113c113","downloaded_from":"2026-09-10T01:24:30.047Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-20","title":"Identifiable Assets and Liabilities, and Any Noncontrolling Interest","topic_title":"Business Combinations","score":0.7786,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c16d9692c487de6398cbe5d628b8f0e22d26c32d9f39e6b45c3aa7eca3696146","downloaded_from":"2026-09-10T01:23:05.700Z","last_downloaded_at":"2026-09-10T01:23:57.518Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"718-20","title":"Awards Classified as Equity","topic_title":"Compensation—Stock Compensation","score":0.7684,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a325945187ffccc66ce9f7b1d539a6822b1370d8605c0102f95c074591794fb0","downloaded_from":"2026-09-10T01:04:31.705Z","last_downloaded_at":"2026-09-10T01:04:48.788Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"718-10","title":"Overall","topic_title":"Compensation—Stock Compensation","score":0.7633,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cc7b664fd1241c58a011b6509ccc7111273c06f30af5a775fe71a9261dc063c6","downloaded_from":"2026-09-10T01:03:15.807Z","last_downloaded_at":"2026-09-10T01:04:29.503Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not 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Combinations","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2678fa6344b37bb65cf46092e490de20e3db150c86d4923df8f76c07b1d2b2f4","downloaded_from":"2026-09-10T01:23:05.700Z","last_downloaded_at":"2026-09-10T01:23:57.518Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"next":{"number":"805-40","title":"Reverse Acquisitions","topic_title":"Business Combinations","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:92f8b4555748b98b7b214c9b093b51182492764d6a6f8d18d0c90ad81f6b33b8","downloaded_from":"2026-09-10T01:24:30.047Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a8b9104b1c4e0b57839cebe03b1bd718b61b45c7a37d50a9764aa3a532f428d5","downloaded_from":"2026-09-10T01:24:00.736Z","last_downloaded_at":"2026-09-10T01:24:28.219Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-40","topic":"805","title":"Reverse Acquisitions","area":"Broad Transactions","paragraphs":39,"summary":"ASC 805-40 explains how to apply the acquisition method when the legal acquirer (the entity that issues equity, often a public shell) is the accounting acquiree and the legal subsidiary is the accounting acquirer — a reverse acquisition. The accounting acquiree must be a business, and all recognition and measurement principles of 805-10, 805-20 and 805-30 (including goodwill) apply, but consideration transferred is imputed as the number of shares the legal subsidiary would have had to issue to give the legal parent's owners their resulting ownership percentage (805-40-30-2). The consolidated statements are issued in the legal parent's name yet are a continuation of the legal subsidiary's financial statements, with the subsidiary's legal capital retroactively restated to the parent's equity structure (805-40-45-1 through 45-2).","concepts":["reverse acquisition","accounting acquirer versus legal acquirer","consideration effectively transferred","exchange ratio","noncontrolling interest at precombination carrying amount","retroactive restatement of legal capital","goodwill measurement","earnings per share restatement"],"categories":["Business combinations","Consolidation","Financial statement presentation","Earnings per share"],"level":"advanced","topic_title":"Business Combinations","sections":[{"number":"00","label":"00 Status","anchor":"00-status","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-40-00-1","para":"00-1","html":"
The following table identifies the changes made to this Subtopic.
ParagraphActionAccounting Standards UpdateDate
AcquireeAmendedAccounting Standards Update No. 2010-0701/28/2010
AcquirerAmendedAccounting Standards Update No. 2025-0305/12/2025
BusinessAmendedAccounting Standards Update No. 2017-0101/05/2017
Business CombinationAmendedAccounting Standards Update No. 2010-0701/28/2010
GoodwillAmendedAccounting Standards Update No. 2023-0508/23/2023
GoodwillAmendedAccounting Standards Update No. 2010-0701/28/2010
Variable Interest EntitySupersededAccounting Standards Update No. 2025-0305/12/2025
805-40-55-19AmendedAccounting Standards Update No. 2010-0802/02/2010
","snippet":"The following table identifies the changes made to this Subtopic.\nParagraph | Action | Accounting Standards Update | Date |\n| | | |\nAcquiree | Amended | Accounting Standards Update No. 2010-07 | 01/28/2010 |\nAcquirer | A…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c24a877126fbb341a67056c6621308eb9aaad22e3ba1a02047bfce185760c418","downloaded_from":"2026-09-10T01:24:30.047Z","last_downloaded_at":"2026-09-10T01:24:30.047Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479492","source_sha256":"6ee7417bf4df1fc754b931319657718dd54376492ac741880854944cf5d3d629"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:be0a0a9bbcada8e7036f5581ae5f675ed16d659e70f4a446f41256ec0bdfd3c3","downloaded_from":"2026-09-10T01:24:30.047Z","last_downloaded_at":"2026-09-10T01:24:30.047Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479492","source_sha256":"6ee7417bf4df1fc754b931319657718dd54376492ac741880854944cf5d3d629"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:62d6c821063f4678dbe49d960a60131e56aa7728115b01c59c66cf6450814390","downloaded_from":"2026-09-10T01:24:30.047Z","last_downloaded_at":"2026-09-10T01:24:30.047Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479492","source_sha256":"6ee7417bf4df1fc754b931319657718dd54376492ac741880854944cf5d3d629"}},{"number":"05","label":"05 Overview and Background","anchor":"05-overview-and-background","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-40-05-1","para":"05-1","html":"
This Subtopic provides incremental guidance on the application of the acquisition method (as described in paragraph 805-10-05-4) to a business combination that is a reverse acquisition.
","snippet":"This Subtopic provides incremental guidance on the application of the acquisition method (as described in paragraph 805-10-05-4) to a business combination that is a reverse acquisition.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:241709cd93fe1a5056aadeb3a6fde569f9898dbf080f79b04560ce69747d0248","downloaded_from":"2026-09-10T01:24:31.869Z","last_downloaded_at":"2026-09-10T01:24:31.869Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479461","source_sha256":"254c4490c24f18092c1c211e6c8af50428c51235463476a5858c4ad95675f7e3"}},{"citation":"805-40-05-2","para":"05-2","html":"
As one example of a reverse acquisition, a private operating entity may want to become a public entity but not want to register its equity shares. To become a public entity, the private entity will arrange for a public entity to acquire its equity interests in exchange for the equity interests of the public entity. In this situation, the public entity is the legal acquirer because it issued its equity interests, and the private entity is the legal acquiree because its equity interests were acquired. However, application of the guidance in paragraphs
805-10-55-11 through 55-15
results in identifying:
  1. a
    The public entity as the acquiree for accounting purposes (the accounting acquiree)
  2. b
    The private entity as the acquirer for accounting purposes (the accounting acquirer).
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This Subtopic follows the same Scope and Scope Exceptions as outlined in the Overall Subtopic, see Section 805-10-15, with specific transaction qualifications noted below.
","snippet":"This Subtopic follows the same Scope and Scope Exceptions as outlined in the Overall Subtopic, see Section 805-10-15, with specific transaction qualifications noted below.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:91627af90cc10d8e65e49dc0aafb202fe445a7c57374db7015f988f3a66a3beb","downloaded_from":"2026-09-10T01:24:35.452Z","last_downloaded_at":"2026-09-10T01:24:35.452Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479429","source_sha256":"ad95988ab35a8eb17e252a23219f0063b27ed2c990fa0fddb580f5c9f0b042ee"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:60f7a98497aa1a93ebc685fc1e0112844e5f8a61723e8d925a0ec9a8145cfe98","downloaded_from":"2026-09-10T01:24:35.452Z","last_downloaded_at":"2026-09-10T01:24:35.452Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479429","source_sha256":"ad95988ab35a8eb17e252a23219f0063b27ed2c990fa0fddb580f5c9f0b042ee"}},{"block":null,"heading":"Transactions","paragraphs":[{"citation":"805-40-15-2","para":"15-2","html":"
The guidance in this Subtopic applies to business combinations that are reverse acquisitions.
","snippet":"The guidance in this Subtopic applies to business combinations that are reverse acquisitions.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b5e1fd2dfe8abaab44aaed76e4f89d6c39971a994ffbefee8cab918b7b0a5a3c","downloaded_from":"2026-09-10T01:24:35.452Z","last_downloaded_at":"2026-09-10T01:24:35.452Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479429","source_sha256":"ad95988ab35a8eb17e252a23219f0063b27ed2c990fa0fddb580f5c9f0b042ee"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d3831d5c03997d1726a77d7293bddb7fe680d1da0e9be52de9c630f83539588f","downloaded_from":"2026-09-10T01:24:35.452Z","last_downloaded_at":"2026-09-10T01:24:35.452Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479429","source_sha256":"ad95988ab35a8eb17e252a23219f0063b27ed2c990fa0fddb580f5c9f0b042ee"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fe7f26435640c76527af1cd5aa8771cf0d24fd023cd8294a2ccb2349e7d0c304","downloaded_from":"2026-09-10T01:24:35.452Z","last_downloaded_at":"2026-09-10T01:24:35.452Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479429","source_sha256":"ad95988ab35a8eb17e252a23219f0063b27ed2c990fa0fddb580f5c9f0b042ee"}},{"number":"25","label":"25 Recognition","anchor":"25-recognition","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-40-25-1","para":"25-1","html":"
For a business combination transaction to be accounted for as a reverse acquisition, the accounting acquiree must meet the definition of a business. All of the recognition principles in Subtopics 805-10, 805-20, and 805-30, including the requirement to recognize goodwill, apply to a reverse acquisition.
","snippet":"For a business combination transaction to be accounted for as a reverse acquisition, the accounting acquiree must meet the definition of a business. All of the recognition principles in Subtopics 805-10, 805-20, and 805-…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:360284c635f6f2998dbf1ec5721706d3afb835905a1045aff1d97039d81adef0","downloaded_from":"2026-09-10T01:24:41.537Z","last_downloaded_at":"2026-09-10T01:24:41.537Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479375","source_sha256":"983144209cd20b967ae88e61275651ed6c9fc8924c480a28cf3527e6c52ac104"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1b132480bf3ff4ecb0eb80a2f76951268088ac8e2eff383826bfe19363c0e912","downloaded_from":"2026-09-10T01:24:41.537Z","last_downloaded_at":"2026-09-10T01:24:41.537Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479375","source_sha256":"983144209cd20b967ae88e61275651ed6c9fc8924c480a28cf3527e6c52ac104"}},{"block":null,"heading":"Noncontrolling Interest","paragraphs":[{"citation":"805-40-25-2","para":"25-2","html":"
In a reverse acquisition, some of the owners of the legal acquiree (the accounting acquirer) might not exchange their equity interests for equity interests of the legal parent (the accounting acquiree). Those owners are treated as a noncontrolling interest in the consolidated financial statements after the reverse acquisition. That is because the owners of the legal acquiree that do not exchange their equity interests for equity interests of the legal acquirer have an interest in only the results and net assets of the legal acquiree―not in the results and net assets of the combined entity. Conversely, even though the legal acquirer is the acquiree for accounting purposes, the owners of the legal acquirer have an interest in the results and net assets of the combined entity.
","snippet":"In a reverse acquisition, some of the owners of the legal acquiree (the accounting acquirer) might not exchange their equity interests for equity interests of the legal parent (the accounting acquiree). Those owners are …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:92dedb7faf8c93faa5304129ed063f53915c8646b58525866f8232d0c2c5edd5","downloaded_from":"2026-09-10T01:24:41.537Z","last_downloaded_at":"2026-09-10T01:24:41.537Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479375","source_sha256":"983144209cd20b967ae88e61275651ed6c9fc8924c480a28cf3527e6c52ac104"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6c8aecd9e5ca5300f10439268c0f77fdebb7448916f4654540b5fa9e286e0b8b","downloaded_from":"2026-09-10T01:24:41.537Z","last_downloaded_at":"2026-09-10T01:24:41.537Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479375","source_sha256":"983144209cd20b967ae88e61275651ed6c9fc8924c480a28cf3527e6c52ac104"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1a547dd0835860c09b29ad6cdcff72e8e01d632e3aec6f97143487666cc84946","downloaded_from":"2026-09-10T01:24:41.537Z","last_downloaded_at":"2026-09-10T01:24:41.537Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479375","source_sha256":"983144209cd20b967ae88e61275651ed6c9fc8924c480a28cf3527e6c52ac104"}},{"number":"30","label":"30 Initial Measurement","anchor":"30-initial-measurement","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-40-30-1","para":"30-1","html":"
All of the measurement principles applicable to business combinations in Subtopics 805-10, 805-20, and 805-30 apply to a reverse acquisition.
","snippet":"All of the measurement principles applicable to business combinations in Subtopics 805-10, 805-20, and 805-30 apply to a reverse acquisition.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5e1fc01b0b780325790939a7191f4ff56e81f5fd2a7a3a1d0d131a898d832dfb","downloaded_from":"2026-09-10T01:24:43.498Z","last_downloaded_at":"2026-09-10T01:24:43.498Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479350","source_sha256":"19050a51fbecbaa1f07d2bd6895b4024c08e0450c26d3683417f49dd2022e87d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:05a2af86d3687de0cf452f11130a0a49de530975a4c50a4f3f7f078cc6b3b83f","downloaded_from":"2026-09-10T01:24:43.498Z","last_downloaded_at":"2026-09-10T01:24:43.498Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479350","source_sha256":"19050a51fbecbaa1f07d2bd6895b4024c08e0450c26d3683417f49dd2022e87d"}},{"block":null,"heading":"Measuring the Consideration Transferred","paragraphs":[{"citation":"805-40-30-2","para":"30-2","html":"
In a reverse acquisition, the accounting acquirer usually issues no consideration for the acquiree. Instead, the accounting acquiree usually issues its equity shares to the owners of the accounting acquirer. Accordingly, the acquisition-date fair value of the consideration transferred by the accounting acquirer for its interest in the accounting acquiree is based on the number of equity interests the legal subsidiary would have had to issue to give the owners of the legal parent the same percentage equity interest in the combined entity that results from the reverse acquisition. Example 1, Case A (see paragraph 805-40-55-8) illustrates that calculation. The fair value of the number of equity interests calculated in that way can be used as the fair value of consideration transferred in exchange for the acquiree.
","snippet":"In a reverse acquisition, the accounting acquirer usually issues no consideration for the acquiree. Instead, the accounting acquiree usually issues its equity shares to the owners of the accounting acquirer. Accordingly,…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cd488fa36f654609926fd6b0355ce9afdd25931ef067ae0a449766bd60cf32ce","downloaded_from":"2026-09-10T01:24:43.498Z","last_downloaded_at":"2026-09-10T01:24:43.498Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479350","source_sha256":"19050a51fbecbaa1f07d2bd6895b4024c08e0450c26d3683417f49dd2022e87d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b2e7280d72cbb3fdc7220764a39c3f55f436d3c779a014c4340b093c1c981462","downloaded_from":"2026-09-10T01:24:43.498Z","last_downloaded_at":"2026-09-10T01:24:43.498Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479350","source_sha256":"19050a51fbecbaa1f07d2bd6895b4024c08e0450c26d3683417f49dd2022e87d"}},{"block":null,"heading":"Noncontrolling Interest","paragraphs":[{"citation":"805-40-30-3","para":"30-3","html":"
The assets and liabilities of the legal acquiree are measured and recognized in the consolidated financial statements at their precombination carrying amounts (see paragraph 805-40-45-2(a)). Therefore, in a reverse acquisition the noncontrolling interest reflects the noncontrolling shareholders' proportionate interest in the precombination carrying amounts of the legal acquiree's net assets even though the noncontrolling interests in other acquisitions are measured at their fair values at the acquisition date.
","snippet":"The assets and liabilities of the legal acquiree are measured and recognized in the consolidated financial statements at their precombination carrying amounts (see paragraph 805-40-45-2(a)). Therefore, in a reverse acqui…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:179f1ebd1c02cf11c75dbb5ab41fab988c6d447685e26b8474dac0da90184839","downloaded_from":"2026-09-10T01:24:43.498Z","last_downloaded_at":"2026-09-10T01:24:43.498Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479350","source_sha256":"19050a51fbecbaa1f07d2bd6895b4024c08e0450c26d3683417f49dd2022e87d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f869df2d0d073f2f47151139f2007772a9fde5fe3b1986d76e713cc07a948fd1","downloaded_from":"2026-09-10T01:24:43.498Z","last_downloaded_at":"2026-09-10T01:24:43.498Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479350","source_sha256":"19050a51fbecbaa1f07d2bd6895b4024c08e0450c26d3683417f49dd2022e87d"}},{"block":null,"heading":"Consolidated Financial Statements Following a Reverse Acquisition","paragraphs":[{"citation":"805-40-30-4","para":"30-4","html":"
Paragraph 805-40-45-1 provides guidance on required adjustments to the accounting acquirer's legal capital to reflect the legal capital of the legal parent (accounting acquiree) in the consolidated financial statements following a reverse acquisition.
","snippet":"Paragraph 805-40-45-1 provides guidance on required adjustments to the accounting acquirer's legal capital to reflect the legal capital of the legal parent (accounting acquiree) in the consolidated financial statements f…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6fa0b1cbbce829b7341910f625e713d69a9c2d1af4d51d4c32cf59ece37b6203","downloaded_from":"2026-09-10T01:24:43.498Z","last_downloaded_at":"2026-09-10T01:24:43.498Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479350","source_sha256":"19050a51fbecbaa1f07d2bd6895b4024c08e0450c26d3683417f49dd2022e87d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9b5628f42924d8313abe813d9351ca33a419c2cd88c0afe68db1ad1dcb5cea87","downloaded_from":"2026-09-10T01:24:43.498Z","last_downloaded_at":"2026-09-10T01:24:43.498Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479350","source_sha256":"19050a51fbecbaa1f07d2bd6895b4024c08e0450c26d3683417f49dd2022e87d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ea456696b429fd4bce70ae3bf0b86fa0d6fa3bb4b917d090a156a8c3ef1a69f3","downloaded_from":"2026-09-10T01:24:43.498Z","last_downloaded_at":"2026-09-10T01:24:43.498Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479350","source_sha256":"19050a51fbecbaa1f07d2bd6895b4024c08e0450c26d3683417f49dd2022e87d"}},{"number":"45","label":"45 Other Presentation Matters","anchor":"45-other-presentation-matters","is_sec":false,"groups":[{"block":null,"heading":"Preparation and Presentation of Consolidated Financial Statements","paragraphs":[{"citation":"805-40-45-1","para":"45-1","html":"
Consolidated financial statements prepared following a reverse acquisition are issued under the name of the legal parent (accounting acquiree) but described in the notes as a continuation of the financial statements of the legal subsidiary (accounting acquirer), with one adjustment, which is to retroactively adjust the accounting acquirer's legal capital to reflect the legal capital of the accounting acquiree. That adjustment is required to reflect the capital of the legal parent (the accounting acquiree). Comparative information presented in those consolidated financial statements also is retroactively adjusted to reflect the legal capital of the legal parent (accounting acquiree).
","snippet":"Consolidated financial statements prepared following a reverse acquisition are issued under the name of the legal parent (accounting acquiree) but described in the notes as a continuation of the financial statements of t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:97290714a24a86123bc560d8842ceb2af71a07627a522d99a2a9c866c1f9379c","downloaded_from":"2026-09-10T01:24:47.609Z","last_downloaded_at":"2026-09-10T01:24:47.609Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479326","source_sha256":"0c8543735ba7027e31de4a6bbb6582c037ec05ffef776152bceee1331ad771a3"}},{"citation":"805-40-45-2","para":"45-2","html":"
Because the consolidated financial statements represent the continuation of the financial statements of the legal subsidiary except for its capital structure, the consolidated financial statements reflect all of the following:
  1. a
    The assets and liabilities of the legal subsidiary (the accounting acquirer) recognized and measured at their precombination carrying amounts.
  2. b
    The assets and liabilities of the legal parent (the accounting acquiree) recognized and measured in accordance with the guidance in this Topic applicable to business combinations.
  3. c
    The retained earnings and other equity balances of the legal subsidiary (accounting acquirer) before the business combination.
  4. d
    The amount recognized as issued equity interests in the consolidated financial statements determined by adding the issued equity interest of the legal subsidiary (the accounting acquirer) outstanding immediately before the business combination to the fair value of the legal parent (accounting acquiree) determined in accordance with the guidance in this Topic applicable to business combinations. However, the equity structure (that is, the number and type of equity interests issued) reflects the equity structure of the legal parent (the accounting acquiree), including the equity interests the legal parent issued to effect the combination. Accordingly, the equity structure of the legal subsidiary (the accounting acquirer) is restated using the exchange ratio established in the acquisition agreement to reflect the number of shares of the legal parent (the accounting acquiree) issued in the reverse acquisition.
  5. e
    The noncontrolling interest's proportionate share of the legal subsidiary's (accounting acquirer's) precombination carrying amounts of retained earnings and other equity interests as discussed in paragraphs 805-40-25-2 and 805-40-30-3 and illustrated in Example 1, Case B (see paragraph 805-40-55-18).
","snippet":"Because the consolidated financial statements represent the continuation of the financial statements of the legal subsidiary except for its capital structure, the consolidated financial statements reflect all of the foll…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:944c70d26975b635fef6c2dc948cd6ddc12b0068a119fb43dc409d8d418f4b84","downloaded_from":"2026-09-10T01:24:47.609Z","last_downloaded_at":"2026-09-10T01:24:47.609Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479326","source_sha256":"0c8543735ba7027e31de4a6bbb6582c037ec05ffef776152bceee1331ad771a3"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8f9d855b7b66aeb92b7135a5ab8c30d63beae67ad249032a64337af99b44ef4e","downloaded_from":"2026-09-10T01:24:47.609Z","last_downloaded_at":"2026-09-10T01:24:47.609Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479326","source_sha256":"0c8543735ba7027e31de4a6bbb6582c037ec05ffef776152bceee1331ad771a3"}},{"block":null,"heading":"EPS","paragraphs":[{"citation":"805-40-45-3","para":"45-3","html":"
As noted in (d) in the preceding paragraph, the equity structure in the consolidated financial statements following a reverse acquisition reflects the equity structure of the legal acquirer (the accounting acquiree), including the equity interests issued by the legal acquirer to effect the business combination.
","snippet":"As noted in (d) in the preceding paragraph, the equity structure in the consolidated financial statements following a reverse acquisition reflects the equity structure of the legal acquirer (the accounting acquiree), inc…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:49e42d350bc12f4210449f3c72f07f22543920da0db5711a6b767d57f4798e01","downloaded_from":"2026-09-10T01:24:47.609Z","last_downloaded_at":"2026-09-10T01:24:47.609Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479326","source_sha256":"0c8543735ba7027e31de4a6bbb6582c037ec05ffef776152bceee1331ad771a3"}},{"citation":"805-40-45-4","para":"45-4","html":"
In calculating the weighted-average number of common shares outstanding (the denominator of the earnings-per-share [EPS] calculation) during the period in which the reverse acquisition occurs:
  1. a
    The number of common shares outstanding from the beginning of that period to the acquisition date shall be computed on the basis of the weighted-average number of common shares of the legal acquiree (accounting acquirer) outstanding during the period multiplied by the exchange ratio established in the merger agreement.
  2. b
    The number of common shares outstanding from the acquisition date to the end of that period shall be the actual number of common shares of the legal acquirer (the accounting acquiree) outstanding during that period.
","snippet":"In calculating the weighted-average number of common shares outstanding (the denominator of the earnings-per-share [EPS] calculation) during the period in which the reverse acquisition occurs:\n(a) The number of common sh…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:aa2329892f47178d4e24d309a79d533eb6361d2bea13de6dd893cfff015ed780","downloaded_from":"2026-09-10T01:24:47.609Z","last_downloaded_at":"2026-09-10T01:24:47.609Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479326","source_sha256":"0c8543735ba7027e31de4a6bbb6582c037ec05ffef776152bceee1331ad771a3"}},{"citation":"805-40-45-5","para":"45-5","html":"
The basic EPS for each comparative period before the acquisition date presented in the consolidated financial statements following a reverse acquisition shall be calculated by dividing (a) by (b):
  1. a
    The income of the legal acquiree attributable to common shareholders in each of those periods
  2. b
    The legal acquiree's historical weighted-average number of common shares outstanding multiplied by the exchange ratio established in the acquisition agreement.
","snippet":"The basic EPS for each comparative period before the acquisition date presented in the consolidated financial statements following a reverse acquisition shall be calculated by dividing (a) by (b):\n(a) The income of the l…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3eedbe08c276f030b61920abd5bd24f5a38d91d214b8217fed27f3d818e94c97","downloaded_from":"2026-09-10T01:24:47.609Z","last_downloaded_at":"2026-09-10T01:24:47.609Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479326","source_sha256":"0c8543735ba7027e31de4a6bbb6582c037ec05ffef776152bceee1331ad771a3"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ca82510dd8c7fd6e9a9b92945c229cd04dfc72ab339b19c64476aa9f0102e8d1","downloaded_from":"2026-09-10T01:24:47.609Z","last_downloaded_at":"2026-09-10T01:24:47.609Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479326","source_sha256":"0c8543735ba7027e31de4a6bbb6582c037ec05ffef776152bceee1331ad771a3"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:14a7c44307582955058da130ecf8e380769677bc33c2992c0edcabac3b912d75","downloaded_from":"2026-09-10T01:24:47.609Z","last_downloaded_at":"2026-09-10T01:24:47.609Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479326","source_sha256":"0c8543735ba7027e31de4a6bbb6582c037ec05ffef776152bceee1331ad771a3"}},{"number":"55","label":"55 Implementation Guidance and Illustrations","anchor":"55-implementation-guidance-and-illustrations","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-40-55-1","para":"55-1","html":"
This Section is an integral part of the requirements of this Subtopic. This Section provides illustrations that address the application of accounting requirements for business combinations to reverse acquisitions.
","snippet":"This Section is an integral part of the requirements of this Subtopic. This Section provides illustrations that address the application of accounting requirements for business combinations to reverse acquisitions.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c2ccad24e521f7de1de80bead4426f23974c733317f2e0b55803955fd3ed564c","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:864770ef7f34c2c0be9deb9fc23e9a38d23dcbae989897cc830b2fa3699e429d","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"block":null,"heading":"Illustrations","paragraphs":[{"citation":"805-40-55-2","para":"55-2","html":"
The following Cases illustrate the guidance in this Subtopic on accounting for a reverse acquisition:
  1. a
    A reverse acquisition if all the shares of the legal subsidiary are exchanged (Case A)
  2. b
    A reverse acquisition if not all of the shares of the legal subsidiary are exchanged and a noncontrolling interest results (Case B).
","snippet":"The following Cases illustrate the guidance in this Subtopic on accounting for a reverse acquisition:\n(a) A reverse acquisition if all the shares of the legal subsidiary are exchanged (Case A)\n(b) A reverse acquisition i…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:79a82aaa1ec900a4af079eed68b1e167911a9e555030ec1a3cd20c37263b4804","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-3","para":"55-3","html":"
In these Cases, Entity B, the legal subsidiary, acquires Entity A, the entity issuing equity instruments and therefore the legal parent, on September 30, 20X6. These Cases ignore the accounting for any income tax effects. Cases A and B share all of the following information and assumptions.
","snippet":"In these Cases, Entity B, the legal subsidiary, acquires Entity A, the entity issuing equity instruments and therefore the legal parent, on September 30, 20X6. These Cases ignore the accounting for any income tax effects…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7f7931aa577f53205638c7a8e38717a4ed407a7b5bffb0e7d43d5afc3948ddf0","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-4","para":"55-4","html":"
The statements of financial position of Entity A and Entity B immediately before the business combination are as follows.
","snippet":"The statements of financial position of Entity A and Entity B immediately before the business combination are as follows.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:02fb0939cad87005275cc4b7ecf15c6f89a9dd8525bff5c3a3dc293fa554c2eb","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-5","para":"55-5","html":"
On September 30, 20X6, Entity A issues 2.5 shares in exchange for each common share of Entity B. All of Entity B's shareholders exchange their shares in Entity B. Therefore, Entity A issues 150 common shares in exchange for all 60 common shares of Entity B.
","snippet":"On September 30, 20X6, Entity A issues 2.5 shares in exchange for each common share of Entity B. All of Entity B's shareholders exchange their shares in Entity B. Therefore, Entity A issues 150 common shares in exchange …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:de3931dfffb107865467a295497cafe3fa7fdf1801c84f9a7fd09c56dd82ac42","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-6","para":"55-6","html":"
The fair value of each common share of Entity B at September 30, 20X6, is $40. The quoted market price of Entity A's common shares at that date is $16.
","snippet":"The fair value of each common share of Entity B at September 30, 20X6, is $40. The quoted market price of Entity A's common shares at that date is $16.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cd0c9c14da10cd7200441b8fe9960451691cf9b6f0567f35bc8163888ef1c6d3","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-7","para":"55-7","html":"
The fair values of Entity A's identifiable assets and liabilities at September 30, 20X6, are the same as their carrying amounts, except that the fair value of Entity A's noncurrent assets at September 30, 20X6, is $1,500.
","snippet":"The fair values of Entity A's identifiable assets and liabilities at September 30, 20X6, are the same as their carrying amounts, except that the fair value of Entity A's noncurrent assets at September 30, 20X6, is $1,500…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8fa9ce1d4604aaa65b4cfbd721922852aa0973bee7a75b07a1050a78eccf9e4a","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-8","para":"55-8","html":"
This Case illustrates the accounting for a reverse acquisition if all of the shares of the legal subsidiary, the accounting acquirer, are exchanged in a business combination. The accounting illustrated in this Case includes the calculation of the fair value of the consideration transferred, the measurement of goodwill and the calculation of earnings per share (EPS).
","snippet":"This Case illustrates the accounting for a reverse acquisition if all of the shares of the legal subsidiary, the accounting acquirer, are exchanged in a business combination. The accounting illustrated in this Case inclu…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3fdcda02ad1c44812d47cafdc045c7c1d00d270741c10848df16c1a76dc45e82","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-9","para":"55-9","html":"
The calculation of the fair value of the consideration transferred follows.
","snippet":"The calculation of the fair value of the consideration transferred follows.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7df7e2a9f4de868296ab81fd92c096de5775651f606d677a4cded177876b9cb5","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-10","para":"55-10","html":"
As a result of the issuance of 150 common shares by Entity A (legal parent, accounting acquiree), Entity B's shareholders own 60 percent of the issued shares of the combined entity, that is, 150 of 250 issued shares. The remaining 40 percent are owned by Entity A's shareholders. If the business combination had taken the form of Entity B issuing additional common shares to Entity A's shareholders in exchange for their common shares in Entity A, Entity B would have had to issue 40 shares for the ratio of ownership interest in the combined entity to be the same. Entity B's shareholders would then own 60 of the 100 issued shares of Entity B—60 percent of the combined entity. As a result, the fair value of the consideration effectively transferred by Entity B and the group's interest in Entity A is $1,600 (40 shares with a per-share fair value of $40). The fair value of the consideration effectively transferred should be based on the most reliable measure. In this Case, the quoted market price of Entity A's shares provides a more reliable basis for measuring the consideration effectively transferred than the estimated fair value of the shares in Entity B, and the consideration is measured using the market price of Entity A's shares―100 shares with a per-share fair value of $16.
","snippet":"As a result of the issuance of 150 common shares by Entity A (legal parent, accounting acquiree), Entity B's shareholders own 60 percent of the issued shares of the combined entity, that is, 150 of 250 issued shares. The…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5887436a89aa80481d75236a286793d7f88bc180eaf00173c24d70e04bad9cb1","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-11","para":"55-11","html":"
Goodwill is measured as follows.
","snippet":"Goodwill is measured as follows.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f14b996eee03fad18d00816b097547307aecb6498e0a50f5faad4f15377bcb92","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-12","para":"55-12","html":"
Goodwill is measured as the excess of the fair value of the consideration effectively transferred (the group's interest in Entity A) over the net amount of Entity A's recognized identifiable assets and liabilities, as follows.
","snippet":"Goodwill is measured as the excess of the fair value of the consideration effectively transferred (the group's interest in Entity A) over the net amount of Entity A's recognized identifiable assets and liabilities, as fo…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:03216bf2f3ed21e89603776924d003bdcc42677ddc4f3cdef4e1a88aeed9cc9d","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-13","para":"55-13","html":"
The consolidated statement of financial position immediately after the business combination is as follows.
","snippet":"The consolidated statement of financial position immediately after the business combination is as follows.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4d4b9fecf57630a1fb5e8a7cddc6890e4b8737484cc7c9693109e2c07baa027f","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-14","para":"55-14","html":"
In accordance with paragraph 805-40-45-2(c) through (d), the amount recognized as issued equity interests in the consolidated financial statements ($2,200) is determined by adding the issued equity of the legal subsidiary immediately before the business combination ($600) and the fair value of the consideration effectively transferred, measured in accordance with paragraph 805-40-30-2 ($1,600). However, the equity structure appearing in the consolidated financial statements (that is, the number and type of equity interests issued) must reflect the equity structure of the legal parent, including the equity interests issued by the legal parent to effect the combination.
","snippet":"In accordance with paragraph 805-40-45-2(c) through (d), the amount recognized as issued equity interests in the consolidated financial statements ($2,200) is determined by adding the issued equity of the legal subsidiar…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a16478b60657e645a47946b2091b6d25df67f3d387f0362d34c4fb9f2cb7a9f1","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-15","para":"55-15","html":"
The calculation of EPS follows.
","snippet":"The calculation of EPS follows.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9f036e7c74783aa8e7fde2dc735b97e5caa5568547c7cbf92ce69615dc4f25cf","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-16","para":"55-16","html":"
Entity B's earnings for the annual period ended December 31, 20X5, were $600, and the consolidated earnings for the annual period ended December 31, 20X6, are $800. There was no change in the number of common shares issued by Entity B during the annual period ended December 31, 20X5, and during the period from January 1, 20X6, to the date of the reverse acquisition on September 30, 20X6. EPS for the annual period ended December 31, 20X6, is calculated as follows.
","snippet":"Entity B's earnings for the annual period ended December 31, 20X5, were $600, and the consolidated earnings for the annual period ended December 31, 20X6, are $800. There was no change in the number of common shares issu…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:28432ebaa8c1aab1dd3c39f0197483ebeba215258af2d7ca62ef2578c89442d2","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-17","para":"55-17","html":"
Restated EPS for the annual period ending December 31, 20X5, is $4.00 (calculated as the earnings of Entity B of 600 divided by the 150 common shares Entity A issued in the reverse acquisition).
","snippet":"Restated EPS for the annual period ending December 31, 20X5, is $4.00 (calculated as the earnings of Entity B of 600 divided by the 150 common shares Entity A issued in the reverse acquisition).","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:314d35b3fed2e084f524184876202b7b223594283bc41ce222782eaf1745d556","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-18","para":"55-18","html":"
This Case illustrates the accounting for a reverse acquisition if not all of the shares of the legal subsidiary, the accounting acquirer, are exchanged in a business combination and a noncontrolling interest results.
","snippet":"This Case illustrates the accounting for a reverse acquisition if not all of the shares of the legal subsidiary, the accounting acquirer, are exchanged in a business combination and a noncontrolling interest results.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:763a5d64d06659aae3f61fbd5c461515d2fe891ea312bbb1eca4917b566215e7","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-19","para":"55-19","html":"
Assume the same facts as in Case A except that only 56 of Entity B's 60 common shares are exchanged. Because Entity A issues 2.5 shares in exchange for each common share of Entity B, Entity A issues only 140 (rather than 150) shares. As a result, Entity B's shareholders own 58.3 percent of the issued shares of the combined entity (140 of 240 issued shares). The fair value of the consideration transferred for Entity A, the accounting acquiree, is calculated by assuming that the combination had been effected by Entity B's issuing additional common shares to the shareholders of Entity A in exchange for their common shares in Entity A. That is because Entity B is the accounting acquirer, and paragraphs
805-30-30-7 through 30-8
require the acquirer to measure the consideration exchanged for the accounting acquiree.
","snippet":"Assume the same facts as in Case A except that only 56 of Entity B's 60 common shares are exchanged. Because Entity A issues 2.5 shares in exchange for each common share of Entity B, Entity A issues only 140 (rather than…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9b96062c932a814c1854f63a4abcc80da9b397861fe070de18073eed91936f4b","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-20","para":"55-20","html":"
In calculating the number of shares that Entity B would have had to issue, the noncontrolling interest is ignored. The majority shareholders own 56 shares of Entity B. For that to represent a 58.3 percent equity interest, Entity B would have had to issue an additional 40 shares. The majority shareholders would then own 56 of the 96 issued shares of Entity B and, therefore, 58.3 percent of the combined entity. As a result, the fair value of the consideration transferred for Entity A, the accounting acquiree, is $1,600 (that is, 40 shares each with a fair value of $40). That is the same amount as when all 60 of Entity B's shareholders tender all 60 of its common shares for exchange. The recognized amount of the group's interest in Entity A, the accounting acquiree, does not change if some of Entity B's shareholders do not participate in the exchange.
","snippet":"In calculating the number of shares that Entity B would have had to issue, the noncontrolling interest is ignored. The majority shareholders own 56 shares of Entity B. For that to represent a 58.3 percent equity interest…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:21536bdb2f7764c51279eaffad35fcb834c3006f489b56bbc519e5edb9df93e3","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-21","para":"55-21","html":"
The noncontrolling interest is represented by the 4 shares of the total 60 shares of Entity B that are not exchanged for shares of Entity A. Therefore, the noncontrolling interest is 6.7 percent. The noncontrolling interest reflects the noncontrolling shareholders' proportionate interests in the precombination carrying amounts of the net assets of Entity B, the legal subsidiary. Therefore, the consolidated statement of financial position is adjusted to show a noncontrolling interest of 6.7 percent of the precombination carrying amounts of Entity B's net assets (that is, $134 or 6.7 percent of $2,000).
","snippet":"The noncontrolling interest is represented by the 4 shares of the total 60 shares of Entity B that are not exchanged for shares of Entity A. Therefore, the noncontrolling interest is 6.7 percent. The noncontrolling inter…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a8e35f61b300c57d5fe5bc0f1cc63bf8170e43a47e4b00d3c55e97caff4b663c","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-22","para":"55-22","html":"
The consolidated statement of financial position at September 30, 20X6, reflecting the noncontrolling interest is as follows.
","snippet":"The consolidated statement of financial position at September 30, 20X6, reflecting the noncontrolling interest is as follows.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cdcfd4aff78290e36ce99d98044a8f73ef99d3d2f03118262f5cdddcd42969a5","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}},{"citation":"805-40-55-23","para":"55-23","html":"
The noncontrolling interest of $134 has 2 components. The first component is the reclassification of the noncontrolling interest's share of the accounting acquirer's retained earnings immediately before the acquisition ($1,400 × 6.7% or $93.80). The second component represents the reclassification of the noncontrolling interest's share of the accounting acquirer's issued equity ($600 × 6.7% or $40.20).
","snippet":"The noncontrolling interest of $134 has 2 components. The first component is the reclassification of the noncontrolling interest's share of the accounting acquirer's retained earnings immediately before the acquisition (…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5936230ce080407c563381f7786001f82d408060df4648901f46d7ab8da0cac9","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3f2bb07ffacb7a6f2ea21646836eafefc97264860b3b8bb5aee296bcfd29f277","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e52b9599c120a077008d893f442eb94f656cb82cf8822c972ce15d8a6b5c5ead","downloaded_from":"2026-09-10T01:24:49.395Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479299","source_sha256":"afd2593dd7214d07b1439d8f4d5f209286ae2a7b11280485e321edfdf8867a9d"}}],"enrichment":{"summary":"ASC 805-40 explains how to apply the acquisition method when the legal acquirer (the entity that issues equity, often a public shell) is the accounting acquiree and the legal subsidiary is the accounting acquirer — a reverse acquisition. The accounting acquiree must be a business, and all recognition and measurement principles of 805-10, 805-20 and 805-30 (including goodwill) apply, but consideration transferred is imputed as the number of shares the legal subsidiary would have had to issue to give the legal parent's owners their resulting ownership percentage (805-40-30-2). The consolidated statements are issued in the legal parent's name yet are a continuation of the legal subsidiary's financial statements, with the subsidiary's legal capital retroactively restated to the parent's equity structure (805-40-45-1 through 45-2).","key_points":["A transaction is accounted for as a reverse acquisition only if the accounting acquiree meets the definition of a business, and all recognition principles of 805-10, 805-20 and 805-30 — including recognizing goodwill — apply (805-40-25-1).","The acquisition-date fair value of consideration transferred is based on the number of equity interests the legal subsidiary would hypothetically have had to issue to give the legal parent's owners the same percentage interest in the combined entity, measured using the most reliable measure of fair value (805-40-30-2; 805-40-55-10).","The legal subsidiary's (accounting acquirer's) assets, liabilities, retained earnings and other equity are carried at precombination carrying amounts, while the legal parent's (accounting acquiree's) assets and liabilities are recognized and measured under the acquisition method (805-40-45-2(a)-(c)).","Owners of the legal acquiree who do not exchange their shares become a noncontrolling interest, measured at their proportionate share of the legal subsidiary's precombination carrying amounts rather than fair value (805-40-25-2; 805-40-30-3; 805-40-45-2(e)).","Issued equity in the consolidated balance sheet equals the accounting acquirer's precombination issued equity plus the fair value of consideration effectively transferred, but the number and type of shares reflect the legal parent's equity structure, with comparatives retroactively adjusted (805-40-45-1; 45-2(d); 45-3; illustrated at 805-40-55-14).","For EPS, weighted-average shares before the acquisition date are the accounting acquirer's historical weighted-average shares multiplied by the exchange ratio, and actual legal acquirer shares thereafter; prior comparative-period EPS uses the accounting acquirer's income over its restated share count (805-40-45-4; 45-5)."],"categories":["Business combinations","Consolidation","Financial statement presentation","Earnings per share"],"audience_level":"advanced","student_note":"Reverse acquisitions are the standard accounting model for private companies going public via a shell or SPAC merger, so exam questions focus on identifying the accounting acquirer and computing imputed consideration and goodwill. The most common misunderstanding is thinking the noncontrolling interest is measured at fair value — here it is the NCI's share of the legal subsidiary's precombination carrying amounts (805-40-30-3).","related_topics":["805-10","805-20","805-30","810-10","260-10","805-50"],"key_concepts":["reverse acquisition","accounting acquirer versus legal acquirer","consideration effectively transferred","exchange ratio","noncontrolling interest at precombination carrying amount","retroactive restatement of legal capital","goodwill measurement","earnings per share restatement"],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:115017afbb232ab986162d367c101905e7361ce6285d992dc6fbe32d2fbb084c","downloaded_from":"2026-09-10T01:24:30.047Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"related":[{"number":"805-30","title":"Goodwill or Gain from Bargain Purchase, Including Consideration Transferred","topic_title":"Business Combinations","score":0.7982,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a005c42421ffeb983c7b7feacbe92081b7db42d85be48c0592ba0ff78bb620b0","downloaded_from":"2026-09-10T01:24:00.736Z","last_downloaded_at":"2026-09-10T01:24:28.219Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-50","title":"Related Issues","topic_title":"Business Combinations","score":0.7729,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a66b4f11596b7ea5c34f009635f8090add56970e9881318eccb00e16185c3733","downloaded_from":"2026-09-10T01:24:51.500Z","last_downloaded_at":"2026-09-10T01:25:42.308Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"740-805","title":"Business Combinations","topic_title":"Income Taxes","score":0.7674,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b33f27cd7dd866628230d1dff6bcfad07c17ba02a32509f15be3121dea4e0798","downloaded_from":"2026-09-10T01:18:07.776Z","last_downloaded_at":"2026-09-10T01:18:34.477Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-60","title":"Joint Venture Formations","topic_title":"Business Combinations","score":0.7196,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7f5e5fb13062f91d6cc3455cf382e9119b7b3aca0069ebdaf09d47e0aaf6e8d3","downloaded_from":"2026-09-10T01:25:44.706Z","last_downloaded_at":"2026-09-10T01:26:14.808Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"610-20","title":"Gains and Losses from the Derecognition of Nonfinancial Assets","topic_title":"Other Income","score":0.719,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e6327c73a4cea0d3fae2a8bf06623e3ec25b72fcdd84f1b5959a1f53c104f1da","downloaded_from":"2026-09-10T00:54:49.448Z","last_downloaded_at":"2026-09-10T00:55:14.020Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"505-30","title":"Treasury Stock","topic_title":"Equity","score":0.7155,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6731188df5c84ac63981ce52ad42cd1d5d04ae62897313fcdd384f89baa9d12d","downloaded_from":"2026-09-10T00:38:00.623Z","last_downloaded_at":"2026-09-10T00:38:31.570Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}}],"prev":{"number":"805-30","title":"Goodwill or Gain from Bargain Purchase, Including Consideration Transferred","topic_title":"Business Combinations","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a1af6c75e3ff27cee22cd5bde4efb6acb5abc36a2cb3519776d7da566d1d40a6","downloaded_from":"2026-09-10T01:24:00.736Z","last_downloaded_at":"2026-09-10T01:24:28.219Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"next":{"number":"805-50","title":"Related Issues","topic_title":"Business Combinations","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1fe3368f51687fde64d69ee286cca3b0444ffda3cbb06acc86201b0182fd9fd7","downloaded_from":"2026-09-10T01:24:51.500Z","last_downloaded_at":"2026-09-10T01:25:42.308Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2e9a764c752939d934d2c751be2ce0f80f2feabdf6554403eed66f0b69208261","downloaded_from":"2026-09-10T01:24:30.047Z","last_downloaded_at":"2026-09-10T01:24:49.395Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-50","topic":"805","title":"Related Issues","area":"Broad Transactions","paragraphs":71,"summary":"ASC 805-50 collects the transactions that fall outside the acquisition method of Topic 805: asset acquisitions that are not businesses, transfers between entities under common control, formation of master limited partnerships, and pushdown accounting. Asset acquisitions are recorded at cost (including transaction costs) and allocated to the individual assets on a relative fair value basis with no goodwill; common-control transfers are recorded by the receiving entity at the transferor's (or parent's) carrying amounts with retrospective presentation for periods under common control. Pushdown accounting is an optional, irrevocable election by an acquiree to reflect the acquirer's new basis in its separate financial statements.","concepts":["asset acquisition","relative fair value allocation","common control transaction","carryover basis","pushdown accounting","change-in-control event","master limited partnership","bargain purchase gain to apic"],"categories":["Business combinations","Initial measurement","Presentation","Consolidation"],"level":"intermediate","topic_title":"Business Combinations","sections":[{"number":"00","label":"00 Status","anchor":"00-status","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-50-00-1","para":"00-1","html":"
The following table identifies the changes made to this Subtopic.
ParagraphActionAccounting Standards UpdateDate
AcquireeAmendedAccounting Standards Update No. 2010-0701/28/2010
AcquirerAmendedAccounting Standards Update No. 2025-0305/12/2025
BusinessAmendedAccounting Standards Update No. 2017-0101/05/2017
Business CombinationAmendedAccounting Standards Update No. 2010-0701/28/2010
Change in Accounting PrincipleAddedAccounting Standards Update No. 2014-1711/18/2014
Conduit Debt SecuritiesAddedAccounting Standards Update No. 2014-1711/18/2014
Control (3rd def.)AddedAccounting Standards Update No. 2014-1711/18/2014
Corporate Joint VentureAddedAccounting Standards Update No. 2023-0508/23/2023
DropdownAmendedAccounting Standards Update No. 2015-0604/30/2015
Equity InterestsAmendedAccounting Standards Update No. 2010-0701/28/2010
Financial Statements Are Available to Be IssuedAddedAccounting Standards Update No. 2014-1711/18/2014
Financial Statements Are IssuedAddedAccounting Standards Update No. 2014-1711/18/2014
GoodwillAmendedAccounting Standards Update No. 2023-0508/23/2023
GoodwillAmendedAccounting Standards Update No. 2010-0701/28/2010
In Substance Nonfinancial AssetAddedAccounting Standards Update No. 2017-0502/22/2017
Joint VentureAddedAccounting Standards Update No. 2023-0508/23/2023
Not-for-Profit EntityAddedAccounting Standards Update No. 2010-0701/28/2010
Primary BeneficiaryAddedAccounting Standards Update No. 2025-0305/12/2025
Pushdown AccountingAmendedAccounting Standards Update No. 2014-1711/18/2014
Securities and Exchange Commission (SEC) FilerAddedAccounting Standards Update No. 2014-1711/18/2014
805-50-05-1SupersededAccounting Standards Update No. 2014-1711/18/2014
805-50-05-2AmendedAccounting Standards Update No. 2014-1711/18/2014
805-50-05-6AmendedAccounting Standards Update No. 2014-1711/18/2014
805-50-05-7AmendedAccounting Standards Update No. 2014-1711/18/2014
805-50-05-8SupersededAccounting Standards Update No. 2014-1711/18/2014
805-50-05-9AddedAccounting Standards Update No. 2014-1711/18/2014
805-50-15-4AAddedAccounting Standards Update No. 2023-0508/23/2023
805-50-15-6AmendedAccounting Standards Update No. 2010-0701/28/2010
805-50-15-6BAddedAccounting Standards Update No. 2010-0701/28/2010
805-50-15-7AmendedAccounting Standards Update No. 2014-1711/18/2014
805-50-15-8SupersededAccounting Standards Update No. 2014-1711/18/2014
805-50-15-9SupersededAccounting Standards Update No. 2014-1711/18/2014
805-50-15-10AddedAccounting Standards Update No. 2014-1711/18/2014
805-50-15-11AddedAccounting Standards Update No. 2014-1711/18/2014
805-50-25-1AmendedMaintenance Update 2021-09 (PDF)08/20/2021
805-50-25-1AmendedAccounting Standards Update No. 2017-0502/22/2017
805-50-25-3SupersededAccounting Standards Update No. 2014-1711/18/2014
805-50-25-4 through 25-9
AddedAccounting Standards Update No. 2014-1711/18/2014
805-50-25-5AmendedAccounting Standards Update No. 2025-0305/12/2025
805-50-30-1 through 30-3
AmendedAccounting Standards Update No. 2010-0802/02/2010
805-50-30-1AmendedAccounting Standards Update No. 2017-0502/22/2017
805-50-30-2AmendedAccounting Standards Update No. 2017-0502/22/2017
805-50-30-10 through 30-12
AddedAccounting Standards Update No. 2014-1711/18/2014
805-50-35-2AddedAccounting Standards Update No. 2014-1711/18/2014
805-50-50-5AddedAccounting Standards Update No. 2014-1711/18/2014
805-50-50-6AddedAccounting Standards Update No. 2014-1711/18/2014
805-50-55-1AddedAccounting Standards Update No. 2010-0802/02/2010
805-50-65-1AddedAccounting Standards Update No. 2014-1711/18/2014
","snippet":"The following table identifies the changes made to this Subtopic.\nParagraph | Action | Accounting Standards Update | Date |\n| | | |\nAcquiree | Amended | Accounting Standards Update No. 2010-07 | 01/28/2010 |\nAcquirer | A…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e189ff4d806cdbb936d0ba21a4f00646b950979023076e18a00ffb06947fd688","downloaded_from":"2026-09-10T01:24:51.500Z","last_downloaded_at":"2026-09-10T01:24:51.500Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479274","source_sha256":"532e923c47d24657a443c1f4cb68ffb1c88ee949dd2e42ab99ced018c41fb92d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:266e7b10dcbc90cf9a2cb4f925eccd9adf231a86231274065f76caed2492001d","downloaded_from":"2026-09-10T01:24:51.500Z","last_downloaded_at":"2026-09-10T01:24:51.500Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479274","source_sha256":"532e923c47d24657a443c1f4cb68ffb1c88ee949dd2e42ab99ced018c41fb92d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a5503b1bce32bc3c257419e3324de9d4475066ba68bdf78e493b9660706905d8","downloaded_from":"2026-09-10T01:24:51.500Z","last_downloaded_at":"2026-09-10T01:24:51.500Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479274","source_sha256":"532e923c47d24657a443c1f4cb68ffb1c88ee949dd2e42ab99ced018c41fb92d"}},{"number":"05","label":"05 Overview and Background","anchor":"05-overview-and-background","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-50-05-1","para":"05-1","html":"
Paragraph superseded by Accounting Standards Update No. 2014-17.
","snippet":"Paragraph superseded by Accounting Standards Update No. 2014-17.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0080fda9d49a92d0cf4c4ba5dd0c37a3181ac2174800e0c6e5eac0cf37e6fb2e","downloaded_from":"2026-09-10T01:24:54.543Z","last_downloaded_at":"2026-09-10T01:24:54.543Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480153","source_sha256":"859920b6df964dca5bfef47afb006e693518c2592f99bea9d9327dbc55778252"}},{"citation":"805-50-05-2","para":"05-2","html":"
This Subtopic presents guidance in the following Subsections:
  1. a
    General
  2. b
    Acquisition of Assets Rather than a Business
  3. c
    Transactions Between Entities Under Common Control
  4. d
    Formation of a Master Limited Partnership
  5. e
    Pushdown Accounting.
","snippet":"This Subtopic presents guidance in the following Subsections:\n(a) General\n(b) Acquisition of Assets Rather than a Business\n(c) Transactions Between Entities Under Common Control\n(d) Formation of a Master Limited Partners…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4912364bb70129a63fee26a476bcfaf1d3d4ddeb431094d871c907af1322cf14","downloaded_from":"2026-09-10T01:24:54.543Z","last_downloaded_at":"2026-09-10T01:24:54.543Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480153","source_sha256":"859920b6df964dca5bfef47afb006e693518c2592f99bea9d9327dbc55778252"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0f929ca487e975e9915df4d9840af8478a6402352f93de5c4f8726f8cf1ea43b","downloaded_from":"2026-09-10T01:24:54.543Z","last_downloaded_at":"2026-09-10T01:24:54.543Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480153","source_sha256":"859920b6df964dca5bfef47afb006e693518c2592f99bea9d9327dbc55778252"}},{"block":"Acquisition of Assets Rather than a Business","heading":null,"paragraphs":[{"citation":"805-50-05-3","para":"05-3","html":"
The Acquisition of Assets Rather than a Business Subsections address a transaction in which the assets acquired and liabilities assumed do not constitute a business and require such a transaction to be accounted for as an asset acquisition. However, these Subsections do not provide guidance for the primary beneficiary of a variable interest entity (VIE) if the VIE does not constitute a business.
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As noted in paragraph 805-10-15-4(c), the guidance related to business combinations does not apply to combinations between entities or businesses under common control.
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Some transfers of net assets or exchanges of shares between entities under common control result in a change in the reporting entity. In practice, the method that many entities have used to account for those transactions is similar to the pooling-of-interests method. The Transactions Between Entities Under Common Control Subsections provide guidance on preparing financial statements and related disclosures for the entity that receives the net assets.
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The Formation of a Master Limited Partnership Subsections provide guidance on when a new basis of accounting may be recorded for the assets and liabilities of a master limited partnership.
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Master limited partnerships are partnerships in which interests are publicly traded. Most master limited partnerships are formed from assets in existing businesses. Typically, the general partner of the master limited partnership is affiliated with the existing business (that is, the master limited partnership is usually operated as an extension of or complementary to the business of the general partner). The purposes for forming a master limited partnership vary. They can be formed to realize the value of undervalued assets, to pass income and tax-deductible losses directly through to owners, to raise capital, to combine several existing partnerships, or as a vehicle to enable entities to sell, spin off, or liquidate existing operations. A master limited partnership may be created in a variety of ways. Whether a particular transaction is a business combination that should be accounted for using the acquisition method or a transaction between entities under common control can be determined only after a careful analysis of all facts and circumstances. The Formation of a Master Limited Partnership Subsections identify specific transactions involving master limited partnerships and provide guidance on whether a new basis of accounting is appropriate.
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Paragraph superseded by Accounting Standards Update No. 2014-17.
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The guidance in the Pushdown Accounting Subsections addresses whether and at what threshold an acquiree that is a business or nonprofit activity can apply pushdown accounting in its separate financial statements.
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This Subtopic has its own discrete scope, which is separate and distinct from the pervasive scope for this Topic as outlined in Section 805-10-15.
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The guidance in the Acquisition of Assets Rather than a Business Subsections applies to all entities.
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The guidance in the Acquisition of Assets Rather than a Business Subsections applies to a transaction or event in which assets acquired and liabilities assumed do not constitute a business.
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The guidance in the Acquisition of Assets Rather than a Business Subsections does not apply to the initial measurement and recognition by a primary beneficiary of the assets and liabilities of a variable interest entity (VIE) when the VIE does not constitute a business. Guidance for such a VIE is provided in Section 810-10-30.
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The guidance in the Acquisition of Assets Rather than a Business Subsections does not apply to the initial measurement and recognition of assets and liabilities by a joint venture upon formation. Guidance for joint venture formations is provided in Subtopic 805-60.
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The guidance in the Transactions between Entities under Common Control Subsections applies to all entities.
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The guidance in the Transactions between Entities under Common Control Subsections applies to combinations between entities or businesses under common control. The following are examples of those types of transactions:
  1. a
    An entity charters a newly formed entity and then transfers some or all of its net assets to that newly chartered entity.
  2. b
    A parent transfers the net assets of a wholly owned subsidiary into the parent and liquidates the subsidiary. That transaction is a change in legal organization but not a change in the reporting entity.
  3. c
    A parent transfers its controlling interest in several partially owned subsidiaries to a new wholly owned subsidiary. That also is a change in legal organization but not in the reporting entity.
  4. d
    A parent exchanges its ownership interests or the net assets of a wholly owned subsidiary for additional shares issued by the parent's less-than-wholly-owned subsidiary, thereby increasing the parent's percentage of ownership in the less-than-wholly-owned subsidiary but leaving all of the existing noncontrolling interest outstanding.
  5. e
    A parent's less-than-wholly-owned subsidiary issues its shares in exchange for shares of another subsidiary previously owned by the same parent, and the noncontrolling shareholders are not party to the exchange. That is not a business combination from the perspective of the parent.
  6. f
    A limited liability company is formed by combining entities under common control.
  7. g
    Two or more not-for-profit entities (NFPs) that are effectively controlled by the same board members transfer their net assets to a new entity, dissolve the former entities, and appoint the same board members to the newly combined entity.
","snippet":"The guidance in the Transactions between Entities under Common Control Subsections applies to combinations between entities or businesses under common control. The following are examples of those types of transactions:\n(…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:66254042f13e66fbd2b858648f63add079decd67240b658b2f7115a305aa3b73","downloaded_from":"2026-09-10T01:24:58.341Z","last_downloaded_at":"2026-09-10T01:24:58.341Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480123","source_sha256":"27d2a6fceb7a24f132678ae380dcbf6f8963ab7e5c9eaf1ec9df727784054328"}},{"citation":"805-50-15-6A","para":"15-6A","html":"
The guidance in the Transactions between Entities under Common Control Subsections does not apply to the initial measurement by a primary beneficiary of the assets, liabilities, and noncontrolling interests of a VIE if the primary beneficiary of a VIE and the VIE are under common control. Guidance for such a VIE is provided in Section 810-10-30.
","snippet":"The guidance in the Transactions between Entities under Common Control Subsections does not apply to the initial measurement by a primary beneficiary of the assets, liabilities, and noncontrolling interests of a VIE if t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:66662f7b39af560f92e320d010e307e0442beabc0d5295a84581e7b0e0dbe6d9","downloaded_from":"2026-09-10T01:24:58.341Z","last_downloaded_at":"2026-09-10T01:24:58.341Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480123","source_sha256":"27d2a6fceb7a24f132678ae380dcbf6f8963ab7e5c9eaf1ec9df727784054328"}},{"citation":"805-50-15-6B","para":"15-6B","html":"
Mergers and acquisitions between or among two or more NFPs, all of which benefit a particular group of citizens, shall not be considered common control transactions solely because those entities benefit a particular group. The mission, operations, and historical sources of support of two or more NFPs may be closely linked to benefiting a particular group of citizens. However, that group neither owns nor controls the NFPs.
","snippet":"Mergers and acquisitions between or among two or more NFPs, all of which benefit a particular group of citizens, shall not be considered common control transactions solely because those entities benefit a particular grou…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:af14f3450563151f2deba73b65ce56afe819b88adaa1facf5c32c80f41c969d5","downloaded_from":"2026-09-10T01:24:58.341Z","last_downloaded_at":"2026-09-10T01:24:58.341Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480123","source_sha256":"27d2a6fceb7a24f132678ae380dcbf6f8963ab7e5c9eaf1ec9df727784054328"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:269c5519785eb7f3c0f64112b20474308f2f2e8857d2c3d6a18cbb85f678f89e","downloaded_from":"2026-09-10T01:24:58.341Z","last_downloaded_at":"2026-09-10T01:24:58.341Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480123","source_sha256":"27d2a6fceb7a24f132678ae380dcbf6f8963ab7e5c9eaf1ec9df727784054328"}},{"block":"Formation of a Master Limited Partnership","heading":"Entities","paragraphs":[{"citation":"805-50-15-7","para":"15-7","html":"
The guidance in the Formation of a Master Limited Partnership Subsections applies to a publicly traded master limited partnership formed from assets of existing businesses. Paragraph 805-50-05-7 explains that, typically, the general partner of the master limited partnership is affiliated with the existing business.
","snippet":"The guidance in the Formation of a Master Limited Partnership Subsections applies to a publicly traded master limited partnership formed from assets of existing businesses. Paragraph 805-50-05-7 explains that, typically,…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:12c8a1a323567c7c1ce1f43b9ef9f33378d51b085e86fc564ddc7f979af7a669","downloaded_from":"2026-09-10T01:24:58.341Z","last_downloaded_at":"2026-09-10T01:24:58.341Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480123","source_sha256":"27d2a6fceb7a24f132678ae380dcbf6f8963ab7e5c9eaf1ec9df727784054328"}},{"citation":"805-50-15-8","para":"15-8","html":"
Paragraph superseded by Accounting Standards Update No. 2014-17.
","snippet":"Paragraph superseded by Accounting Standards Update No. 2014-17.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5a7e3c7898a0ef3193626178f7a6197ac038f9cb3093f49486405e602c10b890","downloaded_from":"2026-09-10T01:24:58.341Z","last_downloaded_at":"2026-09-10T01:24:58.341Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480123","source_sha256":"27d2a6fceb7a24f132678ae380dcbf6f8963ab7e5c9eaf1ec9df727784054328"}},{"citation":"805-50-15-9","para":"15-9","html":"
Paragraph superseded by Accounting Standards Update No. 2014-17.
","snippet":"Paragraph superseded by Accounting Standards Update No. 2014-17.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:38e978d04d991c76cfef85b716d372a3e7ff1665c9f759194f347dc8fcb08505","downloaded_from":"2026-09-10T01:24:58.341Z","last_downloaded_at":"2026-09-10T01:24:58.341Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480123","source_sha256":"27d2a6fceb7a24f132678ae380dcbf6f8963ab7e5c9eaf1ec9df727784054328"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fdc87847e5e45c4fb5d8b9f9db457b36cd93b575dc041a29a2a8a69384b683ef","downloaded_from":"2026-09-10T01:24:58.341Z","last_downloaded_at":"2026-09-10T01:24:58.341Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480123","source_sha256":"27d2a6fceb7a24f132678ae380dcbf6f8963ab7e5c9eaf1ec9df727784054328"}},{"block":"Pushdown Accounting","heading":"Entities","paragraphs":[{"citation":"805-50-15-10","para":"15-10","html":"
The guidance in the Pushdown Accounting Subsections applies to the separate financial statements of an acquiree and its subsidiaries.
","snippet":"The guidance in the Pushdown Accounting Subsections applies to the separate financial statements of an acquiree and its subsidiaries.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c1e69b80be6c02001813ab60ec6f68e42184e2f9e7143671d4cb7c535d05ab9e","downloaded_from":"2026-09-10T01:24:58.341Z","last_downloaded_at":"2026-09-10T01:24:58.341Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480123","source_sha256":"27d2a6fceb7a24f132678ae380dcbf6f8963ab7e5c9eaf1ec9df727784054328"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5e0a05390dbe6b4d1eaa9b50dcebd4e1253ac0d7caafe28ef13cbe75030c63ee","downloaded_from":"2026-09-10T01:24:58.341Z","last_downloaded_at":"2026-09-10T01:24:58.341Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480123","source_sha256":"27d2a6fceb7a24f132678ae380dcbf6f8963ab7e5c9eaf1ec9df727784054328"}},{"block":"Pushdown Accounting","heading":"Transactions","paragraphs":[{"citation":"805-50-15-11","para":"15-11","html":"
The guidance in the Pushdown Accounting Subsections does not apply to transactions in paragraph 805-10-15-4.
","snippet":"The guidance in the Pushdown Accounting Subsections does not apply to transactions in paragraph 805-10-15-4.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2cb130dc6c02e92f738526d1e4607f6bca4f8d3b8b002e1587fa3a75fbf54e76","downloaded_from":"2026-09-10T01:24:58.341Z","last_downloaded_at":"2026-09-10T01:24:58.341Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480123","source_sha256":"27d2a6fceb7a24f132678ae380dcbf6f8963ab7e5c9eaf1ec9df727784054328"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7e8e60221de204c72ca2632f416d863d21bd4c3724c037d8a414e9e023f41bc8","downloaded_from":"2026-09-10T01:24:58.341Z","last_downloaded_at":"2026-09-10T01:24:58.341Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480123","source_sha256":"27d2a6fceb7a24f132678ae380dcbf6f8963ab7e5c9eaf1ec9df727784054328"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cb506faa8b1bcfbc0f0e271531c8885578bca1545a8e2ce2d1deafb6dd4f463e","downloaded_from":"2026-09-10T01:24:58.341Z","last_downloaded_at":"2026-09-10T01:24:58.341Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480123","source_sha256":"27d2a6fceb7a24f132678ae380dcbf6f8963ab7e5c9eaf1ec9df727784054328"}},{"number":"25","label":"25 Recognition","anchor":"25-recognition","is_sec":false,"groups":[{"block":"Acquisition of Assets Rather than a Business","heading":"Acquisition Date Recognition of Consideration Exchanged","paragraphs":[{"citation":"805-50-25-1","para":"25-1","html":"
Assets commonly are acquired in exchange transactions that trigger the initial recognition of the assets acquired and any liabilities assumed. If the consideration given in exchange for the assets (or net assets) acquired is in the form of assets surrendered (such as cash), the assets surrendered shall be derecognized at the date of acquisition. If the consideration given is in the form of liabilities incurred or equity interests issued, the liabilities incurred and equity interests issued shall be initially recognized at the date of acquisition. However, if the assets surrendered are nonfinancial assets or in substance nonfinancial assets within the scope of Subtopic 610-20 on gains and losses from the derecognition of nonfinancial assets, the assets surrendered shall be derecognized in accordance with the guidance in Subtopic 610-20 and the assets acquired shall be treated as noncash consideration in accordance with Subtopic 610-20.
","snippet":"Assets commonly are acquired in exchange transactions that trigger the initial recognition of the assets acquired and any liabilities assumed. If the consideration given in exchange for the assets (or net assets) acquire…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cc24a04fa071efe3928191932f199493a67af4f2dd4646f0dff802dbf9d86294","downloaded_from":"2026-09-10T01:25:03.250Z","last_downloaded_at":"2026-09-10T01:25:03.250Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480060","source_sha256":"f8c4d45e9e6edb02e973145618fe65daae385465b1d78d9249df8bb4e377f0d1"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3ce4cc048d9760a97b104e1c904771edeb38c62689e1a4e85060c7ee057d86c4","downloaded_from":"2026-09-10T01:25:03.250Z","last_downloaded_at":"2026-09-10T01:25:03.250Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480060","source_sha256":"f8c4d45e9e6edb02e973145618fe65daae385465b1d78d9249df8bb4e377f0d1"}},{"block":"Transactions between Entities under Common Control","heading":"Transfer Date Recognition","paragraphs":[{"citation":"805-50-25-2","para":"25-2","html":"
When accounting for a transfer of assets or exchange of shares between entities under common control, the entity that receives the net assets or the equity interests shall initially recognize the assets and liabilities transferred at the date of transfer. See the Transactions between Entities under Common Control Subsection of Section 805-50-45 for guidance on the presentation of financial statements for the period of transfer and comparative financial statements for prior years.
","snippet":"When accounting for a transfer of assets or exchange of shares between entities under common control, the entity that receives the net assets or the equity interests shall initially recognize the assets and liabilities t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:53d6e1055dd3106fd15c7939c08c0e891e1e5ed44cf44a8dbe7b8c5061d3fc5d","downloaded_from":"2026-09-10T01:25:03.250Z","last_downloaded_at":"2026-09-10T01:25:03.250Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480060","source_sha256":"f8c4d45e9e6edb02e973145618fe65daae385465b1d78d9249df8bb4e377f0d1"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6cc3c21449d684b23fde1c2bdf3fbd58617955dfa157d55e91d622fbe15c09e3","downloaded_from":"2026-09-10T01:25:03.250Z","last_downloaded_at":"2026-09-10T01:25:03.250Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480060","source_sha256":"f8c4d45e9e6edb02e973145618fe65daae385465b1d78d9249df8bb4e377f0d1"}},{"block":"New Basis of Accounting (Pushdown)","heading":null,"paragraphs":[{"citation":"805-50-25-3","para":"25-3","html":"
Paragraph superseded by Accounting Standards Update No. 2014-17.
","snippet":"Paragraph superseded by Accounting Standards Update No. 2014-17.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:47d27be4212a3c0f96d2c02c3771981fc09fc43e898deffd426f90479d52e19a","downloaded_from":"2026-09-10T01:25:03.250Z","last_downloaded_at":"2026-09-10T01:25:03.250Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480060","source_sha256":"f8c4d45e9e6edb02e973145618fe65daae385465b1d78d9249df8bb4e377f0d1"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:be55958e3871b6fb8091fb04bba08ee52e6883e6ac2ab3aa234dabbc3b438263","downloaded_from":"2026-09-10T01:25:03.250Z","last_downloaded_at":"2026-09-10T01:25:03.250Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480060","source_sha256":"f8c4d45e9e6edb02e973145618fe65daae385465b1d78d9249df8bb4e377f0d1"}},{"block":"Pushdown Accounting","heading":null,"paragraphs":[{"citation":"805-50-25-4","para":"25-4","html":"
An acquiree shall have the option to apply pushdown accounting in its separate financial statements when an acquirer—an entity or individual—obtains control of the acquiree. An acquirer might obtain control of an acquiree in a variety of ways, including any of the following:
  1. a
    By transferring cash or other assets
  2. b
    By incurring liabilities
  3. c
    By issuing equity interests
  4. d
    By providing more than one type of consideration
  5. e
    Without transferring consideration, including by contract alone as discussed in paragraph 805-10-25-11.
","snippet":"An acquiree shall have the option to apply pushdown accounting in its separate financial statements when an acquirer—an entity or individual—obtains control of the acquiree. An acquirer might obtain control of an acquire…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:744ba7a92554d336a3af59548149e1a29fb8cc8434ef949df1ddfdfa188f4072","downloaded_from":"2026-09-10T01:25:03.250Z","last_downloaded_at":"2026-09-10T01:25:03.250Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480060","source_sha256":"f8c4d45e9e6edb02e973145618fe65daae385465b1d78d9249df8bb4e377f0d1"}},{"citation":"805-50-25-5","para":"25-5","html":"
The guidance in the General Subsections of Subtopic 810-10 on consolidation, related to determining the existence of a controlling financial interest shall be used to identify the acquirer. If a business combination has occurred but applying that guidance does not clearly indicate which of the combining entities is the acquirer, the factors in paragraphs
805-10-55-11 through 55-15
shall be considered in identifying the acquirer. However, if the acquiree is a variable interest entity (VIE), the primary beneficiary of the acquiree always is the acquirer. The determination of which party, if any, is the primary beneficiary of a VIE shall be made in accordance with the guidance in the Variable Interest Entities Subsections of Subtopic 810-10, not by applying the guidance in the General Subsections of that Subtopic relating to a controlling financial interest or the guidance in paragraphs
805-10-55-11 through 55-15
.
Transition date:(P) December 16, 2026; (N) December 16, 2026Transition guidance:
805-10-65-5The guidance in the General Subsections of Subtopic 810-10 on consolidation, related to determining the existence of a controlling financial interest shall be used to identify the acquirer. If a business combination has occurred but applying that guidance does not clearly indicate which of the combining entities is the acquirer, the factors in paragraphs
805-10-55-11 through 55-15
shall be considered in identifying the acquirer. However, if the acquiree is a variable interest entity (VIE), the primary beneficiary of the acquiree is the acquirer unless the business combination is effected primarily by exchanging equity interests. The determination of which party, if any, is the primary beneficiary of a VIE shall be made in accordance with the guidance in the Variable Interest Entities Subsections of Subtopic 810-10, not by applying the guidance in the General Subsections of that Subtopic relating to a controlling financial interest or the guidance in paragraphs
805-10-55-11 through 55-15
. For a business combination that is effected primarily by exchanging equity interests in which a VIE is acquired, the factors in paragraphs
805-10-55-12 through 55-15
shall be considered in determining which entity is the accounting acquirer.
","snippet":"The guidance in the General Subsections of Subtopic 810-10 on consolidation, related to determining the existence of a controlling financial interest shall be used to identify the acquirer. If a business combination has …","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:08b02abfea573a56f1f9c5a6309d4c337d34062e91c1139baa841c5b2dd47d48","downloaded_from":"2026-09-10T01:25:03.250Z","last_downloaded_at":"2026-09-10T01:25:03.250Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480060","source_sha256":"f8c4d45e9e6edb02e973145618fe65daae385465b1d78d9249df8bb4e377f0d1"}},{"citation":"805-50-25-6","para":"25-6","html":"
The option to apply pushdown accounting may be elected each time there is a change-in-control event in which an acquirer obtains control of the acquiree. An acquiree shall make an election to apply pushdown accounting before the financial statements are issued (for a Securities and Exchange Commission (SEC) filer and a conduit bond obligor for conduit debt securities that are traded in a public market) or the financial statements are available to be issued (for all other entities) for the reporting period in which the change-in-control event occurred. If the acquiree elects the option to apply pushdown accounting, it must apply the accounting as of the acquisition date.
","snippet":"The option to apply pushdown accounting may be elected each time there is a change-in-control event in which an acquirer obtains control of the acquiree. An acquiree shall make an election to apply pushdown accounting be…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f5037acbff96c10a23efc825328726f94840521e0c8d0d0d827a89664217a13d","downloaded_from":"2026-09-10T01:25:03.250Z","last_downloaded_at":"2026-09-10T01:25:03.250Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480060","source_sha256":"f8c4d45e9e6edb02e973145618fe65daae385465b1d78d9249df8bb4e377f0d1"}},{"citation":"805-50-25-7","para":"25-7","html":"
If the acquiree does not elect to apply pushdown accounting upon a change-in-control event, it can elect to apply pushdown accounting to its most recent change-in-control event in a subsequent reporting period as a change in accounting principle in accordance with Topic 250 on accounting changes and error corrections. Pushdown accounting shall be applied as of the acquisition date of the change-in-control event.
","snippet":"If the acquiree does not elect to apply pushdown accounting upon a change-in-control event, it can elect to apply pushdown accounting to its most recent change-in-control event in a subsequent reporting period as a chang…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9d48536592f4e30eacc498ee5b3d1754564a8dd71782a0f366e58cd566f0e27d","downloaded_from":"2026-09-10T01:25:03.250Z","last_downloaded_at":"2026-09-10T01:25:03.250Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480060","source_sha256":"f8c4d45e9e6edb02e973145618fe65daae385465b1d78d9249df8bb4e377f0d1"}},{"citation":"805-50-25-8","para":"25-8","html":"
Any subsidiary of an acquiree also is eligible to make an election to apply pushdown accounting to its separate financial statements in accordance with the guidance in paragraphs
805-50-25-4 through 25-7
irrespective of whether the acquiree elects to apply pushdown accounting.
","snippet":"Any subsidiary of an acquiree also is eligible to make an election to apply pushdown accounting to its separate financial statements in accordance with the guidance in paragraphs 805-50-25-4 through 25-7 irrespective of …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bc7993174266b40d3e7b5e357b79ede2743fb72f4bdda9bc96544918632facf4","downloaded_from":"2026-09-10T01:25:03.250Z","last_downloaded_at":"2026-09-10T01:25:03.250Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480060","source_sha256":"f8c4d45e9e6edb02e973145618fe65daae385465b1d78d9249df8bb4e377f0d1"}},{"citation":"805-50-25-9","para":"25-9","html":"
The decision to apply pushdown accounting to a specific change-in-control event if elected by an acquiree is irrevocable.
","snippet":"The decision to apply pushdown accounting to a specific change-in-control event if elected by an acquiree is irrevocable.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:350400e6940d799f893e76623734b613cfceaa11cb7558bf7313afeae9869e50","downloaded_from":"2026-09-10T01:25:03.250Z","last_downloaded_at":"2026-09-10T01:25:03.250Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480060","source_sha256":"f8c4d45e9e6edb02e973145618fe65daae385465b1d78d9249df8bb4e377f0d1"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e3c57cf91df5a928b71e29400afa67ab9a8085dce1f76b3455926332aa7fbd22","downloaded_from":"2026-09-10T01:25:03.250Z","last_downloaded_at":"2026-09-10T01:25:03.250Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480060","source_sha256":"f8c4d45e9e6edb02e973145618fe65daae385465b1d78d9249df8bb4e377f0d1"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:02606db6789aaf36964e1b15d0f86a7710832b12d0d38f3fa2fc99c8977f92dc","downloaded_from":"2026-09-10T01:25:03.250Z","last_downloaded_at":"2026-09-10T01:25:03.250Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480060","source_sha256":"f8c4d45e9e6edb02e973145618fe65daae385465b1d78d9249df8bb4e377f0d1"}},{"number":"30","label":"30 Initial Measurement","anchor":"30-initial-measurement","is_sec":false,"groups":[{"block":"Acquisition of Assets Rather than a Business","heading":"Determining Cost","paragraphs":[{"citation":"805-50-30-1","para":"30-1","html":"
Paragraph 805-50-25-1 discusses exchange transactions that trigger the initial recognition of assets acquired and liabilities assumed. Assets are recognized based on their cost to the acquiring entity, which generally includes the transaction costs of the asset acquisition, and no gain or loss is recognized unless the fair value of noncash assets given as consideration differs from the assets' carrying amounts on the acquiring entity's books. For transactions involving nonmonetary consideration within the scope of Topic 845, an acquirer must first determine if any of the conditions in paragraph 845-10-30-3 apply. If the consideration given is nonfinancial assets or in substance nonfinancial assets within the scope of Subtopic 610-20 on gains and losses from the derecognition of nonfinancial assets, the assets acquired shall be treated as noncash consideration and any gain or loss shall be recognized in accordance with Subtopic 610-20.
","snippet":"Paragraph 805-50-25-1 discusses exchange transactions that trigger the initial recognition of assets acquired and liabilities assumed. Assets are recognized based on their cost to the acquiring entity, which generally in…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:019e517bb3fd4f7b6d7dca76cfef9358af05eab7acbea5b64f04191184b60c86","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}},{"citation":"805-50-30-2","para":"30-2","html":"
Asset acquisitions in which the consideration given is cash are measured by the amount of cash paid, which generally includes the transaction costs of the asset acquisition. However, if the consideration given is not in the form of cash (that is, in the form of noncash assets, liabilities incurred, or equity interests issued) and no other generally accepted accounting principles (GAAP) apply (for example, Topic 845 on nonmonetary transactions or Subtopic 610-20), measurement is based on either the cost which shall be measured based on the fair value of the consideration given or the fair value of the assets (or net assets) acquired, whichever is more clearly evident and, thus, more reliably measurable. For transactions involving nonmonetary consideration within the scope of Topic 845, an acquirer must first determine if any of the conditions in paragraph 845-10-30-3 apply. If the consideration given is nonfinancial assets or in substance nonfinancial assets within the scope of Subtopic 610-20, the assets acquired shall be treated as noncash consideration and any gain or loss shall be recognized in accordance with Subtopic 610-20.
","snippet":"Asset acquisitions in which the consideration given is cash are measured by the amount of cash paid, which generally includes the transaction costs of the asset acquisition. However, if the consideration given is not in …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:527ecec67db12ed6a6b8d277558a22232c10a55e438f690b782b26a728310281","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6520e27d943d4901d2e831c61f512d134cf9dfb9e5bca7621c7b0b06fc3167dc","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}},{"block":"Acquisition of Assets Rather than a Business","heading":"Allocating Cost","paragraphs":[{"citation":"805-50-30-3","para":"30-3","html":"
Acquiring assets in groups requires not only ascertaining the cost of the asset (or net asset) group but also allocating that cost to the individual assets (or individual assets and liabilities) that make up the group. The cost of such a group is determined using the concepts described in the preceding two paragraphs. The cost of a group of assets acquired in an asset acquisition shall be allocated to the individual assets acquired or liabilities assumed based on their relative fair values and shall not give rise to goodwill. The allocated cost of an asset that the entity does not intend to use or intends to use in a way that is not its highest and best use, such as a brand name, shall be determined based on its relative fair value. See paragraph 805-50-55-1 for an illustration of the relative fair value method to assets acquired outside a business combination.
","snippet":"Acquiring assets in groups requires not only ascertaining the cost of the asset (or net asset) group but also allocating that cost to the individual assets (or individual assets and liabilities) that make up the group. T…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:26a7de2edf6d0d7bef7906c891b0df4fb62755e0e9962597e969e33172303ef1","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}},{"citation":"805-50-30-4","para":"30-4","html":"
See paragraphs
740-10-25-49 through 25-55
for guidance on the accounting for acquired temporary differences in certain purchase transactions that are not accounted for as business combinations.
","snippet":"See paragraphs 740-10-25-49 through 25-55 for guidance on the accounting for acquired temporary differences in certain purchase transactions that are not accounted for as business combinations.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:dbfb4dbd1cb19bd6371c71079b95866c24d46c0a160c9ad27c376de1ba5b2759","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:610d8c4a2bcad590003d055f7f1c6e5cae2503692007aacf40070fdb334e26b7","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}},{"block":"Transactions between Entities under Common Control","heading":"Transfer Date Measurement","paragraphs":[{"citation":"805-50-30-5","para":"30-5","html":"
When accounting for a transfer of assets or exchange of shares between entities under common control, the entity that receives the net assets or the equity interests shall initially measure the recognized assets and liabilities transferred at their carrying amounts in the accounts of the transferring entity at the date of transfer. If the carrying amounts of the assets and liabilities transferred differ from the historical cost of the parent of the entities under common control, for example, because pushdown accounting had not been applied, then the financial statements of the receiving entity shall reflect the transferred assets and liabilities at the historical cost of the parent of the entities under common control.
","snippet":"When accounting for a transfer of assets or exchange of shares between entities under common control, the entity that receives the net assets or the equity interests shall initially measure the recognized assets and liab…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:daf22fce3e86d021e3a5208ba6bb3490f65423b5527eb1e1a0d7cbf2787b3f62","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}},{"citation":"805-50-30-6","para":"30-6","html":"
In some instances, the entity that receives the net assets or equity interests (the receiving entity) and the entity that transferred the net assets or equity interests (the transferring entity) may account for similar assets and liabilities using different accounting methods. In such circumstances, the carrying amounts of the assets and liabilities transferred may be adjusted to the basis of accounting used by the receiving entity if the change would be preferable. Any such change in accounting method shall be applied retrospectively, and financial statements presented for prior periods shall be adjusted unless it is impracticable to do so. Section 250-10-45 provides guidance if retrospective application is impracticable.
","snippet":"In some instances, the entity that receives the net assets or equity interests (the receiving entity) and the entity that transferred the net assets or equity interests (the transferring entity) may account for similar a…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b58a4597ea3b2aca7a1008efbec5f11c2add04dabe7f6c9f36a0386d537f1e29","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3320a25090b9f81e8575959eb08c964f83ba32714f6f29aca953f777cf769b04","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}},{"block":"Formation of a Master Limited Partnership","heading":null,"paragraphs":[{"citation":"805-50-30-7","para":"30-7","html":"
Because of such factors as the consideration of common ownership and changes in control, a new basis of accounting is not appropriate for any of the following transactions that create a master limited partnership:
  1. a
    A rollup in which the general partner of the new master limited partnership was also the general partner in some or all of the predecessor limited partnerships and no cash is involved in the transaction. Transaction costs in a rollup shall be charged to expense.
  2. b
    A dropdown in which the sponsor receives 1 percent of the units in the master limited partnership as the general partner and 24 percent of the units as a limited partner, the remaining 75 percent of the units are sold to the public, and a two-thirds vote of the limited partners is required to replace the general partner.
  3. c
    A rollout.
  4. d
    A reorganization.
","snippet":"Because of such factors as the consideration of common ownership and changes in control, a new basis of accounting is not appropriate for any of the following transactions that create a master limited partnership:\n(a) A …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:32342da0c146dc1012dac84dd81c98c070287b8b5f297ebed7911452f64318ac","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}},{"citation":"805-50-30-8","para":"30-8","html":"
In other situations, it is possible that a new basis of accounting would be appropriate.
","snippet":"In other situations, it is possible that a new basis of accounting would be appropriate.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f560448a222f22238296269c2fdaf4683df9d49888269e15e53de7443748dc17","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}},{"citation":"805-50-30-9","para":"30-9","html":"
The issuance of master limited partnership units to a general partner of a predecessor limited partnership who will not be the general partner of the new master limited partnership in settlement of management contracts or for other services that will not carry over to the new master limited partnership has characteristics of compensation rather than of equity and shall be accounted for accordingly by the new master limited partnership.
","snippet":"The issuance of master limited partnership units to a general partner of a predecessor limited partnership who will not be the general partner of the new master limited partnership in settlement of management contracts o…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f4d22cf4cbf16c4e2130069f728a7049e5b7e734481976153cee9abd8f768eca","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6f26a9b52008dabc7d599a7a9695e35da4aaef4a6e3db1e69f21c7f9072c63fb","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}},{"block":"Pushdown Accounting","heading":null,"paragraphs":[{"citation":"805-50-30-10","para":"30-10","html":"
If an acquiree elects the option in this Subtopic to apply pushdown accounting, the acquiree shall reflect in its separate financial statements the new basis of accounting established by the acquirer for the individual assets and liabilities of the acquiree by applying the guidance in other Subtopics of Topic 805. If the acquirer did not establish a new basis of accounting for the individual assets and liabilities of the acquiree because it was not required to apply Topic 805 (for example, if the acquirer was an individual or an investment company—see Topic 946 on investment companies), the acquiree shall reflect in its separate financial statements the new basis of accounting that would have been established by the acquirer had the acquirer applied the guidance in other Subtopics of Topic 805.
","snippet":"If an acquiree elects the option in this Subtopic to apply pushdown accounting, the acquiree shall reflect in its separate financial statements the new basis of accounting established by the acquirer for the individual a…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:37a2fd8b570874b54fe28fa887749a952b8559a57229b2634913ebb6778f5f01","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}},{"citation":"805-50-30-11","para":"30-11","html":"
An acquiree shall recognize goodwill that arises because of the application of pushdown accounting in its separate financial statements. However, bargain purchase gains recognized by the acquirer, if any, shall not be recognized in the acquiree's income statement. The acquiree shall recognize the bargain purchase gains recognized by the acquirer as an adjustment to additional paid-in capital (or net assets of a not-for-profit acquiree).
","snippet":"An acquiree shall recognize goodwill that arises because of the application of pushdown accounting in its separate financial statements. However, bargain purchase gains recognized by the acquirer, if any, shall not be re…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f30681b20cf3dcb751b6733f2a8c408e9bbf944db50cda04e70eafc4dc6f26d8","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}},{"citation":"805-50-30-12","para":"30-12","html":"
An acquiree shall recognize in its separate financial statements any acquisition-related liability incurred by the acquirer only if the liability represents an obligation of the acquiree in accordance with other applicable Topics.
","snippet":"An acquiree shall recognize in its separate financial statements any acquisition-related liability incurred by the acquirer only if the liability represents an obligation of the acquiree in accordance with other applicab…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2972e54ec9cdaf51395b1c079c6d87ee04d09c83b7d2d196475d3875fdc9d658","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:eeadfc27912dc641571bee4f5f166a1de2c2854828d217be727a161adb34a542","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4f04af8a7047f45a95d107dc7c11cd0b4067c543e615fc978fac903b24cf8b0b","downloaded_from":"2026-09-10T01:25:07.314Z","last_downloaded_at":"2026-09-10T01:25:07.314Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147480027","source_sha256":"d9d7ae9abb7681f844022b65e607cf0a9fbcdc055421f110c7f103400f77ab7c"}},{"number":"35","label":"35 Subsequent Measurement","anchor":"35-subsequent-measurement","is_sec":false,"groups":[{"block":"Acquisition of Assets Rather than a Business","heading":"Accounting After Acquisition","paragraphs":[{"citation":"805-50-35-1","para":"35-1","html":"
After the acquisition, the acquiring entity accounts for the asset or liability in accordance with the appropriate generally accepted accounting principles (GAAP). The basis for measuring the asset acquired or liability assumed has no effect on the subsequent accounting for the asset or liability.
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An acquiree shall follow the subsequent measurement guidance in other Subtopics of Topic 805 and other applicable Topics to subsequently measure and account for its assets, liabilities, and equity instruments, as applicable.
","snippet":"An acquiree shall follow the subsequent measurement guidance in other Subtopics of Topic 805 and other applicable Topics to subsequently measure and account for its assets, liabilities, and equity instruments, as applica…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a5e0300b1a8eb3200ca555e2e700db4c556063956ccf307f3651c97abe08d8d7","downloaded_from":"2026-09-10T01:25:10.742Z","last_downloaded_at":"2026-09-10T01:25:10.742Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479998","source_sha256":"d649cb60dba92d68c9dcb5257f8ca1aeea58e59d990f95715c6fd9bbea1df861"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5f17a53841d06f6e1da8377258dcaf3f5257bb6cf320196d7788c8792db2493c","downloaded_from":"2026-09-10T01:25:10.742Z","last_downloaded_at":"2026-09-10T01:25:10.742Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479998","source_sha256":"d649cb60dba92d68c9dcb5257f8ca1aeea58e59d990f95715c6fd9bbea1df861"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e5a57b40417906062548c2a1d6d151e774cece117a8707c190491bb032c130e3","downloaded_from":"2026-09-10T01:25:10.742Z","last_downloaded_at":"2026-09-10T01:25:10.742Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479998","source_sha256":"d649cb60dba92d68c9dcb5257f8ca1aeea58e59d990f95715c6fd9bbea1df861"}},{"number":"45","label":"45 Other Presentation Matters","anchor":"45-other-presentation-matters","is_sec":false,"groups":[{"block":"Transactions between Entities under Common Control","heading":null,"paragraphs":[{"citation":"805-50-45-1","para":"45-1","html":"
Paragraph 805-50-25-2 establishes that the assets and liabilities transferred between entities under common control are to be initially recognized by the receiving entity at the transfer date. This Subsection provides guidance on the presentation of financial statements for the period of transfer and comparative financial statements for prior years.
","snippet":"Paragraph 805-50-25-2 establishes that the assets and liabilities transferred between entities under common control are to be initially recognized by the receiving entity at the transfer date. This Subsection provides gu…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a9a0882539327fb2c7a75058653071477534801a3b52722d0548bce364e8da04","downloaded_from":"2026-09-10T01:25:14.613Z","last_downloaded_at":"2026-09-10T01:25:14.613Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479968","source_sha256":"b5f48211725cceb6249c98575d2719c77e4f12bf57632fca972bf5f038c203eb"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cd796656de8fa98954c54fa0b2d8fd9faf8fb6ac532c457732794964db4556bc","downloaded_from":"2026-09-10T01:25:14.613Z","last_downloaded_at":"2026-09-10T01:25:14.613Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479968","source_sha256":"b5f48211725cceb6249c98575d2719c77e4f12bf57632fca972bf5f038c203eb"}},{"block":"Transactions between Entities under Common Control","heading":"Financial Statement Presentation in Period of Transfer","paragraphs":[{"citation":"805-50-45-2","para":"45-2","html":"
The financial statements of the receiving entity shall report results of operations for the period in which the transfer occurs as though the transfer of net assets or exchange of equity interests had occurred at the beginning of the period. Results of operations for that period will thus comprise those of the previously separate entities combined from the beginning of the period to the date the transfer is completed and those of the combined operations from that date to the end of the period. By eliminating the effects of intra-entity transactions in determining the results of operations for the period before the combination, those results will be on substantially the same basis as the results of operations for the period after the date of combination. The effects of intra-entity transactions on current assets, current liabilities, revenue, and cost of sales for periods presented and on retained earnings at the beginning of the periods presented shall be eliminated to the extent possible.
","snippet":"The financial statements of the receiving entity shall report results of operations for the period in which the transfer occurs as though the transfer of net assets or exchange of equity interests had occurred at the beg…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ad7928679388d031eff3daee2e35709178755ea9505b6b8adae7d44cc1fa7d88","downloaded_from":"2026-09-10T01:25:14.613Z","last_downloaded_at":"2026-09-10T01:25:14.613Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479968","source_sha256":"b5f48211725cceb6249c98575d2719c77e4f12bf57632fca972bf5f038c203eb"}},{"citation":"805-50-45-3","para":"45-3","html":"
The nature of and effects on earnings per share (EPS) of nonrecurring intra-entity transactions involving long-term assets and liabilities need not be eliminated. However, paragraph 805-50-50-2 requires disclosure.
","snippet":"The nature of and effects on earnings per share (EPS) of nonrecurring intra-entity transactions involving long-term assets and liabilities need not be eliminated. However, paragraph 805-50-50-2 requires disclosure.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c1e981d5d67bd70cf4b2eba9ee769825d3e578168ca146db22bd23d2d01dd612","downloaded_from":"2026-09-10T01:25:14.613Z","last_downloaded_at":"2026-09-10T01:25:14.613Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479968","source_sha256":"b5f48211725cceb6249c98575d2719c77e4f12bf57632fca972bf5f038c203eb"}},{"citation":"805-50-45-4","para":"45-4","html":"
Similarly, the receiving entity shall present the statement of financial position and other financial information as of the beginning of the period as though the assets and liabilities had been transferred at that date.
","snippet":"Similarly, the receiving entity shall present the statement of financial position and other financial information as of the beginning of the period as though the assets and liabilities had been transferred at that date.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:439c6ee42c4a10c37c36538c164665cf755bb05d19c616ff133d548794058aba","downloaded_from":"2026-09-10T01:25:14.613Z","last_downloaded_at":"2026-09-10T01:25:14.613Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479968","source_sha256":"b5f48211725cceb6249c98575d2719c77e4f12bf57632fca972bf5f038c203eb"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1b81f54d56c48eae98cb40cb1a3f0af14e917d8b4d53fae725f81fa2b24552b7","downloaded_from":"2026-09-10T01:25:14.613Z","last_downloaded_at":"2026-09-10T01:25:14.613Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479968","source_sha256":"b5f48211725cceb6249c98575d2719c77e4f12bf57632fca972bf5f038c203eb"}},{"block":"Transactions between Entities under Common Control","heading":"Comparative Financial Statement Presentation for Prior Years","paragraphs":[{"citation":"805-50-45-5","para":"45-5","html":"
Financial statements and financial information presented for prior years also shall be retrospectively adjusted to furnish comparative information. All adjusted financial statements and financial summaries shall indicate clearly that financial data of previously separate entities are combined. However, the comparative information in prior years shall only be adjusted for periods during which the entities were under common control.
","snippet":"Financial statements and financial information presented for prior years also shall be retrospectively adjusted to furnish comparative information. All adjusted financial statements and financial summaries shall indicate…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:546f1c57d647b32a7a484b9925fb937160743f49a204f65a815bfcc510a793a1","downloaded_from":"2026-09-10T01:25:14.613Z","last_downloaded_at":"2026-09-10T01:25:14.613Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479968","source_sha256":"b5f48211725cceb6249c98575d2719c77e4f12bf57632fca972bf5f038c203eb"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1ca1f3d5d8390b61f1435fa412d9f60a03ae51dc292cd027c046d33e672ec4b5","downloaded_from":"2026-09-10T01:25:14.613Z","last_downloaded_at":"2026-09-10T01:25:14.613Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479968","source_sha256":"b5f48211725cceb6249c98575d2719c77e4f12bf57632fca972bf5f038c203eb"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f33435f1b2625317f0ac007652c9c25270948210ccb40ed736f9384dbc82d094","downloaded_from":"2026-09-10T01:25:14.613Z","last_downloaded_at":"2026-09-10T01:25:14.613Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479968","source_sha256":"b5f48211725cceb6249c98575d2719c77e4f12bf57632fca972bf5f038c203eb"}},{"number":"50","label":"50 Disclosure","anchor":"50-disclosure","is_sec":false,"groups":[{"block":"Transactions between Entities under Common Control","heading":null,"paragraphs":[{"citation":"805-50-50-1","para":"50-1","html":"
Paragraphs
805-50-45-1 through 45-5
provide guidance on financial statement presentation in the period of transfer and for periods before the transfer of assets and liabilities between entities under common control. This Subsection addresses incremental disclosures related to such a transaction.
","snippet":"Paragraphs 805-50-45-1 through 45-5 provide guidance on financial statement presentation in the period of transfer and for periods before the transfer of assets and liabilities between entities under common control. This…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:44fb7d21feedb0ec78f1674e912cbfde15014f6b8d62e355ab1b97a1c1ed159c","downloaded_from":"2026-09-10T01:25:17.775Z","last_downloaded_at":"2026-09-10T01:25:17.775Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479936","source_sha256":"0914efc769483cdb3096ac7ed0e430a79595c106661bfc6dbe8770e21605d759"}},{"citation":"805-50-50-2","para":"50-2","html":"
The nature of and effects on earnings per share (EPS) of nonrecurring intra-entity transactions involving long-term assets and liabilities is not required to be eliminated under the guidance in paragraph 805-50-45-3 but shall be disclosed.
","snippet":"The nature of and effects on earnings per share (EPS) of nonrecurring intra-entity transactions involving long-term assets and liabilities is not required to be eliminated under the guidance in paragraph 805-50-45-3 but …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ea25fc50b8465ce3edf828fe9dda57ce6a3547a8a088f7e49bd4cf9b7cc0f237","downloaded_from":"2026-09-10T01:25:17.775Z","last_downloaded_at":"2026-09-10T01:25:17.775Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479936","source_sha256":"0914efc769483cdb3096ac7ed0e430a79595c106661bfc6dbe8770e21605d759"}},{"citation":"805-50-50-3","para":"50-3","html":"
The notes to financial statements of the receiving entity shall disclose the following for the period in which the transfer of assets and liabilities or exchange of equity interests occurred:
  1. a
    The name and brief description of the entity included in the reporting entity as a result of the net asset transfer or exchange of equity interests
  2. b
    The method of accounting for the transfer of net assets or exchange of equity interests.
","snippet":"The notes to financial statements of the receiving entity shall disclose the following for the period in which the transfer of assets and liabilities or exchange of equity interests occurred:\n(a) The name and brief descr…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a6387f040ac200a8b73a569441dbf093607801c35755eb8aa5477b6bdcfa149c","downloaded_from":"2026-09-10T01:25:17.775Z","last_downloaded_at":"2026-09-10T01:25:17.775Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479936","source_sha256":"0914efc769483cdb3096ac7ed0e430a79595c106661bfc6dbe8770e21605d759"}},{"citation":"805-50-50-4","para":"50-4","html":"
The receiving entity also shall consider whether additional disclosures are required in accordance with Section 850-10-50, which provides guidance on related party transactions and certain common control relationships.
","snippet":"The receiving entity also shall consider whether additional disclosures are required in accordance with Section 850-10-50, which provides guidance on related party transactions and certain common control relationships.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:edb1ed064baef77db1edfb6411bf71acdf7cfbbf90f41d75b75c455319505b87","downloaded_from":"2026-09-10T01:25:17.775Z","last_downloaded_at":"2026-09-10T01:25:17.775Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479936","source_sha256":"0914efc769483cdb3096ac7ed0e430a79595c106661bfc6dbe8770e21605d759"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e3aac30bd5add1d694e58040ac3727143083f6d4f89c83ab289f5ead6e204f9b","downloaded_from":"2026-09-10T01:25:17.775Z","last_downloaded_at":"2026-09-10T01:25:17.775Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479936","source_sha256":"0914efc769483cdb3096ac7ed0e430a79595c106661bfc6dbe8770e21605d759"}},{"block":"Pushdown Accounting","heading":null,"paragraphs":[{"citation":"805-50-50-5","para":"50-5","html":"
If an acquiree elects the option to apply pushdown accounting in its separate financial statements, it shall disclose information in the period in which the pushdown accounting was applied (or in the current reporting period if the acquiree recognizes adjustments that relate to pushdown accounting) that enables users of financial statements to evaluate the effect of pushdown accounting. To meet this disclosure objective, the acquiree shall consider the disclosure requirements in other Subtopics of Topic 805.
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Information to evaluate the effect of pushdown accounting may include the following:
  1. a
    The name and a description of the acquirer and a description of how the acquirer obtained control of the acquiree.
  2. b
    The acquisition date.
  3. c
    The acquisition-date fair value of the total consideration transferred by the acquirer.
  4. d
    The amounts recognized by the acquiree as of the acquisition date for each major class of assets and liabilities as a result of applying pushdown accounting. If the initial accounting for pushdown accounting is incomplete for any amounts recognized by the acquiree, the reasons why the initial accounting is incomplete.
  5. e
    A qualitative description of the factors that make up the goodwill recognized, such as expected synergies from combining operations of the acquiree and the acquirer, or intangible assets that do not qualify for separate recognition, or other factors. In a bargain purchase (see paragraphs
    805-30-25-2 through 25-4
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  6. f
    Information to evaluate the financial effects of adjustments recognized in the current reporting period that relate to pushdown accounting that occurred in the current or previous reporting periods (including those adjustments made as a result of the initial accounting for pushdown accounting being incomplete [see paragraphs
    805-10-25-13 through 25-14
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The information in this paragraph is not an exhaustive list of disclosure requirements. The acquiree shall disclose whatever additional information is necessary to meet the disclosure objective set out in paragraph 805-50-50-5.
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This Example illustrates the application of the relative fair value method when assets are acquired in a group outside a business combination as discussed in paragraph 805-50-30-3.
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Paragraph superseded on 06/26/2015 after the end of the transition period stated in Accounting Standards Update No. 2014-17, Business Combinations (Topic 805): Pushdown Accounting.
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The following table identifies the changes made to this Subtopic.
Paragraph Action Accounting Standards Update Date
805-50-S25-1 Superseded Accounting Standards Update No. 2015-08 05/08/2015
805-50-S30-1 Superseded Accounting Standards Update No. 2015-08 05/08/2015
805-50-S30-2 Superseded Accounting Standards Update No. 2015-08 05/08/2015
805-50-S50-1 Superseded Accounting Standards Update No. 2015-08 05/08/2015
805-50-S55-1 Superseded Accounting Standards Update No. 2015-08 05/08/2015
805-50-S99-1 through S99-3
 Superseded Accounting Standards Update No. 2015-08 05/08/2015
805-50-S99-1 Amended Accounting Standards Update No. 2012-03 08/27/2012
805-50-S99-1 Amended Accounting Standards Update No. 2010-22 08/19/2010
805-50-S99-2 Amended Accounting Standards Update No. 2010-04 01/15/2010
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Paragraph superseded by Accounting Standards Update No. 2015-08.
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See paragraph 805-50-S99-4, SEC Observer Comment: Measurement of Certain Transfers Between Entities Under Common Control in the Separate Financial Statements of Each Entity for SEC Staff views on carrying over historical cost to record, in the separate financial statements of each entity, certain transfers between companies under common control or between a parent and its subsidiary.
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The following is the text of the SEC Observer Comment: Measurement of Certain Transfers Between Entities Under Common Control in the Separate Financial Statements of Each Entity.
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Asset acquisitions are recorded at cost (including transaction costs) and allocated to the individual assets on a relative fair value basis with no goodwill; common-control transfers are recorded by the receiving entity at the transferor's (or parent's) carrying amounts with retrospective presentation for periods under common control. Pushdown accounting is an optional, irrevocable election by an acquiree to reflect the acquirer's new basis in its separate financial statements.","key_points":["The Subtopic has its own discrete scope separate from 805-10-15 (805-50-15-1); asset acquisition guidance does not apply to a primary beneficiary's initial measurement of a non-business VIE (805-50-15-4) or to joint venture formations, which follow 805-60 (805-50-15-4A).","In an asset acquisition, assets are recognized at their cost to the acquiring entity, which generally includes transaction costs, and no gain or loss is recognized unless the fair value of noncash assets given differs from their carrying amounts (805-50-30-1; 805-50-30-2).","The cost of a group of assets acquired outside a business combination is allocated to the individual assets and liabilities based on their relative fair values and shall not give rise to goodwill (805-50-30-3).","In a common-control transfer, the receiving entity initially recognizes the transferred assets and liabilities at the transfer date (805-50-25-2) and measures them at the transferring entity's carrying amounts—or the parent's historical cost if those differ (805-50-30-5).","The receiving entity presents results as though the transfer occurred at the beginning of the period, eliminating intra-entity effects, and retrospectively adjusts prior-year comparatives, but only for periods during which the entities were under common control (805-50-45-2 through 45-5).","No new basis of accounting is appropriate for master limited partnership rollups (with transaction costs expensed), specified dropdowns, rollouts, or reorganizations (805-50-30-7); units issued for services not carrying over are compensation (805-50-30-9).","Pushdown accounting is an option an acquiree (and any of its subsidiaries, independently) may elect upon a change-in-control event, must be elected before the financial statements are issued or available to be issued, is applied as of the acquisition date, and is irrevocable (805-50-25-4 through 25-9); goodwill is recognized but any bargain purchase gain goes to additional paid-in capital, not income (805-50-30-11)."],"categories":["Business combinations","Initial measurement","Presentation","Consolidation"],"audience_level":"intermediate","student_note":"Exam favorite: the asset-acquisition vs. business-combination fork—transaction costs are capitalized (not expensed) and no goodwill arises in an asset acquisition, the opposite of the acquisition method. Also commonly missed: common-control comparatives are restated only for periods the entities were actually under common control, and pushdown bargain purchase gains hit APIC rather than earnings.","related_topics":["805-10","805-20","805-30","805-60","810-10","610-20"],"key_concepts":["asset acquisition","relative fair value allocation","common control transaction","carryover basis","pushdown accounting","change-in-control event","master limited partnership","bargain purchase gain to apic"],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:16b68036448668b59cc1cc4ea9b4cfe48462b8bf3241e6c90a12c61662628058","downloaded_from":"2026-09-10T01:24:51.500Z","last_downloaded_at":"2026-09-10T01:25:42.308Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"related":[{"number":"805-20","title":"Identifiable 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established by retrieval timestamps"}},"next":{"number":"805-60","title":"Joint Venture Formations","topic_title":"Business Combinations","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:05bbeaf58ff1a6f6d953efd2b0f977d41fb9718a071a7e9d075c4bbc876edead","downloaded_from":"2026-09-10T01:25:44.706Z","last_downloaded_at":"2026-09-10T01:26:14.808Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c1356ead896804e896f5b2c4dfcff9317dc59f2dc0cf6bb82fd5ea23c6d48154","downloaded_from":"2026-09-10T01:24:51.500Z","last_downloaded_at":"2026-09-10T01:25:42.308Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-60","topic":"805","title":"Joint Venture Formations","area":"Broad Transactions","paragraphs":50,"summary":"ASC 805-60 governs how a newly formed joint venture (or corporate joint venture) accounts for its own formation in its separate financial statements. The joint venture must establish a new basis of accounting at the formation date, recognizing and measuring identifiable assets, liabilities, and any noncontrolling interest under Subtopic 805-20, but without identifying an acquirer. Goodwill, if any, is the excess of the formation-date fair value of the joint venture as a whole over the net of the identifiable assets and liabilities recognized; any excess of net assets over that fair value is credited to additional paid-in capital rather than recognized as a bargain purchase gain.","concepts":["joint venture formation","new basis of accounting","formation date","fair value of the joint venture as a whole","goodwill","additional paid-in capital adjustment","replacement share-based payment awards","measurement period"],"categories":["Business combinations","Initial measurement","Intangibles and goodwill","Disclosure"],"level":"advanced","topic_title":"Business Combinations","sections":[{"number":"00","label":"00 Status","anchor":"00-status","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-60-00-1","para":"00-1","html":"
The following table identifies the changes made to this Subtopic.
ParagraphActionAccounting Standards UpdateDate
AcquireeAddedAccounting Standards Update No. 2023-0508/23/2023
AcquirerAmendedAccounting Standards Update No. 2025-0305/12/2025
AcquirerAddedAccounting Standards Update No. 2023-0508/23/2023
Acquisition by a Not-for-Profit EntityAddedAccounting Standards Update No. 2023-0508/23/2023
Acquisition DateAddedAccounting Standards Update No. 2023-0508/23/2023
BusinessAddedAccounting Standards Update No. 2023-0508/23/2023
Business CombinationAddedAccounting Standards Update No. 2023-0508/23/2023
Control (3rd def.)AddedAccounting Standards Update No. 2023-0508/23/2023
Corporate Joint VentureAddedAccounting Standards Update No. 2023-0508/23/2023
Equity InterestsAddedAccounting Standards Update No. 2023-0508/23/2023
Fair Value (2nd def.)AddedAccounting Standards Update No. 2023-0508/23/2023
Financial AssetAddedAccounting Standards Update No. 2023-0508/23/2023
Formation DateAddedAccounting Standards Update No. 2023-0508/23/2023
GoodwillAddedAccounting Standards Update No. 2023-0508/23/2023
IdentifiableAddedAccounting Standards Update No. 2023-0508/23/2023
Intangible AssetsAddedAccounting Standards Update No. 2023-0508/23/2023
Joint VentureAddedAccounting Standards Update No. 2023-0508/23/2023
Legal EntityAddedAccounting Standards Update No. 2023-0508/23/2023
Market ParticipantsAddedAccounting Standards Update No. 2023-0508/23/2023
Noncontrolling InterestAddedAccounting Standards Update No. 2023-0508/23/2023
Nonprofit ActivityAddedAccounting Standards Update No. 2023-0508/23/2023
Not-for-Profit EntityAddedAccounting Standards Update No. 2023-0508/23/2023
Orderly TransactionAddedAccounting Standards Update No. 2023-0508/23/2023
OwnersAddedAccounting Standards Update No. 2023-0508/23/2023
Private CompanyAddedAccounting Standards Update No. 2023-0508/23/2023
Public Business EntityAddedAccounting Standards Update No. 2023-0508/23/2023
Related PartiesAddedAccounting Standards Update No. 2023-0508/23/2023
Security (2nd def.)AddedAccounting Standards Update No. 2023-0508/23/2023
Variable Interest EntitySupersededAccounting Standards Update No. 2025-0305/12/2025
Variable Interest EntityAddedAccounting Standards Update No. 2023-0508/23/2023
805-60-05-1AddedAccounting Standards Update No. 2023-0508/23/2023
805-60-05-2AddedAccounting Standards Update No. 2023-0508/23/2023
805-60-15-1 through 15-4
AddedAccounting Standards Update No. 2023-0508/23/2023
805-60-25-1 through 25-15
AddedAccounting Standards Update No. 2023-0508/23/2023
805-60-30-1 through 30-7
AddedAccounting Standards Update No. 2023-0508/23/2023
805-60-35-1AddedAccounting Standards Update No. 2023-0508/23/2023
805-60-35-2AddedAccounting Standards Update No. 2023-0508/23/2023
805-60-45-1AddedAccounting Standards Update No. 2023-0508/23/2023
805-60-50-1 through 50-3
AddedAccounting Standards Update No. 2023-0508/23/2023
805-60-55-1 through 55-14
AddedAccounting Standards Update No. 2023-0508/23/2023
805-60-65-1AddedAccounting Standards Update No. 2023-0508/23/2023
","snippet":"The following table identifies the changes made to this Subtopic.\nParagraph | Action | Accounting Standards Update | Date |\n| | | |\nAcquiree | Added | Accounting Standards Update No. 2023-05 | 08/23/2023 |\nAcquirer | Ame…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:30ae0a2ff487cb144515509e93c04294213f688805232d118df1556b31b7f9b2","downloaded_from":"2026-09-10T01:25:44.706Z","last_downloaded_at":"2026-09-10T01:25:44.706Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476170","source_sha256":"6d62e634ac9b7b3c57275469c3a77abd65ae1a2c7a4df43a640e2acae2ee6b75"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:21158d392c97d7a9a28fc52c1782831fc22ed7c700392a0e11dc1a0422be114f","downloaded_from":"2026-09-10T01:25:44.706Z","last_downloaded_at":"2026-09-10T01:25:44.706Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476170","source_sha256":"6d62e634ac9b7b3c57275469c3a77abd65ae1a2c7a4df43a640e2acae2ee6b75"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d03c45f98c54bcdc56d3c846ca9baa201671db86171ccf36c8d4702f3d51ea87","downloaded_from":"2026-09-10T01:25:44.706Z","last_downloaded_at":"2026-09-10T01:25:44.706Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476170","source_sha256":"6d62e634ac9b7b3c57275469c3a77abd65ae1a2c7a4df43a640e2acae2ee6b75"}},{"number":"05","label":"05 Overview and Background","anchor":"05-overview-and-background","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-60-05-1","para":"05-1","html":"
This Subtopic provides guidance on the accounting and reporting for the formation of a joint venture or a corporate joint venture (collectively, joint ventures) in a joint venture’s separate financial statements.
","snippet":"This Subtopic provides guidance on the accounting and reporting for the formation of a joint venture or a corporate joint venture (collectively, joint ventures) in a joint venture’s separate financial statements.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ef4e943ae7c234eb852b6eaeaf289715e844510508bae89368addd8cf3eb26ec","downloaded_from":"2026-09-10T01:25:47.997Z","last_downloaded_at":"2026-09-10T01:25:47.997Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476177","source_sha256":"8a2855a5314365e904f9adb235f3b3d89867110e627545d685d6a70c151082ed"}},{"citation":"805-60-05-2","para":"05-2","html":"
Paragraph 805-60-25-2 requires that a joint venture account for its formation by applying a new basis of accounting. In accounting for the formation of a joint venture, none of the assets and/or businesses contributed to the joint venture are viewed as having survived the combination as independent entities. Rather, the formation is viewed as the transfer of the net assets to a new entity that assumes control over them. The history of that new reporting entity begins with the joint venture formation. A joint venture establishes a new basis of accounting upon formation by applying aspects of the acquisition method for business combinations, with adaptations that are unique to joint ventures as described in this Subtopic. Accounting for a joint venture formation includes the following steps:
  1. a
    Determining the formation date
  2. b
    Recognizing and measuring the identifiable assets, the liabilities, and any noncontrolling interest in the net assets recognized by the joint venture
  3. c
    Recognizing and measuring goodwill, if any, using the fair value of the joint venture as a whole immediately following formation.
","snippet":"Paragraph 805-60-25-2 requires that a joint venture account for its formation by applying a new basis of accounting. In accounting for the formation of a joint venture, none of the assets and/or businesses contributed to…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3fc0178ab11623aeb508e9bc4075f54777a91be937a4aebbad0f7a93aa61bf52","downloaded_from":"2026-09-10T01:25:47.997Z","last_downloaded_at":"2026-09-10T01:25:47.997Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476177","source_sha256":"8a2855a5314365e904f9adb235f3b3d89867110e627545d685d6a70c151082ed"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0f2e1492f535f595dc8da50652ad7764b8ca9889b5084f4c28ab6ad88fbd6ff0","downloaded_from":"2026-09-10T01:25:47.997Z","last_downloaded_at":"2026-09-10T01:25:47.997Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476177","source_sha256":"8a2855a5314365e904f9adb235f3b3d89867110e627545d685d6a70c151082ed"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:13f1b1290dd6d7f908209665229c8002cdce2d146aa9a7d9ead76290b8786393","downloaded_from":"2026-09-10T01:25:47.997Z","last_downloaded_at":"2026-09-10T01:25:47.997Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476177","source_sha256":"8a2855a5314365e904f9adb235f3b3d89867110e627545d685d6a70c151082ed"}},{"number":"15","label":"15 Scope and Scope Exceptions","anchor":"15-scope-and-scope-exceptions","is_sec":false,"groups":[{"block":null,"heading":"Overall Guidance","paragraphs":[{"citation":"805-60-15-1","para":"15-1","html":"
This Subtopic has its own discrete scope, which is separate and distinct from the pervasive scope for this Topic as outlined in Section 805-10-15.
","snippet":"This Subtopic has its own discrete scope, which is separate and distinct from the pervasive scope for this Topic as outlined in Section 805-10-15.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7711055e141e2d3d5779e0024e5362d88d27bf2071024ed5c50a8d3d556e7a56","downloaded_from":"2026-09-10T01:25:51.338Z","last_downloaded_at":"2026-09-10T01:25:51.338Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476172","source_sha256":"c9c999b890dd3effe7182d1e5050ae2b0990bf7661595ce09eb3d1d3de6b497c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cfe98d1f2e8c9462eea771ae3c55ea893246390e39cdecaa665a77bb90529d26","downloaded_from":"2026-09-10T01:25:51.338Z","last_downloaded_at":"2026-09-10T01:25:51.338Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476172","source_sha256":"c9c999b890dd3effe7182d1e5050ae2b0990bf7661595ce09eb3d1d3de6b497c"}},{"block":null,"heading":"Entities","paragraphs":[{"citation":"805-60-15-2","para":"15-2","html":"
The guidance in this Subtopic applies to the financial statements of joint venture and corporate joint venture entities (collectively, joint ventures) as defined in Section 805-60-20.
","snippet":"The guidance in this Subtopic applies to the financial statements of joint venture and corporate joint venture entities (collectively, joint ventures) as defined in Section 805-60-20.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1044350603d69e717a4f9fdad07d938730cd8a08907d19841a21550d6864cba9","downloaded_from":"2026-09-10T01:25:51.338Z","last_downloaded_at":"2026-09-10T01:25:51.338Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476172","source_sha256":"c9c999b890dd3effe7182d1e5050ae2b0990bf7661595ce09eb3d1d3de6b497c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5274a6224e3f57025e40f671d99f77ca78624248df3e14d98aa5882f41a6df59","downloaded_from":"2026-09-10T01:25:51.338Z","last_downloaded_at":"2026-09-10T01:25:51.338Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476172","source_sha256":"c9c999b890dd3effe7182d1e5050ae2b0990bf7661595ce09eb3d1d3de6b497c"}},{"block":null,"heading":"Transactions","paragraphs":[{"citation":"805-60-15-3","para":"15-3","html":"
The guidance in this Subtopic applies to the formation of joint ventures.
","snippet":"The guidance in this Subtopic applies to the formation of joint ventures.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cc9046711efdb0550f43d10b9994e55762333ada9d9145d63a9b0de30a32d843","downloaded_from":"2026-09-10T01:25:51.338Z","last_downloaded_at":"2026-09-10T01:25:51.338Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476172","source_sha256":"c9c999b890dd3effe7182d1e5050ae2b0990bf7661595ce09eb3d1d3de6b497c"}},{"citation":"805-60-15-4","para":"15-4","html":"
The guidance in this Subtopic does not apply to any of the following:
  1. a
    Transactions between a joint venture and its owners other than the formation of a joint venture
  2. b
    Formations of entities determined to be not-for-profit entities in accordance with Topic 958
  3. c
    Combinations between entities, businesses, or nonprofit activities under common control (see paragraph 805-50-15-6 for examples)
  4. d
    Entities in the construction or extractive industries that may be proportionately consolidated by any of their investor-venturers in accordance with paragraph 810-10-45-14
  5. e
    Collaborative arrangements within the scope of Topic 808, except for any part of the arrangement that is conducted in a separate legal entity that meets the definition of a joint venture.
","snippet":"The guidance in this Subtopic does not apply to any of the following:\n(a) Transactions between a joint venture and its owners other than the formation of a joint venture\n(b) Formations of entities determined to be not-fo…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:032e999ddde2684713796a3eabe6046df9a2dcd00ee58347b1e3abf6690bbd95","downloaded_from":"2026-09-10T01:25:51.338Z","last_downloaded_at":"2026-09-10T01:25:51.338Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476172","source_sha256":"c9c999b890dd3effe7182d1e5050ae2b0990bf7661595ce09eb3d1d3de6b497c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6a6aee1d5ec06fb20a8c9df4ee8abcafc08864850c8af2a46c4b9a4d61a8a864","downloaded_from":"2026-09-10T01:25:51.338Z","last_downloaded_at":"2026-09-10T01:25:51.338Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476172","source_sha256":"c9c999b890dd3effe7182d1e5050ae2b0990bf7661595ce09eb3d1d3de6b497c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fd570149c321a5a133a93fd3883b10780dc5291b98c0550aa7c4fe0fadbefae0","downloaded_from":"2026-09-10T01:25:51.338Z","last_downloaded_at":"2026-09-10T01:25:51.338Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476172","source_sha256":"c9c999b890dd3effe7182d1e5050ae2b0990bf7661595ce09eb3d1d3de6b497c"}},{"number":"25","label":"25 Recognition","anchor":"25-recognition","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-60-25-1","para":"25-1","html":"
An entity shall determine whether a transaction or an event is a joint venture formation by applying the definition of joint venture (or corporate joint venture) and the guidance in paragraph 805-60-25-3 on its formation date. If the transaction or event is not a joint venture formation, the reporting entity shall account for the transaction or event in accordance with other generally accepted accounting principles (GAAP).
","snippet":"An entity shall determine whether a transaction or an event is a joint venture formation by applying the definition of joint venture (or corporate joint venture) and the guidance in paragraph 805-60-25-3 on its formation…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f34a6a162e109fecf37bb03b39e6b3417f69c0a06c87d974f9b9cbcaa9200219","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"citation":"805-60-25-2","para":"25-2","html":"
Accounting for joint venture formations as described in this Subtopic requires that a joint venture establish upon formation a new basis of accounting for its assets and liabilities in accordance with Subtopic 805-20 on identifiable assets and liabilities, and any noncontrolling interest. A joint venture shall recognize goodwill, if any, in accordance with paragraph 805-60-25-13. Unlike the acquisition method, accounting for the formation of a joint venture does not include the identification of an acquirer. This Section includes the following requirements:
  1. a
    Determining the formation date
  2. b
    Determining whether multiple arrangements should be accounted for as a single formation transaction
  3. c
    Determining what is part of the joint venture formation
  4. d
    Accounting for the formation of a joint venture, as applicable:
    1. 1
      New basis of accounting
    2. 2
      Private company accounting alternatives
    3. 3
      Goodwill
    4. 4
      Measurement period
    5. 5
      Transfers of financial assets.
","snippet":"Accounting for joint venture formations as described in this Subtopic requires that a joint venture establish upon formation a new basis of accounting for its assets and liabilities in accordance with Subtopic 805-20 on …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4d98ebefa20655079bc74119b439038ecf5a233f663006374c60538debb8c065","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d930636d9247d0ac9376f4886e5d071cffea2240af1b129636d838706c577a80","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"block":null,"heading":"Determining the Formation Date","paragraphs":[{"citation":"805-60-25-3","para":"25-3","html":"
The joint venture formation date is the date on which an entity initially meets the definition of a joint venture, which is not necessarily the legal entity formation date. A joint venture’s formation date is the measurement date for the formation transaction. A joint venture shall determine a single formation date and account for its formation as of that date. A joint venture shall consider the pertinent facts and circumstances in identifying its formation date. All contributions received, or that are receivable, as of the formation date, including consideration of the guidance in paragraphs 805-60-25-4 through 25-5 on multiple arrangements that should be accounted for as a single formation transaction, constitute the joint venture formation transaction.
","snippet":"The joint venture formation date is the date on which an entity initially meets the definition of a joint venture, which is not necessarily the legal entity formation date. A joint venture’s formation date is the measure…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b944506ff2b474b879534d83cf8ebff55b694e735f1c87642c6ce7453531be82","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:be6c7f5127ac216503a863afa766f4c2d1d59496a604a44fa3d9decb30a7f440","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"block":null,"heading":"Determining Whether Multiple Arrangements Should Be Accounted for as a Single Formation Transaction","paragraphs":[{"citation":"805-60-25-4","para":"25-4","html":"
Multiple arrangements may establish the formation of a joint venture and constitute the joint venture formation transaction. Circumstances sometimes indicate that the multiple arrangements should be accounted for as a single transaction. In determining whether to account for the multiple arrangements as a single transaction that establishes the formation, a joint venture shall consider the terms and conditions of the arrangements and their economic effects. Any of the following may indicate that the joint venture should account for the multiple arrangements as a single transaction that established the formation of the joint venture:
  1. a
    The multiple arrangements are entered into at the same time or in contemplation of one another.
  2. b
    The multiple arrangements form a single transaction designed to achieve an overall commercial effect.
  3. c
    The occurrence of one arrangement is dependent on the occurrence of at least one other arrangement.
  4. d
    One arrangement considered on its own is not economically justified, but the multiple arrangements are economically justified when considered together.
","snippet":"Multiple arrangements may establish the formation of a joint venture and constitute the joint venture formation transaction. Circumstances sometimes indicate that the multiple arrangements should be accounted for as a si…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:804d7821c5711ad901eeff7119d473eea33f7b1559c88f444b1087c9cbc72443","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"citation":"805-60-25-5","para":"25-5","html":"
If multiple arrangements are accounted for as a single transaction in accordance with paragraph 805-60-25-4, then the formation date shall be the measurement date for all arrangements that form part of the single formation transaction. A joint venture shall recognize identifiable assets and liabilities that are part of that single transaction when they satisfy the recognition criteria described in paragraph 805-60-25-2.
","snippet":"If multiple arrangements are accounted for as a single transaction in accordance with paragraph 805-60-25-4, then the formation date shall be the measurement date for all arrangements that form part of the single formati…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:876eec14f3bdab10c9ef63a9a344676089f40cefe2679b33c9b1bc143b1dfc0b","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9bb6d025f67489efabb209d9db103f4a7b3409a2f0bccea8510ea3a5d1fb6b7a","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"block":null,"heading":"Determining What Is Part of the Joint Venture Formation","paragraphs":[{"citation":"805-60-25-6","para":"25-6","html":"
A joint venture and its owners (the venturers) may enter into an arrangement upon formation that is separate from the formation of the joint venture. For example, a joint venture may enter into an arrangement with a venturer to compensate the venturer or others (such as employees of the venturers) for future services. A joint venture shall apply the guidance in paragraphs 805-10-55-24 through 55-26 when determining whether a transaction involving payments to be made by the joint venture to the venturers or others is separate from or part of a joint venture formation. A joint venture shall identify any amounts that are separate from the formation of the joint venture and shall recognize the identifiable assets and liabilities that are determined to be part of the joint venture formation. Separate transactions shall be accounted for in accordance with other relevant GAAP.
","snippet":"A joint venture and its owners (the venturers) may enter into an arrangement upon formation that is separate from the formation of the joint venture. For example, a joint venture may enter into an arrangement with a vent…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:49813d444b67455848b2f345b595e47178531bb357e2ade70ae810b60c0e1c87","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"citation":"805-60-25-7","para":"25-7","html":"
A joint venture shall not apply by analogy the guidance in paragraphs 805-10-55-20 through 55-23 (for a transaction that in effect settles preexisting relationships between the acquirer and the acquiree) or paragraph 805-10-25-23 (for acquisition-related costs and transactions that reimburse the acquiree or its former owners for paying the acquirer’s acquisition-related costs).
","snippet":"A joint venture shall not apply by analogy the guidance in paragraphs 805-10-55-20 through 55-23 (for a transaction that in effect settles preexisting relationships between the acquirer and the acquiree) or paragraph 805…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7673115dd410c89c61b04a5ad1bd5580518915e3465ba312b07d197d1a0808b8","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"citation":"805-60-25-8","para":"25-8","html":"
If, upon formation, a joint venture issues share-based payment awards to replace awards held by grantees of the contributed entities, then the joint venture shall apply the guidance in paragraphs 805-30-30-9 through 30-13 to allocate the fair-value-based measure of replacement share-based payment awards between preformation vesting and postformation compensation cost. Paragraphs 805-60-55-2 through 55-14 provide illustrations of the accounting for the issuance of replacement share-based payment awards in a joint venture formation.
","snippet":"If, upon formation, a joint venture issues share-based payment awards to replace awards held by grantees of the contributed entities, then the joint venture shall apply the guidance in paragraphs 805-30-30-9 through 30-1…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1cd682d5c684539ccbf559c010516f23887568e98e055403f75b571365200b8f","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"citation":"805-60-25-9","para":"25-9","html":"
For the purposes of applying the business combinations guidance on arrangements that include contingent payments to employees or selling shareholders and replacement share-based payment awards referenced in paragraphs 805-60-25-6 through 25-8:
  1. a
    The joint venture shall be viewed as analogous to the acquirer in a business combination.
  2. b
    The venturers shall be viewed as analogous to the selling shareholders.
  3. c
    The recognized businesses and/or assets shall be viewed as analogous to an acquiree.
","snippet":"For the purposes of applying the business combinations guidance on arrangements that include contingent payments to employees or selling shareholders and replacement share-based payment awards referenced in paragraphs 80…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7561a1a3ba815ef3418172631241b1f6b53226d6cc71ba965d70e95112afc826","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5a2c779ec907643c4d81c5f9520b2f3f4aead0fa89a444f32b2a0291bea191e1","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"block":null,"heading":"Accounting for the Formation of a Joint Venture","paragraphs":[{"citation":"805-60-25-10","para":"25-10","html":"
At the formation date, a joint venture shall account for its formation by establishing a new basis of accounting for its identifiable assets and liabilities, and any noncontrolling interest, in accordance with Subtopic 805-20.
","snippet":"At the formation date, a joint venture shall account for its formation by establishing a new basis of accounting for its identifiable assets and liabilities, and any noncontrolling interest, in accordance with Subtopic 8…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:90063c866591f0e3f369e02082e1e4e73868a074de0e9293e192fedfedd3acdf","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"citation":"805-60-25-11","para":"25-11","html":"
A joint venture shall account for its formation in accordance with this Subtopic regardless of whether the assets or group of assets recognized by the joint venture constitute a business in accordance with Subtopic 805-10.
","snippet":"A joint venture shall account for its formation in accordance with this Subtopic regardless of whether the assets or group of assets recognized by the joint venture constitute a business in accordance with Subtopic 805-1…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bf8caa3e63fe97f76917a672d8aa4155ddbc6d495f64f86aa8c99014c486e427","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"citation":"805-60-25-12","para":"25-12","html":"
A joint venture that is a private company may elect to apply the accounting alternative for the recognition of identifiable intangible assets described in paragraphs 805-20-25-30 through 25-33. In accordance with paragraph 805-20-15-4, a joint venture that elects to apply this accounting alternative must adopt the accounting alternative for amortizing goodwill in the Accounting Alternatives Subsections of Subtopic 350-20.
","snippet":"A joint venture that is a private company may elect to apply the accounting alternative for the recognition of identifiable intangible assets described in paragraphs 805-20-25-30 through 25-33. In accordance with paragra…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c710f38da915e94761b4d64a6a11519e2c8ce92e319dc71243f5796ee6716d6f","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"citation":"805-60-25-13","para":"25-13","html":"
In accounting for its formation, a joint venture shall recognize goodwill as of the formation date, when applicable. The presence of more than an insignificant amount of goodwill is expected to be unusual if, at formation, the assets or group of assets recognized by the joint venture do not constitute a business in accordance with Subtopic 805-10. Paragraph 805-60-30-2 describes how a joint venture should measure goodwill upon its formation.
","snippet":"In accounting for its formation, a joint venture shall recognize goodwill as of the formation date, when applicable. The presence of more than an insignificant amount of goodwill is expected to be unusual if, at formatio…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:26201f9b669b53056d642be8a76fef8814668c7ef10075266e251e344c70202f","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"citation":"805-60-25-14","para":"25-14","html":"
If the initial accounting for a joint venture formation is incomplete by the end of the reporting period in which the formation date occurs, the joint venture may apply the measurement period guidance in paragraphs 805-10-25-13 through 25-19 for the items for which the accounting is incomplete. Joint ventures that apply the measurement period guidance shall disclose the information described in paragraph 805-60-50-3.
","snippet":"If the initial accounting for a joint venture formation is incomplete by the end of the reporting period in which the formation date occurs, the joint venture may apply the measurement period guidance in paragraphs 805-1…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c3a31cef702501f4c24badea17c84fe8cb5f4051e671bdd9f6651817ba5c236e","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"citation":"805-60-25-15","para":"25-15","html":"
If a venturer transfers financial assets that are within the scope of Subtopic 860-10 to the joint venture upon formation, then the joint venture shall determine whether the transfer results in the recognition of the transferred financial assets by the joint venture by applying the guidance in Subtopic 860-10.
","snippet":"If a venturer transfers financial assets that are within the scope of Subtopic 860-10 to the joint venture upon formation, then the joint venture shall determine whether the transfer results in the recognition of the tra…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bfd37ec3837c0c054aab4c4fd64cdfcb817d9af2651ed431c56c0ab44d1bd8a3","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e37e3c7fb90ef7dd03268e7817802b854a03d2d5f623a0c39f6927f167b66458","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3fdb79e2de79e4b44297a7452054fc9d156595d1b67a6e4e6c0970e1d0a2f464","downloaded_from":"2026-09-10T01:25:57.804Z","last_downloaded_at":"2026-09-10T01:25:57.804Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476185","source_sha256":"4290345b1bc92c279721e8e340a320c02b1ba2f4479ff0147a0c31c8579bc83b"}},{"number":"30","label":"30 Initial Measurement","anchor":"30-initial-measurement","is_sec":false,"groups":[{"block":null,"heading":"Identifiable Assets and Liabilities, and Any Noncontrolling Interest","paragraphs":[{"citation":"805-60-30-1","para":"30-1","html":"
A joint venture shall measure its identifiable assets and liabilities, and any noncontrolling interest, recognized at the formation date in accordance with Subtopic 805-20.
","snippet":"A joint venture shall measure its identifiable assets and liabilities, and any noncontrolling interest, recognized at the formation date in accordance with Subtopic 805-20.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9c4266ea57c235f82dc35c5caf52990b02e75dd41b86b4e05a7bfde77177a546","downloaded_from":"2026-09-10T01:26:01.305Z","last_downloaded_at":"2026-09-10T01:26:01.305Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476184","source_sha256":"4acd41fb8b1fa52f0e516c023a9afd5cc4146f8ae5a5d3907a8856a8244e2d42"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9bb5cff047db6be4612f0540fb1275fef3093c459edb133d7c84a497c9b2f438","downloaded_from":"2026-09-10T01:26:01.305Z","last_downloaded_at":"2026-09-10T01:26:01.305Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476184","source_sha256":"4acd41fb8b1fa52f0e516c023a9afd5cc4146f8ae5a5d3907a8856a8244e2d42"}},{"block":null,"heading":"Goodwill","paragraphs":[{"citation":"805-60-30-2","para":"30-2","html":"
A joint venture shall apply the guidance in this paragraph to measure goodwill, when applicable. A joint venture shall recognize goodwill, if any, upon formation, measured as the excess of (a) over (b):
  1. a
    The formation-date fair value of the joint venture as a whole. The formation-date fair value of the joint venture as a whole shall equal the fair value of 100 percent of the joint venture’s equity (net assets) immediately following formation (including any noncontrolling interest in the net assets recognized by the joint venture).
  2. b
    The net of the formation-date amounts of the identifiable assets and liabilities recognized by the joint venture and measured in accordance with Subtopic 805-20.
","snippet":"A joint venture shall apply the guidance in this paragraph to measure goodwill, when applicable. A joint venture shall recognize goodwill, if any, upon formation, measured as the excess of (a) over (b):\n(a) The formation…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:827b48946840b12ad50152aa3aeaafff2541a970924abfc1c3d7a5760b2c7fe6","downloaded_from":"2026-09-10T01:26:01.305Z","last_downloaded_at":"2026-09-10T01:26:01.305Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476184","source_sha256":"4acd41fb8b1fa52f0e516c023a9afd5cc4146f8ae5a5d3907a8856a8244e2d42"}},{"citation":"805-60-30-3","para":"30-3","html":"
Upon formation, a joint venture shall recognize the amount of its identifiable net assets recognized in excess of the fair value of the joint venture as a whole, if any, as an adjustment to additional paid-in capital (or other similar equity account, such as members’ equity).
","snippet":"Upon formation, a joint venture shall recognize the amount of its identifiable net assets recognized in excess of the fair value of the joint venture as a whole, if any, as an adjustment to additional paid-in capital (or…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7166452af16bf8370f3c6a98fe09c8f83eb02fa03128d03ecfeeb574c5316a51","downloaded_from":"2026-09-10T01:26:01.305Z","last_downloaded_at":"2026-09-10T01:26:01.305Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476184","source_sha256":"4acd41fb8b1fa52f0e516c023a9afd5cc4146f8ae5a5d3907a8856a8244e2d42"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0f9f9a1f7e80d2eb3903055876431f6fea1684ec3c38a5ea228cc85ff7589799","downloaded_from":"2026-09-10T01:26:01.305Z","last_downloaded_at":"2026-09-10T01:26:01.305Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476184","source_sha256":"4acd41fb8b1fa52f0e516c023a9afd5cc4146f8ae5a5d3907a8856a8244e2d42"}},{"block":null,"heading":"Instruments, Contracts, and Share-Based Payment Awards Classified as Equity","paragraphs":[{"citation":"805-60-30-4","para":"30-4","html":"
The amount of any separately recognized equity-classified instruments or contracts issued by a joint venture as part of the formation transaction, other than equity-classified replacement share-based payment awards (see paragraph 805-60-30-5), shall be accounted for as a reallocation of additional paid-in capital (or other similar equity account, such as members’ equity) and shall not affect the total amount of equity or goodwill recognized by the joint venture upon formation.
","snippet":"The amount of any separately recognized equity-classified instruments or contracts issued by a joint venture as part of the formation transaction, other than equity-classified replacement share-based payment awards (see …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b59b5b7346755907240dca19adf4845e49f07f3c783ffb0bceb4210d1339e2af","downloaded_from":"2026-09-10T01:26:01.305Z","last_downloaded_at":"2026-09-10T01:26:01.305Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476184","source_sha256":"4acd41fb8b1fa52f0e516c023a9afd5cc4146f8ae5a5d3907a8856a8244e2d42"}},{"citation":"805-60-30-5","para":"30-5","html":"
A joint venture shall initially measure equity-classified replacement share-based payment awards at the fair-value-based measurement method described in Topic 718 on stock compensation. The fair-value-based amount allocated to preformation vesting (in accordance with paragraph 805-60-25-8) of any replacement share-based payments classified as equity shall be recognized as a reallocation of additional paid-in capital (or other similar equity account, such as members’ equity) and shall not affect the total amount of equity or goodwill recognized by the joint venture upon formation.
","snippet":"A joint venture shall initially measure equity-classified replacement share-based payment awards at the fair-value-based measurement method described in Topic 718 on stock compensation. The fair-value-based amount alloca…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9f4ac2269c5c26becfa6bcbac2570cf74073cace1873c1cb41bce11a035437da","downloaded_from":"2026-09-10T01:26:01.305Z","last_downloaded_at":"2026-09-10T01:26:01.305Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476184","source_sha256":"4acd41fb8b1fa52f0e516c023a9afd5cc4146f8ae5a5d3907a8856a8244e2d42"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f9585b97c7140d5d945cc19c43e49e41b7c7fd427112b9336f6223b043f81a16","downloaded_from":"2026-09-10T01:26:01.305Z","last_downloaded_at":"2026-09-10T01:26:01.305Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476184","source_sha256":"4acd41fb8b1fa52f0e516c023a9afd5cc4146f8ae5a5d3907a8856a8244e2d42"}},{"block":null,"heading":"Liability-Classified and Asset-Classified Contingent Payments and Replacement Share-Based Payment Awards","paragraphs":[{"citation":"805-60-30-6","para":"30-6","html":"
A joint venture shall initially measure any contingent payment arrangements between the joint venture and its venturers that are classified as liabilities (or assets), other than replacement share-based payment awards, in accordance with paragraph 805-60-30-1. A joint venture shall not account for those arrangements generated as a result of the joint venture formation as contingent consideration or as an assumed contingent consideration arrangement.
","snippet":"A joint venture shall initially measure any contingent payment arrangements between the joint venture and its venturers that are classified as liabilities (or assets), other than replacement share-based payment awards, i…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:516c861e27e4fb72b87ff25d5768865ed81b0caa40db1194666eb5977b5dbb59","downloaded_from":"2026-09-10T01:26:01.305Z","last_downloaded_at":"2026-09-10T01:26:01.305Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476184","source_sha256":"4acd41fb8b1fa52f0e516c023a9afd5cc4146f8ae5a5d3907a8856a8244e2d42"}},{"citation":"805-60-30-7","para":"30-7","html":"
A joint venture shall initially measure liability-classified replacement share-based payment awards using the fair-value-based measurement method described in Topic 718 on stock compensation (consistent with the requirements in paragraphs 805-60-25-8 and 805-60-30-1).
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A joint venture shall subsequently measure and account for the assets and liabilities recognized upon formation in accordance with the requirements for acquirers of a business in Sections 805-10-35, 805-20-35, and 805-30-35, and other generally accepted accounting principles (GAAP), as applicable.
","snippet":"A joint venture shall subsequently measure and account for the assets and liabilities recognized upon formation in accordance with the requirements for acquirers of a business in Sections 805-10-35, 805-20-35, and 805-30…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5f23ef3f65d295dfc9bf29136c26dccb05e18e1037a2da3e7d3d7c4557050fbd","downloaded_from":"2026-09-10T01:26:03.723Z","last_downloaded_at":"2026-09-10T01:26:03.723Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476183","source_sha256":"4a5aeb76d169256a8387cba16cd315926f993f2b1b54cf328b081f7e5bf495f0"}},{"citation":"805-60-35-2","para":"35-2","html":"
A joint venture that is a private company may elect to apply the accounting alternatives for the subsequent measurement of goodwill described in paragraphs 350-20-35-62 through 35-82.
","snippet":"A joint venture that is a private company may elect to apply the accounting alternatives for the subsequent measurement of goodwill described in paragraphs 350-20-35-62 through 35-82.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:20f482dcbf6acf43a54560a2b3e56e6d26515873f7d4611af331140a0475933e","downloaded_from":"2026-09-10T01:26:03.723Z","last_downloaded_at":"2026-09-10T01:26:03.723Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476183","source_sha256":"4a5aeb76d169256a8387cba16cd315926f993f2b1b54cf328b081f7e5bf495f0"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e83641ea45889b5615b756dedaca9c82382de78bdedfe85049c49b47e1c9d362","downloaded_from":"2026-09-10T01:26:03.723Z","last_downloaded_at":"2026-09-10T01:26:03.723Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476183","source_sha256":"4a5aeb76d169256a8387cba16cd315926f993f2b1b54cf328b081f7e5bf495f0"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e442a9c339fc1d8b673d134f5c58d6a18b4a59de87b9c14442400649cf94e928","downloaded_from":"2026-09-10T01:26:03.723Z","last_downloaded_at":"2026-09-10T01:26:03.723Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476183","source_sha256":"4a5aeb76d169256a8387cba16cd315926f993f2b1b54cf328b081f7e5bf495f0"}},{"number":"45","label":"45 Other Presentation Matters","anchor":"45-other-presentation-matters","is_sec":false,"groups":[{"block":null,"heading":"Disclosure of Formation Date Balance Sheet","paragraphs":[{"citation":"805-60-45-1","para":"45-1","html":"
To satisfy the requirements in paragraph 805-60-50-2(e), a joint venture may, in lieu of disclosure in the notes to financial statements, present a statement of financial position as of the formation date that reflects the amounts recognized by the joint venture for each major class of assets and liabilities as a result of its formation.
","snippet":"To satisfy the requirements in paragraph 805-60-50-2(e), a joint venture may, in lieu of disclosure in the notes to financial statements, present a statement of financial position as of the formation date that reflects t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d92f680a842d639b86ffbd4472f7b9e2fa5e942797b28f8ddece17e79183af15","downloaded_from":"2026-09-10T01:26:07.446Z","last_downloaded_at":"2026-09-10T01:26:07.446Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476179","source_sha256":"7ba0cd0bee83c48fa73a21247899a2698143e9d123779ab3cdcbbafc649e515e"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7dc81d0b2777e71782259051f7c41c49349fafb592320a0a1941e4e962ff6745","downloaded_from":"2026-09-10T01:26:07.446Z","last_downloaded_at":"2026-09-10T01:26:07.446Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476179","source_sha256":"7ba0cd0bee83c48fa73a21247899a2698143e9d123779ab3cdcbbafc649e515e"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5cdc8a9644e87c2fd56dae0be9c7555e6637eb8738aa5a2e7176149693ad590e","downloaded_from":"2026-09-10T01:26:07.446Z","last_downloaded_at":"2026-09-10T01:26:07.446Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476179","source_sha256":"7ba0cd0bee83c48fa73a21247899a2698143e9d123779ab3cdcbbafc649e515e"}},{"number":"50","label":"50 Disclosure","anchor":"50-disclosure","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-60-50-1","para":"50-1","html":"
A joint venture shall disclose information that enables users of its financial statements to understand the nature and financial effect of the joint venture formation in the period in which the formation date occurs.
","snippet":"A joint venture shall disclose information that enables users of its financial statements to understand the nature and financial effect of the joint venture formation in the period in which the formation date occurs.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9e682beff782fcd52c8c56031a2a1175ce6b168faef125d22faf7d4fb30cb507","downloaded_from":"2026-09-10T01:26:09.999Z","last_downloaded_at":"2026-09-10T01:26:09.999Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476180","source_sha256":"5019b019f5a3cf0e31b7f57c0437caf0901f33f26a545a63d10ac2b72d8d2e4f"}},{"citation":"805-60-50-2","para":"50-2","html":"
In the period of formation, a joint venture shall disclose the following:
  1. a
    The formation date
  2. b
    A description of the purpose for which the joint venture was formed (for example, to share risks and rewards in developing a new market, product, or technology; to combine complementary technological knowledge; or to pool resources in developing production or other facilities)
  3. c
    The formation-date fair value of the joint venture as a whole
  4. d
    A description of the assets and liabilities recognized by the joint venture at the formation date
  5. e
    The amounts recognized by the joint venture for each major class of assets and liabilities as a result of accounting for its formation, either presented on the face of financial statements or disclosed in the notes to financial statements (see paragraph 805-60-45-1)
  6. f
    A qualitative description of the factors that make up any goodwill recognized, such as expected synergies from combining operations of the contributed assets or businesses, intangible assets that do not qualify for separate recognition, or other factors.
","snippet":"In the period of formation, a joint venture shall disclose the following:\n(a) The formation date\n(b) A description of the purpose for which the joint venture was formed (for example, to share risks and rewards in develop…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:88b09ac5a8d0654624a39e6ad622d3999a6a952d4bd08097f44d1c7ccb8e207c","downloaded_from":"2026-09-10T01:26:09.999Z","last_downloaded_at":"2026-09-10T01:26:09.999Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476180","source_sha256":"5019b019f5a3cf0e31b7f57c0437caf0901f33f26a545a63d10ac2b72d8d2e4f"}},{"citation":"805-60-50-3","para":"50-3","html":"
If the initial accounting for a joint venture formation is incomplete (see paragraph 805-60-25-14) for particular assets, liabilities, noncontrolling interests, or the formation-date fair value of the joint venture as a whole and the amounts recognized in the financial statements for the joint venture formation thus have been determined only provisionally, the joint venture shall disclose the following information:
  1. a
    The reasons why the initial accounting is incomplete
  2. b
    The assets, liabilities, noncontrolling interests, or the formation-date fair value of the joint venture as a whole for which the initial accounting is incomplete
  3. c
    The nature and amount of any measurement period adjustments recognized during the reporting period, including separately the amount of adjustment to current-period income statement line items relating to the income effects that would have been recognized in previous periods if the adjustment to provisional amounts was recognized as of the formation date.
","snippet":"If the initial accounting for a joint venture formation is incomplete (see paragraph 805-60-25-14) for particular assets, liabilities, noncontrolling interests, or the formation-date fair value of the joint venture as a …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5536bcebbdff1d7922b785c8dc2d96ef248eb55c8d185665a5d0c7e48af88a6b","downloaded_from":"2026-09-10T01:26:09.999Z","last_downloaded_at":"2026-09-10T01:26:09.999Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476180","source_sha256":"5019b019f5a3cf0e31b7f57c0437caf0901f33f26a545a63d10ac2b72d8d2e4f"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ab8bb617baba5a72126607f89b9f991e408dc3fe8e8b97ef1e1c2aa0d50ddc53","downloaded_from":"2026-09-10T01:26:09.999Z","last_downloaded_at":"2026-09-10T01:26:09.999Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476180","source_sha256":"5019b019f5a3cf0e31b7f57c0437caf0901f33f26a545a63d10ac2b72d8d2e4f"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2c8194be2f1ad79172fe7483462a605a011fb25a69a8f23b8ec6eb57e8db5516","downloaded_from":"2026-09-10T01:26:09.999Z","last_downloaded_at":"2026-09-10T01:26:09.999Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476180","source_sha256":"5019b019f5a3cf0e31b7f57c0437caf0901f33f26a545a63d10ac2b72d8d2e4f"}},{"number":"55","label":"55 Implementation Guidance and Illustrations","anchor":"55-implementation-guidance-and-illustrations","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-60-55-1","para":"55-1","html":"
This Section is an integral part of the requirements of this Subtopic. This Section provides illustrations that address the general application of accounting requirements for joint venture formations.
","snippet":"This Section is an integral part of the requirements of this Subtopic. This Section provides illustrations that address the general application of accounting requirements for joint venture formations.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2d7311851663d3c7994c6adcc32a12aa8a1b313cbe7444f12c0fc53cfbe367e2","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7dec3b1c7763f4514a91eeddd91d5dbc9d140777988ae2f5256af2e5fe827988","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}},{"block":null,"heading":"Illustrations","paragraphs":[{"citation":"805-60-55-2","para":"55-2","html":"
On January 1, 20X0, a newly formed corporation with no assets or liabilities, New Venture, receives contributions of a controlling financial interest in Business A (90 percent voting interest) from Venturer 1 and Business B (100 percent voting interest) from Venturer 2 and, in exchange, issues 50 common shares to each Venturer 1 and Venturer 2. Assume that New Venture has no other classes of equity or any other equity instruments outstanding before receiving the contributions. It is determined that New Venture first met the definition of a joint venture on January 1, 20X0. New Venture determines January 1, 20X0, to be its formation date.
","snippet":"On January 1, 20X0, a newly formed corporation with no assets or liabilities, New Venture, receives contributions of a controlling financial interest in Business A (90 percent voting interest) from Venturer 1 and Busines…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f05106ec277e93526855858662f20ab7ebb7b2bd254b573fc0d86ec81f4b1735","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}},{"citation":"805-60-55-3","para":"55-3","html":"
In accordance with paragraph 805-60-30-2, but before consideration of any liabilities for share-based payments, New Venture determines that the fair value of the joint venture as a whole is $100 million including a noncontrolling interest (10 percent voting interest) in Business A that is owned by an outside entity. It also determines, in accordance with paragraph 805-60-30-2, that the formation-date fair value of the identifiable assets is $120 million, the fair value of the liabilities is $40 million, and the fair value of the noncontrolling interest in Business A is $5 million.
","snippet":"In accordance with paragraph 805-60-30-2, but before consideration of any liabilities for share-based payments, New Venture determines that the fair value of the joint venture as a whole is $100 million including a nonco…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:93c98d7c088b97e693348a41ffb79a04172566931873207bf2d9b5968752860b","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}},{"citation":"805-60-55-4","para":"55-4","html":"
Upon formation, New Venture exchanges replacement awards that require one year of postformation vesting for share-based payment awards of Business A for which employees had not yet rendered all of the required services as of the formation date. The fair-value-based measure of both awards (the original awards and the replacement awards) is $20 million at the formation date. When originally granted, the awards of the contributed business had a requisite service period of four years. As of the formation date, the contributed business’s employees had rendered two years’ service, and they would have been required to render two additional years of service after the formation date for their awards to vest. Accordingly, only a portion of the contributed business’s awards is attributable to preformation vesting.
","snippet":"Upon formation, New Venture exchanges replacement awards that require one year of postformation vesting for share-based payment awards of Business A for which employees had not yet rendered all of the required services a…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8677e214f797b24e101f45706ae3422b1ad5e16d18f6233927f8b6548dcad465","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}},{"citation":"805-60-55-5","para":"55-5","html":"
The replacement awards require only one year of postformation vesting. Because employees have already rendered two years of service, the total requisite service period is three years. For simplicity, assume that New Venture estimates that there will be no forfeitures of the replacement share-based payment awards. The portion attributable to preformation vesting equals the fair-value-based measure of the contributed business’s award ($20 million) multiplied by the ratio of the preformation vesting period (2 years) to the greater of the total service period (3 years) and the original service period of the contributed business’s award (4 years). Thus, $10 million ($20 million × 2 ÷ 4 years) is attributable to preformation vesting and, therefore, New Venture’s additional paid-in capital upon formation. The remaining $10 million is attributable to postformation vesting and therefore recognized as compensation cost in New Venture’s postformation financial statements in accordance with Topic 718 on stock compensation.
","snippet":"The replacement awards require only one year of postformation vesting. Because employees have already rendered two years of service, the total requisite service period is three years. For simplicity, assume that New Vent…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5745e6f9cc900a6dd5f91615c3d22d6c72507259e035884cfd10fe15e06b0544","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}},{"citation":"805-60-55-6","para":"55-6","html":"
New Venture applies the guidance in Topic 718 to determine whether the share-based payments should be classified as liabilities or equity.
","snippet":"New Venture applies the guidance in Topic 718 to determine whether the share-based payments should be classified as liabilities or equity.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a8ebeb29b79b38e93b5fce9345a0abeda0ea3be3f4b08384afa1f41bef471e30","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}},{"citation":"805-60-55-7","para":"55-7","html":"
If New Venture determines that the replacement share-based payment awards are classified as liabilities, then total liabilities will equal $50 million ($40 million + $10 million). For simplicity, when taking the share-based payment liabilities into account, the fair value of New Venture as a whole is $90 million ($100 million – $10 million).
","snippet":"If New Venture determines that the replacement share-based payment awards are classified as liabilities, then total liabilities will equal $50 million ($40 million + $10 million). For simplicity, when taking the share-ba…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bb86eb3bb191b272c300ee74691cbf0ba62a5d116cbb532deced60f372710448","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}},{"citation":"805-60-55-8","para":"55-8","html":"
New Venture calculates goodwill as follows (in millions), consistent with the guidance in paragraph 805-60-30-2. The formation-date fair value of the joint venture as a whole is equal to the fair value of 100 percent of the joint venture’s equity (net assets) immediately following formation (including any noncontrolling interest in the net assets recognized by the joint venture).
  • Fair value of New Venture as a whole (including $5 noncontrolling interest) $90 Less: Net fair value of identifiable assets and liabilities recognized ($120 assets − $50 liabilities) (70) Goodwill recognized by New Venture at formation date $20
","snippet":"New Venture calculates goodwill as follows (in millions), consistent with the guidance in paragraph 805-60-30-2. The formation-date fair value of the joint venture as a whole is equal to the fair value of 100 percent of …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:17831ea7ddb09cb7d55d8a794fe64d9de3e7f3211e1357168f2879d6b4150af3","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}},{"citation":"805-60-55-9","para":"55-9","html":"
New Venture calculates additional paid-in capital as follows (in millions).
  • \"Net assets recognized by New Venture, excluding share-based payment liabilities ($120 identifiable assets – $40 liabilities + $20 goodwill)\" $100 Less: The fair value of noncontrolling interest in business contributed to New Venture (5) Less: The fair value of preformation vesting replacement share-based payments classified as a liability (10) Additional paid-in capital recognized by New Venture at the formation date $85
","snippet":"New Venture calculates additional paid-in capital as follows (in millions).","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:11fbcfaeac4bff7c58c5f6c5e7c24f956ebf7d77c3c32d15a1ac87d37baa9e11","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}},{"citation":"805-60-55-10","para":"55-10","html":"
New Venture records the following entry at the formation date (in millions).
  • Identifiable assets recognized $120 Goodwill 20 Liabilities recognized $40 Noncontrolling interest 5 Share-based payment liability (preformation vesting) 10 Additional paid-in capital 85
","snippet":"New Venture records the following entry at the formation date (in millions).","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3ec549d1887f533f95339126d34cd666c558cb59a477d75c19db98c810044695","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}},{"citation":"805-60-55-11","para":"55-11","html":"
If New Venture determines that the replacement share-based payment awards are classified as equity, then total liabilities will equal $40 million and the fair value of New Venture as a whole is $100 million.
","snippet":"If New Venture determines that the replacement share-based payment awards are classified as equity, then total liabilities will equal $40 million and the fair value of New Venture as a whole is $100 million.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3982dbe66bb545a4a8821a948656574ab8b4013657ea821b785dbce3f236ec31","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}},{"citation":"805-60-55-12","para":"55-12","html":"
New Venture calculates goodwill as follows (in millions), consistent with the guidance in paragraph 805-60-30-2. The formation-date fair value of the joint venture as a whole is equal to the fair value of 100 percent of the joint venture’s equity (net assets) immediately following formation (including any noncontrolling interest in the net assets recognized by the joint venture).
  • Fair value of New Venture as a whole (including $5 noncontrolling interest) $100 Less: Net fair value of identifiable assets and liabilities recognized ($120 assets − $40 liabilities) (80) Goodwill recognized by New Venture at formation date $20
","snippet":"New Venture calculates goodwill as follows (in millions), consistent with the guidance in paragraph 805-60-30-2. The formation-date fair value of the joint venture as a whole is equal to the fair value of 100 percent of …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4e2d771837ba020c5d9297864762447c45116c5f58f86b3faf6ac7f5e8f6c71a","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}},{"citation":"805-60-55-13","para":"55-13","html":"
New Venture calculates additional paid-in capital, excluding additional paid-in capital attributable to share-based payments, as follows (in millions).
  • \"Net assets recognized by New Venture, excluding share-based payment liabilities ($120 identifiable assets – $40 liabilities + $20 goodwill)\" $100 Less: The fair value of noncontrolling interest in business contributed to New Venture (5) Less: The fair value of preformation vesting replacement share-based payments classified as equity (10) Additional paid-in capital recognized by New Venture at the formation date (excluding additional paid-in capital attributable to preformation vesting share-based payments) $85
","snippet":"New Venture calculates additional paid-in capital, excluding additional paid-in capital attributable to share-based payments, as follows (in millions).","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d0b0a1905313c450557cf358dd9b0b36890380c60c0b272ef18535e447ea16f4","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}},{"citation":"805-60-55-14","para":"55-14","html":"
New Venture records the following entry at the formation date (in millions).
  • Identifiable assets recognized $120 Goodwill 20 Liabilities recognized $40 Noncontrolling interest 5 Additional paid-in capital—share-based payments (preformation vesting) 10 Additional paid-in capital 85
","snippet":"New Venture records the following entry at the formation date (in millions).","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:db1338b1548858a4763818e2f1cffcbe13b344583eb8c1eaad9f7c62f21cae86","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a713323b78ca54ebf682a5aa007af0ba19e98bfed0a1dc95f59513469a9c3e3f","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0b6f6f4e70059897d5e132e3e6706ea3294312adeb353b162a8bc34f8e702fb3","downloaded_from":"2026-09-10T01:26:12.163Z","last_downloaded_at":"2026-09-10T01:26:12.163Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476182","source_sha256":"10e6adc9912b7dc7af4b73d52c2537fd4f79669080a840c5cc04bdf05728fd7d"}},{"number":"65","label":"65 Transition and Open Effective Date Information","anchor":"65-transition-and-open-effective-date-information","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-60-65-1","para":"65-1","html":"
Paragraph superseded on 07/02/2026 after the end of the transition period stated in Accounting Standards Update No. 2023-05, Business Combinations—Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement.
","snippet":"Paragraph superseded on 07/02/2026 after the end of the transition period stated in Accounting Standards Update No. 2023-05, Business Combinations—Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measu…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a86abcbff01bb5a52c0136511e93ffe822ea06f802832ddd8aee4b23774c682b","downloaded_from":"2026-09-10T01:26:14.808Z","last_downloaded_at":"2026-09-10T01:26:14.808Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476176","source_sha256":"c55d9ce72d4a0143c6f53945390c1068cb7fa2614928fbf8eb995f07b5c8fd2e"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6ccbb964bc5dd4c05c0b9c31a23c0df134f50406b1c1b632d5856a7378a2f332","downloaded_from":"2026-09-10T01:26:14.808Z","last_downloaded_at":"2026-09-10T01:26:14.808Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476176","source_sha256":"c55d9ce72d4a0143c6f53945390c1068cb7fa2614928fbf8eb995f07b5c8fd2e"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c34172f946f8086ac41318a64786d9e563369bf7bc8e4ec3df7633311eff0873","downloaded_from":"2026-09-10T01:26:14.808Z","last_downloaded_at":"2026-09-10T01:26:14.808Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147476176","source_sha256":"c55d9ce72d4a0143c6f53945390c1068cb7fa2614928fbf8eb995f07b5c8fd2e"}}],"enrichment":{"summary":"ASC 805-60 governs how a newly formed joint venture (or corporate joint venture) accounts for its own formation in its separate financial statements. The joint venture must establish a new basis of accounting at the formation date, recognizing and measuring identifiable assets, liabilities, and any noncontrolling interest under Subtopic 805-20, but without identifying an acquirer. Goodwill, if any, is the excess of the formation-date fair value of the joint venture as a whole over the net of the identifiable assets and liabilities recognized; any excess of net assets over that fair value is credited to additional paid-in capital rather than recognized as a bargain purchase gain.","key_points":["A joint venture applies a new basis of accounting upon formation, treating the transaction as a transfer of net assets to a new reporting entity whose history begins at formation, and does not identify an acquirer (805-60-05-2; 805-60-25-2).","The formation date is the date the entity first meets the definition of a joint venture (not necessarily the legal formation date), and a single formation date serves as the measurement date for all contributions and for any multiple arrangements accounted for as one transaction (805-60-25-3 through 25-5).","New basis accounting applies whether or not the contributed assets constitute a business, and identifiable assets, liabilities, and any NCI are recognized and measured under Subtopic 805-20 (805-60-25-10 through 25-11; 805-60-30-1).","Goodwill equals the formation-date fair value of the joint venture as a whole (100% of equity immediately after formation, including NCI) less the net of the recognized identifiable assets and liabilities; more than insignificant goodwill is unusual if the contributed assets are not a business (805-60-25-13; 805-60-30-2).","Any excess of identifiable net assets over the fair value of the joint venture as a whole is recorded as an adjustment to additional paid-in capital (or members' equity), not as a gain (805-60-30-3).","Equity-classified instruments issued in the formation and the preformation-vesting portion of equity-classified replacement share-based payment awards are reallocations of additional paid-in capital and do not change total equity or goodwill; replacement awards are split between preformation vesting and postformation compensation cost under 805-30-30-9 through 30-13 (805-60-25-8; 805-60-30-4 through 30-5).","The measurement period guidance in 805-10-25-13 through 25-19 may be applied if initial accounting is incomplete, with disclosures required by 805-60-50-3; period-of-formation disclosures include the formation date, purpose, fair value of the joint venture as a whole, major classes of assets and liabilities, and qualitative goodwill factors (805-60-25-14; 805-60-50-2)."],"categories":["Business combinations","Initial measurement","Intangibles and goodwill","Disclosure"],"audience_level":"advanced","student_note":"Added by ASU 2023-05, this Subtopic finally answers a long-unsettled question: a joint venture steps up all contributed net assets to fair value in its own financial statements even though no acquirer exists. The classic trap is applying the acquisition method mechanically — there is no acquirer, no bargain purchase gain (the excess goes to APIC), no settlement-of-preexisting-relationship or acquisition-cost analogies (805-60-25-7), and goodwill is derived from the fair value of the venture as a whole rather than consideration transferred.","related_topics":["805-10","805-20","805-30","805-50","350-20","718"],"key_concepts":["joint venture formation","new basis of accounting","formation date","fair value of the joint venture as a whole","goodwill","additional paid-in capital adjustment","replacement share-based payment awards","measurement 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It requires that value beyond proven and probable reserves (VBPP) be included in the value allocated to mining assets to the extent a market participant would include it, and that anticipated future mineral price fluctuations be reflected consistently with marketplace participant expectations.","concepts":["mineral rights","value beyond proven and probable reserves","purchase price allocation","mining assets","market participant assumptions","fair value measurement","forward pricing curves","future mineral prices"],"categories":["Business combinations","Fair value","Initial measurement","Industry-specific"],"level":"advanced","topic_title":"Business Combinations","sections":[{"number":"05","label":"05 Overview and Background","anchor":"05-overview-and-background","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-930-05-1","para":"05-1","html":"
This Subtopic addresses valuation of mineral rights in a business combination.
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This Subtopic follows the same Scope and Scope Exceptions as outlined in the Overall Subtopic, see Section 930-10-15.
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An entity shall include value beyond proven and probable reserves in the value allocated to mining assets in a purchase price allocation to the extent that a market participant would include value beyond proven and probable reserves in determining the fair value of the asset.
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An entity shall include the effects of anticipated fluctuations in the future market price of minerals in determining the fair value of mining assets in a purchase price allocation in a manner that is consistent with the expectations of marketplace participants. Generally, an entity should consider all available information including current prices, historical averages, and forward pricing curves. Those marketplace assumptions typically should be consistent with the acquiring entity's operating plans with respect to developing and producing minerals. It generally would be inappropriate for an entity to use a single factor, such as the current price or a historical average, as a surrogate for estimating future prices without considering other information that a market participant would consider.
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It requires that value beyond proven and probable reserves (VBPP) be included in the value allocated to mining assets to the extent a market participant would include it, and that anticipated future mineral price fluctuations be reflected consistently with marketplace participant expectations.","key_points":["The Subtopic addresses valuation of mineral rights in a business combination (805-930-05-1) and uses the same scope as Section 930-10-15 (805-930-15-1).","Value beyond proven and probable reserves must be included in the value allocated to mining assets in a purchase price allocation to the extent a market participant would include it in determining the asset's fair value (805-930-30-1).","Anticipated fluctuations in future market prices of minerals must be reflected in the fair value of mining assets consistently with marketplace participant expectations (805-930-30-2).","An entity generally should consider all available information — current prices, historical averages, and 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The following table identifies the changes made to this Subtopic.
ParagraphActionAccounting Standards UpdateDate
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Services—Insurance","area":"Broad Transactions","paragraphs":82,"summary":"ASC 805-944 tells insurance entities how to account for insurance and reinsurance contracts acquired in a business combination and how to account for demutualizations (or formation of a mutual insurance holding entity). Acquired insurance/reinsurance contracts are treated as new contracts, recognized at fair value but split into (a) amounts measured under the acquirer's own insurance accounting policies and (b) an intangible asset (or liability) for the residual, while the acquiree's classification as insurance versus deposit contract is carried forward. A demutualization is not itself a change in ownership requiring a new accounting basis; instead the entity computes a one-time actuarial calculation of maximum future closed-block earnings and records a policyholder dividend obligation whenever cumulative actual closed-block earnings exceed cumulative expected earnings.","concepts":["acquired insurance and reinsurance contracts","demutualization","mutual insurance holding entity","closed block","policyholder dividend obligation","actuarial calculation date","maximum future earnings inuring to stockholders","participating life insurance contracts"],"categories":["Business combinations","Industry-specific","Subsequent measurement","Disclosure"],"level":"advanced","topic_title":"Business Combinations","sections":[{"number":"00","label":"00 Status","anchor":"00-status","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-944-00-1","para":"00-1","html":"
The following table identifies the changes made to this Subtopic.
Paragraph Action Accounting Standards Update Date
Acquisition Costs Amended Accounting Standards Update No. 2010-26 10/13/2010
Involuntary Termination Superseded Accounting Standards Update No. 2014-06 03/14/2014
Participating Insurance Added Accounting Standards Update No. 2016-19 12/14/2016
Participating Insurance Contracts Superseded Accounting Standards Update No. 2016-19 12/14/2016
Reinsurance Recoverable Added Accounting Standards Update No. 2016-19 12/14/2016
Termination Amended Accounting Standards Update No. 2014-06 03/14/2014
Voluntary Termination Superseded Accounting Standards Update No. 2014-06 03/14/2014
944-805-05-10 Amended Accounting Standards Update No. 2016-19 12/14/2016
944-805-30-1 Amended Accounting Standards Update No. 2016-19 12/14/2016
944-805-35-3 Amended Accounting Standards Update No. 2018-12 08/15/2018
944-805-45-3 Amended Accounting Standards Update No. 2015-01 01/09/2015
944-805-50-3 Amended Accounting Standards Update No. 2018-12 08/15/2018
944-805-55-3 Amended Accounting Standards Update No. 2018-12 08/15/2018
944-805-55-6 through 55-11
 Amended Accounting Standards Update No. 2018-12 08/15/2018
944-805-55-9 Amended Maintenance Update 2016-11 (PDF) 06/27/2016
944-805-55-12 Superseded Accounting Standards Update No. 2018-12 08/15/2018
944-805-55-13 Superseded Accounting Standards Update No. 2018-12 08/15/2018
","snippet":"The following table identifies the changes made to this Subtopic.\nParagraph | Action | Accounting Standards Update | Date |\n| | | |\nAcquisition Costs | Amended | Accounting Standards Update No. 2010-26 | 10/13/2010 |\nInv…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:76dd12bab745ee6201222c475c86d15ac243008adb294d91ebc3ac398e823e9e","downloaded_from":"2026-09-10T01:26:39.788Z","last_downloaded_at":"2026-09-10T01:26:39.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479662","source_sha256":"43e4071012fd72483a6a9fb34d20e1608829a814c284f70d645af66598e6aec1"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:44fd7e33469b8ea8b82d1c8b610250237fac7a85b77a41d56ec6d2f4a8c2aeb6","downloaded_from":"2026-09-10T01:26:39.788Z","last_downloaded_at":"2026-09-10T01:26:39.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479662","source_sha256":"43e4071012fd72483a6a9fb34d20e1608829a814c284f70d645af66598e6aec1"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2f115e357422fad966b041cc174982b61a393f7f822cd05eb8a1256a1720a9c5","downloaded_from":"2026-09-10T01:26:39.788Z","last_downloaded_at":"2026-09-10T01:26:39.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479662","source_sha256":"43e4071012fd72483a6a9fb34d20e1608829a814c284f70d645af66598e6aec1"}},{"number":"05","label":"05 Overview and Background","anchor":"05-overview-and-background","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-944-05-1","para":"05-1","html":"
This Subtopic provides guidance to insurance entities on accounting for and financial reporting of business combinations. The guidance in this Subtopic is presented in the following two Subsections:
  1. a
    General
  2. b
    Demutualizations.
","snippet":"This Subtopic provides guidance to insurance entities on accounting for and financial reporting of business combinations. The guidance in this Subtopic is presented in the following two Subsections:\n(a) General\n(b) Demut…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f77b8e6ab5d67f831a5d0d9b54241afc4127194d1570cf7ffe3ddd841a790899","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"citation":"805-944-05-2","para":"05-2","html":"
The General Subsections of this Subtopic provide guidance to insurance entities on accounting for and financial reporting of insurance and reinsurance contracts acquired in a business combination.
","snippet":"The General Subsections of this Subtopic provide guidance to insurance entities on accounting for and financial reporting of insurance and reinsurance contracts acquired in a business combination.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fb52a303bfc30db6302310d98ba9ec34560421fad9f5f38fc10796be9a893738","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:dfbd8f6756327f612a5ba2ce9ceadc56edfac379b7032cd95b9c9b1e22e84559","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"block":"Demutualizations","heading":null,"paragraphs":[{"citation":"805-944-05-3","para":"05-3","html":"
The Demutualizations Subsections of this Subtopic provide guidance to insurance entities on accounting for and financial reporting of demutualizations.
","snippet":"The Demutualizations Subsections of this Subtopic provide guidance to insurance entities on accounting for and financial reporting of demutualizations.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6bfc6051dc7313c64cf544f99e5dab2108f92fcd2cf30482bf3491365a6dde87","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"citation":"805-944-05-4","para":"05-4","html":"
This Subsection is organized as follows:
  1. a
    The demutualization process
  2. b
    Formation of a mutual insurance holding entity
  3. c
    Closed blocks for certain participating life insurance contracts
  4. d
    Alternative mechanisms to closed blocks.
","snippet":"This Subsection is organized as follows:\n(a) The demutualization process\n(b) Formation of a mutual insurance holding entity\n(c) Closed blocks for certain participating life insurance contracts\n(d) Alternative mechanisms …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:19c337f85f94e70e7a5f47262a7e14aeaeb0bf3855ee5e211ab95853b3e30ce3","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c7f2665d50b4104eb53a9bb1bb1b106e03d58e2f6536baded6fe189c5f2fa4d2","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"block":"Demutualizations","heading":"The Demutualization Process","paragraphs":[{"citation":"805-944-05-5","para":"05-5","html":"
Mutual insurance entities differ from stock insurance entities in that they do not have stockholders. A mutual insurance entity is considered to be owned by policyholders whose insurance contracts embody their rights as insureds and as members of the mutual insurance entity.
","snippet":"Mutual insurance entities differ from stock insurance entities in that they do not have stockholders. A mutual insurance entity is considered to be owned by policyholders whose insurance contracts embody their rights as …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0e5f3723efdaf65b551de5c4054b820f0a619a99680fd4c939d97d1321ea4ebb","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"citation":"805-944-05-6","para":"05-6","html":"
The process of demutualization or formation of a mutual insurance holding entity is subject to scrutiny and approval by state insurance regulatory authorities. Most states have some form of demutualization statute. A range of demutualization statutes and regulations exist for insurance entities. Typically, those laws contemplate a direct and full reorganization of the mutual insurer to a stock form. In accordance with some demutualization statutes, eligible policyholders receive stock, policy credits, policyholder benefits, cash, or subscription rights as consideration for their membership interest.
","snippet":"The process of demutualization or formation of a mutual insurance holding entity is subject to scrutiny and approval by state insurance regulatory authorities. Most states have some form of demutualization statute. A ran…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e950dd7ed4967a47547e900c157162299d9182314c06b2929a64bde24b0fd62f","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"citation":"805-944-05-7","para":"05-7","html":"
The process for allocating the aggregate consideration among eligible policyholders varies based on individual entity circumstances and applicable regulatory statutes. The allocation process generally consists of a fixed and a variable component.
","snippet":"The process for allocating the aggregate consideration among eligible policyholders varies based on individual entity circumstances and applicable regulatory statutes. The allocation process generally consists of a fixed…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b4e5d52141fef3818e3d222702469d09080aa577e488ab49d6816e8825ef7d24","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"citation":"805-944-05-8","para":"05-8","html":"
The fixed component represents consideration for eligible policyholders' membership interest in the mutual insurer and consists of a given number of shares per policyholder (or sometimes, per policy).
","snippet":"The fixed component represents consideration for eligible policyholders' membership interest in the mutual insurer and consists of a given number of shares per policyholder (or sometimes, per policy).","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c36353abc0fc598f97bb04c794772156906515a28b63c45b6f5fd96e6a1ce74e","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"citation":"805-944-05-9","para":"05-9","html":"
The variable component represents consideration for eligible policyholders' contribution to the value of the insurer. The variable component of the aggregate compensation is allocated to policyholders in proportion to the actuarial contributions of their eligible policies, if positive. A policy's actuarial contribution consists of its historical equity share (the policy's past contribution to entity equity) and, in most cases, the prospective equity share; that is, the present value of the policy's expected future contributions to entity equity.
","snippet":"The variable component represents consideration for eligible policyholders' contribution to the value of the insurer. The variable component of the aggregate compensation is allocated to policyholders in proportion to th…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ff8ba80fc898943fe9d203faed8e98303290ee3c832c68670fb1f01bba73533a","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e53e380b5f422d15164e3546c0cc603069ce503b42e8b6c8bed09535d84d6680","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"block":"Demutualizations","heading":"Formation of a Mutual Insurance Holding Entity","paragraphs":[{"citation":"805-944-05-10","para":"05-10","html":"
An alternative to demutualization, in the jurisdictions where it is permitted, is for a mutual insurance entity to form a mutual insurance holding entity. The mutual insurer is converted to a stock insurance entity and becomes a stockholder-owned entity that operates as a subsidiary of the newly formed mutual insurance holding entity. All the initial stock of the reorganized entity is issued to the mutual insurance holding entity. Governance of the mutual insurance holding entity is established by the former mutual insurance entity's board of directors. The converted stock insurer may generate additional capital through an initial or subsequent public offering; however, most statutes specify that the mutual insurance holding entity must own greater than 50 percent of the voting rights of the converted insurer to ensure that the mutual insurance holding entity maintains effective control. The policyholders of the converted insurer become members of the mutual insurance holding entity through the transfer of their mutual membership interests to the mutual insurance holding entity, retaining the same voting rights they had previously. Policyholders with participating insurance contracts retain their participating contract in the converted stock insurer, but unlike in a demutualization, there is no distribution of equity or subscription rights to policyholders.
","snippet":"An alternative to demutualization, in the jurisdictions where it is permitted, is for a mutual insurance entity to form a mutual insurance holding entity. The mutual insurer is converted to a stock insurance entity and b…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e88641bbcc9a48c9fc2179de696b687d057e62f081fc032e44d18e45e96539af","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"citation":"805-944-05-11","para":"05-11","html":"
Most of the past demutualizations and at least one of the past mutual insurance holding entity conversions have been accompanied or followed by an initial public offering of the stock of a demutualized insurance entity or an intermediate holding entity of the mutual insurance holding entity.
","snippet":"Most of the past demutualizations and at least one of the past mutual insurance holding entity conversions have been accompanied or followed by an initial public offering of the stock of a demutualized insurance entity o…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:aa506335d84b21e2352b0e9a38678542bcffa071f54d91d8ac8d65242454b52c","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6ef2876f4a8a5b9ec9e3072e1a317c9eab2fa68aa0d064b16115e5d15f4c56fd","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"block":"Demutualizations","heading":"Closed Blocks for Certain Participating Life Insurance Contracts","paragraphs":[{"citation":"805-944-05-12","para":"05-12","html":"
In connection with a demutualization or the formation of a mutual insurance holding entity, some state insurance departments require that a closed block or alternative mechanism be established for certain participating life insurance contracts to protect the adjustable policy features and dividend expectations of participating life insurance policyholders from the competing interests of stockholders. Typically, the plan of demutualization describes how the closed block will operate.
","snippet":"In connection with a demutualization or the formation of a mutual insurance holding entity, some state insurance departments require that a closed block or alternative mechanism be established for certain participating l…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:68422b68ee0fe9961b9e48f464c19c9d518831a839229d6c8634a9291a89fc6f","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"citation":"805-944-05-13","para":"05-13","html":"
The closed block assets and cash flows provided by those assets (see paragraph 944-805-05-15) will not inure to the stockholders of the demutualized entity; instead, all cash flows from those assets will be used to benefit the closed block policyholders (absent regulatory approval to the contrary or insolvency of the insurer). Because the insurance entity remains obligated to provide for minimum guarantees under the participating policy, it is consequently possible under certain circumstances that funds from outside the closed block will have to be used to meet the contractual benefits of the closed block policyholders. The assets designated to the closed block are subject to the same liabilities, with the same priority in the case of insolvency or in liquidation, as assets outside the closed block. In many situations, commissions and other expenses (including management expenses) of operating and administering the closed block will not be charged to the closed block. Unless the state insurance department consents to an earlier termination, the closed block will continue in effect until the date on which none of the policies in the closed block remains in force.
","snippet":"The closed block assets and cash flows provided by those assets (see paragraph 944-805-05-15) will not inure to the stockholders of the demutualized entity; instead, all cash flows from those assets will be used to benef…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8884f7a5e61456660f910bec50b3cf2f4e4e9b03649fb9ecdab9ec8f8298b37d","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"citation":"805-944-05-14","para":"05-14","html":"
The process of formation of the closed block is negotiated between the insurance entity and the applicable state insurance regulators. Estimated future cash flows are considered in determining the nature and amount of assets designated to the closed block. The assets that are designated to the closed block are expected to produce cash flows sufficient to satisfy the obligations of the closed block, as well as the continuation of policyholder dividend scales and policy credits before the demutualization, if the underlying experience continues. Actual policy dividends paid may be increased or decreased based on the effect of future events, such as investment experience, mortality gains or losses, and persistency of the closed block policies.
","snippet":"The process of formation of the closed block is negotiated between the insurance entity and the applicable state insurance regulators. Estimated future cash flows are considered in determining the nature and amount of as…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6576eddb169dd2b601d867d322e6e7d9ba4375e8c4ef7be66410c41fa8ffc179","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"citation":"805-944-05-15","para":"05-15","html":"
The specific policyholder contracts designated for inclusion in the closed block are part of the negotiation process with the insurance regulators.
","snippet":"The specific policyholder contracts designated for inclusion in the closed block are part of the negotiation process with the insurance regulators.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5b14a3d2105fb8d576c38ec4aaa841e2b9f863f83a24c2d012a76c3ab04e46e2","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"citation":"805-944-05-16","para":"05-16","html":"
If cash flows from the closed block assets and experience of the closed block are, in the aggregate, more or less favorable than assumed in the funding of the closed block, total dividends paid to closed block policyholders could differ from the original dividend assumptions. Net favorable deviations in closed block performance, unless reversed by subsequent unfavorable experience, will be available for distribution over time only to closed block policyholders and will not be available to the insurance entity or its stockholders. Net unfavorable deviations could result in reduced dividends to closed block policyholders, unless reversed by future favorable experience or ultimately funded from assets outside of the closed block.
","snippet":"If cash flows from the closed block assets and experience of the closed block are, in the aggregate, more or less favorable than assumed in the funding of the closed block, total dividends paid to closed block policyhold…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8e65653e08fe4bb04b547225076db25af18424ab2fd61c2937045470d609b3f9","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"citation":"805-944-05-17","para":"05-17","html":"
Regardless of the closed block's performance, the insurance entity is obligated to pay guaranteed benefits under the policies in accordance with their terms. If the cash flows from the assets allocated to the closed block and the policies included in the closed block prove to be insufficient to pay the benefits guaranteed under the policies included in the closed block, the insurance entity will be required to make those payments from assets outside of the closed block.
","snippet":"Regardless of the closed block's performance, the insurance entity is obligated to pay guaranteed benefits under the policies in accordance with their terms. If the cash flows from the assets allocated to the closed bloc…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3f7cce2c47c285d1cd1ba5accd5471d2866a2c16d424fcbf6adceda8f746cf08","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a827805af41bb64853d0bc2474aec66c2a3645fc676440594bd17ef10b83a3d3","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"block":"Demutualizations","heading":"Alternative Mechanisms to Closed Blocks","paragraphs":[{"citation":"805-944-05-18","para":"05-18","html":"
Alternatives to the closed block have arisen in practice encompassing, for a number of types of contracts, various mechanisms believed by the insurance entities and state insurance regulators to be appropriate in the specific circumstances. Closed block alternative mechanisms have been used in lieu of closed blocks for certain participating life insurance contracts to commit to the insurance regulator that the insurance entity will continue to follow its established dividend practices. Closed block alternative mechanisms also have been used to protect nonguaranteed elements of participating and nonparticipating insurance contracts such as interest credits on deferred annuities and adjustable premiums on adjustable premium term business. In some instances, the methodology and limitations defined in the agreements with the state insurance regulators have considered only specific profit components, such as mortality experience on a block of term insurance or investment spreads on a block of annuities, and in other instances have considered virtually all components of product profitability. If there is a limitation on the profits that may inure to the stockholders, there is an agreement between the insurance entity and the insurance regulators that defines all of the following:
  1. a
    The contracts covered by the limitation
  2. b
    The profit limitation calculation
  3. c
    The timing and manner (for example, as policy dividends, reduced premiums, or additional benefits) in which amounts that may not be distributed to stockholders are to be distributed to policyholders.
","snippet":"Alternatives to the closed block have arisen in practice encompassing, for a number of types of contracts, various mechanisms believed by the insurance entities and state insurance regulators to be appropriate in the spe…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8ff07d2b3ecd98312bce103cc6558425eef14c526440b920a0828c7809fae6e0","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:998bcb13f561be3d09a42ea7506a9df8f376d349c61cfb569fffc784ffeb4b7a","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7ea40fd3740af08ccb98dcaca3197c3757a97c632fdecd67425d01253700d11e","downloaded_from":"2026-09-10T01:26:43.337Z","last_downloaded_at":"2026-09-10T01:26:43.337Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477497","source_sha256":"2e938db911c997d75eacb394825f52908cdb8a0a2d468c23530dda151be48161"}},{"number":"15","label":"15 Scope and Scope Exceptions","anchor":"15-scope-and-scope-exceptions","is_sec":false,"groups":[{"block":null,"heading":"Overall Guidance","paragraphs":[{"citation":"805-944-15-1","para":"15-1","html":"
This Subtopic follows the same Scope and Scope Exceptions as outlined in the Overall Subtopic, see Section 944-10-15.
","snippet":"This Subtopic follows the same Scope and Scope Exceptions as outlined in the Overall Subtopic, see Section 944-10-15.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:42b7760981dcc5e052a2386a36048649cc008ef3850d2d3b71c2175340ceedfc","downloaded_from":"2026-09-10T01:26:46.496Z","last_downloaded_at":"2026-09-10T01:26:46.496Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478157","source_sha256":"15ab2b5106c958a1e69543c55aedb4c7d6b9adae4b5270697692cb5cddf7cdba"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:06fef17993bee7f6bd68ef8550122a8972aef0b1d65409e712413bbda7933cac","downloaded_from":"2026-09-10T01:26:46.496Z","last_downloaded_at":"2026-09-10T01:26:46.496Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478157","source_sha256":"15ab2b5106c958a1e69543c55aedb4c7d6b9adae4b5270697692cb5cddf7cdba"}},{"block":"Demutualizations","heading":"Overall Guidance","paragraphs":[{"citation":"805-944-15-2","para":"15-2","html":"
The Demutualizations Subsections of this Subtopic follow the same Scope and Scope Exceptions as outlined in the General Subsection of this Section, with specific transaction exceptions and qualifications and other considerations noted below.
","snippet":"The Demutualizations Subsections of this Subtopic follow the same Scope and Scope Exceptions as outlined in the General Subsection of this Section, with specific transaction exceptions and qualifications and other consid…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1f628854c54e81fe6b963cde616d78c888076b774717b34c30f6afd2c559b1b8","downloaded_from":"2026-09-10T01:26:46.496Z","last_downloaded_at":"2026-09-10T01:26:46.496Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478157","source_sha256":"15ab2b5106c958a1e69543c55aedb4c7d6b9adae4b5270697692cb5cddf7cdba"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:06191ee8e26ab3def60bb0e18c8a48c2a07d85911fd821f33573c108d8aebb27","downloaded_from":"2026-09-10T01:26:46.496Z","last_downloaded_at":"2026-09-10T01:26:46.496Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478157","source_sha256":"15ab2b5106c958a1e69543c55aedb4c7d6b9adae4b5270697692cb5cddf7cdba"}},{"block":"Demutualizations","heading":"Transactions","paragraphs":[{"citation":"805-944-15-3","para":"15-3","html":"
The guidance in the Demutualizations Subsections of this Subtopic applies to all formal closed blocks and to closed block alternative mechanisms to the extent the concepts are applicable to them, all of which are referred to as closed blocks in the Demutualizations Subsections of this Subtopic.
","snippet":"The guidance in the Demutualizations Subsections of this Subtopic applies to all formal closed blocks and to closed block alternative mechanisms to the extent the concepts are applicable to them, all of which are referre…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cfaf8b17f81b64a14216580ac596bfad3793982a9a0f27c79adf32190c79317f","downloaded_from":"2026-09-10T01:26:46.496Z","last_downloaded_at":"2026-09-10T01:26:46.496Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478157","source_sha256":"15ab2b5106c958a1e69543c55aedb4c7d6b9adae4b5270697692cb5cddf7cdba"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cbf162258fe7e61da8035d908b8bfe87d85f856302d1d84286ca138fea723a3f","downloaded_from":"2026-09-10T01:26:46.496Z","last_downloaded_at":"2026-09-10T01:26:46.496Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478157","source_sha256":"15ab2b5106c958a1e69543c55aedb4c7d6b9adae4b5270697692cb5cddf7cdba"}},{"block":"Demutualizations","heading":"Other Considerations","paragraphs":[{"citation":"805-944-15-4","para":"15-4","html":"
The guidance in the Demutualizations Subsections of this Subtopic does not address what constitutes a change in ownership or reporting entity that would require a change in basis for the reported assets and liabilities.
","snippet":"The guidance in the Demutualizations Subsections of this Subtopic does not address what constitutes a change in ownership or reporting entity that would require a change in basis for the reported assets and liabilities.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5809c43c183e322e87efe31909fe1b05843e3f516953bbd6aac03245c61ae789","downloaded_from":"2026-09-10T01:26:46.496Z","last_downloaded_at":"2026-09-10T01:26:46.496Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478157","source_sha256":"15ab2b5106c958a1e69543c55aedb4c7d6b9adae4b5270697692cb5cddf7cdba"}},{"citation":"805-944-15-5","para":"15-5","html":"
The accounting guidance in Subtopic 944-20 is the appropriate accounting method for participating life insurance contracts that meet the conditions of paragraph 944-20-15-3 and, therefore, an insurance entity shall continue to apply that guidance to demutualized insurance entities' participating life insurance contracts issued before the date of demutualization or formation of a mutual insurance holding entity. However, the segregation of undistributed accumulated earnings on participating contracts is meaningful in a stock life insurance entity because the objective of such presentation is to identify amounts that are not distributable to stockholders. Therefore, after the date of demutualization or formation of a mutual insurance holding entity, the provisions of paragraphs 944-50-25-2 and 944-50-30-2 relating to dividends on participating life insurance contracts shall apply to those contracts sold before the date of demutualization or formation of a mutual insurance holding entity.
","snippet":"The accounting guidance in Subtopic 944-20 is the appropriate accounting method for participating life insurance contracts that meet the conditions of paragraph 944-20-15-3 and, therefore, an insurance entity shall conti…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a559cee70d7f3ebabe7c2116635328e04b5d8eb7aa95d5870458f08a5f1123f2","downloaded_from":"2026-09-10T01:26:46.496Z","last_downloaded_at":"2026-09-10T01:26:46.496Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478157","source_sha256":"15ab2b5106c958a1e69543c55aedb4c7d6b9adae4b5270697692cb5cddf7cdba"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8005287bc196d8ca451b297ecf9c0a93f00e213f57559d0ff9933b81599b870e","downloaded_from":"2026-09-10T01:26:46.496Z","last_downloaded_at":"2026-09-10T01:26:46.496Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478157","source_sha256":"15ab2b5106c958a1e69543c55aedb4c7d6b9adae4b5270697692cb5cddf7cdba"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:870b820fa7fc09997b350bd7b9987db30cb9aea7e3ef5431306d0af835fbf820","downloaded_from":"2026-09-10T01:26:46.496Z","last_downloaded_at":"2026-09-10T01:26:46.496Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478157","source_sha256":"15ab2b5106c958a1e69543c55aedb4c7d6b9adae4b5270697692cb5cddf7cdba"}},{"number":"25","label":"25 Recognition","anchor":"25-recognition","is_sec":false,"groups":[{"block":null,"heading":"Insurance and Reinsurance Contracts Acquired","paragraphs":[{"citation":"805-944-25-1","para":"25-1","html":"
The acquirer shall consider insurance and reinsurance contracts acquired in a business combination to be new contracts for measurement and accounting purposes.
","snippet":"The acquirer shall consider insurance and reinsurance contracts acquired in a business combination to be new contracts for measurement and accounting purposes.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1cedc6734ec4f5ebc81e3d741f27e1ce7a3b30159b5e86286765797a36072a95","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"citation":"805-944-25-2","para":"25-2","html":"
The acquirer shall carry forward the acquiree's classification of an acquired contract as an insurance or reinsurance contract or a deposit contract based on an understanding of the contractual terms of the acquired contract and any related contracts or agreements at the inception of the contract or, if the terms of those contracts or agreements were later modified in a manner that would change the classification, at the date of that modification (which may be the acquisition date).
","snippet":"The acquirer shall carry forward the acquiree's classification of an acquired contract as an insurance or reinsurance contract or a deposit contract based on an understanding of the contractual terms of the acquired cont…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4094bb0ae019f8cd7bf6702af22b2f18e3ed55c370bd66f140b6f4d4988eaa0c","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"citation":"805-944-25-3","para":"25-3","html":"
The acquirer shall recognize the assets and liabilities arising from the rights and obligations of the insurance and reinsurance contracts acquired in the business combination.
","snippet":"The acquirer shall recognize the assets and liabilities arising from the rights and obligations of the insurance and reinsurance contracts acquired in the business combination.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:de0b3e4a0d1a13e03e6a6531fb595124d74be6f3f8af8a75f5d8bb907f170ad8","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"citation":"805-944-25-4","para":"25-4","html":"
Other related contracts that are not insurance or reinsurance contracts shall be recognized at the date of acquisition in accordance with Topic 805. For instance, a contingent commission arrangement is a contingency that the acquirer shall account for in accordance with paragraphs 805-20-25-18A through 25-20B and 805-20-30-9.
","snippet":"Other related contracts that are not insurance or reinsurance contracts shall be recognized at the date of acquisition in accordance with Topic 805. For instance, a contingent commission arrangement is a contingency that…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:75e2bc11809fcab8d92a272247ba1efe947418bf46304dcbc36f219057bbb08c","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"citation":"805-944-25-5","para":"25-5","html":"
An example of an indemnification agreement that may be in the form of a reinsurance contract is a guarantee by the seller of the adequacy of acquired claims and claims expense liabilities at the date of acquisition. The acquirer shall recognize any indemnification asset resulting from such an agreement in accordance with paragraphs
805-20-25-27 through 25-28
and
805-20-30-18 through 30-19
.
","snippet":"An example of an indemnification agreement that may be in the form of a reinsurance contract is a guarantee by the seller of the adequacy of acquired claims and claims expense liabilities at the date of acquisition. The …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:59ee3ed2a548007166327634d42eb116a148dc739256689ffa0679355a46640d","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3232a723a1b9b5f4d84c8c9dc5f435cafe426c7d876a3e5a0d90fa69f728379a","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"block":"Demutualizations","heading":"Overall","paragraphs":[{"citation":"805-944-25-6","para":"25-6","html":"
A demutualization or formation of a mutual insurance holding entity in and of itself does not constitute a change in ownership that requires a change in the historical accounting bases or carrying amounts of assets and liabilities.
","snippet":"A demutualization or formation of a mutual insurance holding entity in and of itself does not constitute a change in ownership that requires a change in the historical accounting bases or carrying amounts of assets and l…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1967ec449e10f0971d941ccd3f7aed6a126d2a1f332e695d151770bc84ecea92","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"citation":"805-944-25-7","para":"25-7","html":"
The assets designated to the closed block continue to be accounted for as they were before the date of demutualization.
","snippet":"The assets designated to the closed block continue to be accounted for as they were before the date of demutualization.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b6fbaac328085942232cca146ed3949ffedc2784bb44424cabc4a1ee51db5c6e","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9182802cc0d9916b102ea9da3f03aa7de7063859c2f1f7ca05125da795ccf4a4","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"block":"Demutualizations","heading":"Emergence of Earnings and Policyholder Dividend Obligation","paragraphs":[{"citation":"805-944-25-8","para":"25-8","html":"
The amounts to be included in net income relative to assets and liabilities included in a closed block shall be limited, based on a calculation prepared as of the date of demutualization or formation of a mutual insurance holding entity. As of the actuarial calculation date, the carrying amount of closed block liabilities will typically exceed the carrying amount of closed block assets. Certain of those assets, such as debt securities classified as available-for-sale under Subtopic 320-10, will be carried at fair value with unrealized holding gains and losses included in other comprehensive income until realized. A demutualization or formation of a mutual insurance holding entity does not, in and of itself, constitute a change in ownership that results in the realization of those unrealized gains and losses. Instead, those unrealized gains and losses will be realized over the period the closed block policies remain in force, as are all other transactions relating to the closed block assets and liabilities.
","snippet":"The amounts to be included in net income relative to assets and liabilities included in a closed block shall be limited, based on a calculation prepared as of the date of demutualization or formation of a mutual insuranc…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:91b94e024cd8a097bdb2b378c524e0b038cc32ba41faa707bdb7853eceb43bc2","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"citation":"805-944-25-9","para":"25-9","html":"
As a result, the carrying amounts of the closed block assets shall be adjusted to remove those unrealized amounts to determine the maximum future earnings (before items that may not have been considered in the funding of the closed block, such as commissions and maintenance expenses; see paragraph 944-805-05-18) that would be recognized in income over the period the policies in the closed block remain in force.
","snippet":"As a result, the carrying amounts of the closed block assets shall be adjusted to remove those unrealized amounts to determine the maximum future earnings (before items that may not have been considered in the funding of…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b152ddfcb333984d8d5a29142da944d2e99f715d4afeca29071f61a67d6fcf99","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"citation":"805-944-25-10","para":"25-10","html":"
The changes in the net closed block liability over time represent the expected closed block contribution to the earnings of the insurer that inure to the benefit of the stockholders.
","snippet":"The changes in the net closed block liability over time represent the expected closed block contribution to the earnings of the insurer that inure to the benefit of the stockholders.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9d615f9b30917d394dd529392cbb7ac1b0221afaf4ae7b76f43ebb8e7d0852b7","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:adc6ad5316c4e21b79cd34fa2bc62a2c45587581279a2d3a48c5a35485fc677b","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"block":"Demutualizations","heading":"Dividends Payable to Stockholders","paragraphs":[{"citation":"805-944-25-11","para":"25-11","html":"
A dividend payable to stockholders, whether declared by a stock insurer or its holding entity, is a common corporate capital transaction. Cash dividends shall be recognized as a liability on the declaration date.
","snippet":"A dividend payable to stockholders, whether declared by a stock insurer or its holding entity, is a common corporate capital transaction. Cash dividends shall be recognized as a liability on the declaration date.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8397d726b67947abe1749ce976792614c83af74ec0500031fafa951c37967a1f","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:177b3fd4b6769fac5bd32cd119fabdc70d9f2b1d36d73de253d84a0421ac7d68","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"block":"Demutualizations","heading":"Distributions to Members","paragraphs":[{"citation":"805-944-25-12","para":"25-12","html":"
Because the members of a mutual insurance holding entity are also policyholders of the stock insurance subsidiary, a distribution by a mutual insurance holding entity to its members shall be accounted for according to the substance of the transaction. Unless there are substantive independent third-party stockholders of the demutualized insurance entity or intermediate holding entity of the mutual insurance holding entity, the distribution shall be accounted for as a policyholder dividend in accordance with Subtopic 944-50.
","snippet":"Because the members of a mutual insurance holding entity are also policyholders of the stock insurance subsidiary, a distribution by a mutual insurance holding entity to its members shall be accounted for according to th…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:df1f98ad84bfd6d37fbec5f737927f09c7c16d80236db94dcbb20d257af2e6cb","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"citation":"805-944-25-13","para":"25-13","html":"
If there are substantive independent third-party stockholders and all of the following conditions also are satisfied, the distribution is presumed to be appropriately accounted for as an equity dividend:
  1. a
    There is a mechanism to ensure that policyholder dividends are not a component of the mutual insurance holding entity distribution.
  2. b
    All mutual insurance holding entity members are eligible to receive the mutual insurance holding entity distribution and the allocation of the mutual insurance holding entity distribution is consistent with the concept of mutual insurance holding entity membership. Depending on the jurisdiction, the distribution may be based on equity share or equally distributed to each mutual insurance holding entity member.
  3. c
    The distribution is legally characterized as a membership distribution rather than a policyholder distribution.
","snippet":"If there are substantive independent third-party stockholders and all of the following conditions also are satisfied, the distribution is presumed to be appropriately accounted for as an equity dividend:\n(a) There is a m…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c3b22cddd7006a3d5acdb55b0c12ff67f686d436c0f191f844c82ffa99305b5c","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"citation":"805-944-25-14","para":"25-14","html":"
If a distribution by the mutual insurance holding entity is determined to be a policyholder dividend expense, the insurance subsidiary shall recognize the policyholder dividend in its separate financial statements as an expense with recognition of a corresponding capital contribution from the mutual insurance holding entity.
","snippet":"If a distribution by the mutual insurance holding entity is determined to be a policyholder dividend expense, the insurance subsidiary shall recognize the policyholder dividend in its separate financial statements as an …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a55b19945d56c94ae44f185299f9584db43edae93057b5e6a5ea886a631a43f4","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"citation":"805-944-25-15","para":"25-15","html":"
The mutual insurance holding entity shall reflect the amount of the distribution as a capital contribution to the insurance subsidiary in its separate financial statements. In consolidated financial statements, the expense shall be reported and the capital contribution shall be eliminated.
","snippet":"The mutual insurance holding entity shall reflect the amount of the distribution as a capital contribution to the insurance subsidiary in its separate financial statements. In consolidated financial statements, the expen…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9fbee38a1713533adfc0f100ba0277f2333e7696f4e45db3785d615d47ea8b28","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a9ccf78042ef4e838bfa6ddaa2243b6bcae504694302c8eddb5108173f06d354","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9766fdde0032a3e2c8cefaa0e6b4cc82b2bbb3ca4930d427bdc0971ba77172a4","downloaded_from":"2026-09-10T01:26:51.439Z","last_downloaded_at":"2026-09-10T01:26:51.439Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477987","source_sha256":"fdd7c4065a57ad5e8f3d736e0c0e0e06ed625f0569f77ad24b973b72ee21f6c8"}},{"number":"30","label":"30 Initial Measurement","anchor":"30-initial-measurement","is_sec":false,"groups":[{"block":null,"heading":"Insurance and Reinsurance Contracts Acquired","paragraphs":[{"citation":"805-944-30-1","para":"30-1","html":"
The acquirer shall measure at fair value the assets and liabilities recognized under paragraph 944-805-25-3. However, the acquirer shall recognize that fair value in components as follows:
  1. a
    Assets and liabilities measured in accordance with the acquirer's accounting policies for insurance and reinsurance contracts that it issues or holds. For example, the contractual assets acquired could include a reinsurance recoverable and the liabilities assumed could include a liability to pay future contract claims and claims expenses on the unexpired portion of the acquired contracts and a liability to pay incurred contract claims and claims expenses. However, those assets acquired and liabilities assumed would not include the acquiree's deferred acquisition costs and unearned premiums that do not represent future cash flows.
  2. b
    An intangible asset (or occasionally another liability), representing the difference between the following:
    1. 1
      The fair value of the contractual insurance and reinsurance assets acquired and liabilities assumed
    2. 2
      The amount described in (a).
","snippet":"The acquirer shall measure at fair value the assets and liabilities recognized under paragraph 944-805-25-3. However, the acquirer shall recognize that fair value in components as follows:\n(a) Assets and liabilities meas…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:daa0c4f0dd96faaa86d6487ce05891e97173b5f3ea29f03da3307b4d88faeed7","downloaded_from":"2026-09-10T01:26:53.577Z","last_downloaded_at":"2026-09-10T01:26:53.577Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477249","source_sha256":"5adc429d7c9ee1043e17afda10da2102ca39fb58a71ff13474fa99477cdc3b75"}},{"citation":"805-944-30-2","para":"30-2","html":"
Other related contracts that are not insurance or reinsurance contracts shall be measured at the date of acquisition in accordance with Topic 805.
","snippet":"Other related contracts that are not insurance or reinsurance contracts shall be measured at the date of acquisition in accordance with Topic 805.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3e83496a738e24fdce26896ca81529ab8c83f5a3f09b63fdeb4adaa8903910ef","downloaded_from":"2026-09-10T01:26:53.577Z","last_downloaded_at":"2026-09-10T01:26:53.577Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477249","source_sha256":"5adc429d7c9ee1043e17afda10da2102ca39fb58a71ff13474fa99477cdc3b75"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:731a11a2b98b5528f2204bcff9a59f248faaa44ec4bafc44f5af11f286dc206f","downloaded_from":"2026-09-10T01:26:53.577Z","last_downloaded_at":"2026-09-10T01:26:53.577Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477249","source_sha256":"5adc429d7c9ee1043e17afda10da2102ca39fb58a71ff13474fa99477cdc3b75"}},{"block":"Demutualizations","heading":"Emergence of Earnings and Policyholder Dividend Obligation","paragraphs":[{"citation":"805-944-30-3","para":"30-3","html":"
As of the actuarial calculation date, a calculation shall be developed that represents the cash flows expected to be generated from the assets and liabilities included in the closed block. Based on that actuarial calculation, the periodic expected changes in the net closed block liability (on the basis of generally accepted accounting principles [GAAP]), which is after the elimination of the effect of the applicable items of other comprehensive income shall be derived. The actuarial calculation shall be based on a best estimate (with no provision for adverse deviation) of the future performance of the closed block assets and liabilities as of the actuarial calculation date.
","snippet":"As of the actuarial calculation date, a calculation shall be developed that represents the cash flows expected to be generated from the assets and liabilities included in the closed block. Based on that actuarial calcula…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:afc375f737db5096ac2f56aba952b9c6365088c4ed7a3b4dbfd93d2170bf8405","downloaded_from":"2026-09-10T01:26:53.577Z","last_downloaded_at":"2026-09-10T01:26:53.577Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477249","source_sha256":"5adc429d7c9ee1043e17afda10da2102ca39fb58a71ff13474fa99477cdc3b75"}},{"citation":"805-944-30-4","para":"30-4","html":"
The actuarial calculation described in the preceding paragraph shall continue to be used in subsequent accounting periods to determine the change in the policyholder dividend obligation. The actuarial calculation shall not be revised in future accounting periods.
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After the business combination, the acquirer shall measure the intangible asset (or other liability) on a basis consistent with the related insurance or reinsurance liability.
","snippet":"After the business combination, the acquirer shall measure the intangible asset (or other liability) on a basis consistent with the related insurance or reinsurance liability.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6c1592b0fce4b40a50a89c03aeb64d9f677a0dfbe063c59f04aa49ded51b77a0","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}},{"citation":"805-944-35-2","para":"35-2","html":"
For example, for most short-duration contracts such as many property and liability insurance contracts, claim liabilities are not discounted under generally accepted accounting principles (GAAP), so amortizing the intangible asset like a discount using an interest method could be an appropriate method.
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For certain long-duration contracts such as traditional life insurance contracts, using a basis consistent with the measurement of the liability would be similar to the guidance provided in paragraph 944-30-35-3, which requires that deferred acquisition costs be amortized using methods that include assumptions consistent with those used in estimating the liability for future policy benefitsincluding subsequent revisions to those assumptions. Also, paragraph 944-30-35-63 specifies that the present value of future profits is subject to premium deficiency testing in accordance with the provisions of Subtopic 944-60.
","snippet":"For certain long-duration contracts such as traditional life insurance contracts, using a basis consistent with the measurement of the liability would be similar to the guidance provided in paragraph 944-30-35-3, which r…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:889ec66a42198c325a0a57937183020dcf0bda102b079a4b06ada04dcc461ab2","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:850ec2484e02a455e3a418c795fcc0f8a2fd51f5bbb0473a2c857c34fd6ad216","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}},{"block":"Demutualizations","heading":"Policyholder Liabilities","paragraphs":[{"citation":"805-944-35-4","para":"35-4","html":"
The policyholder liabilities for closed block participating life insurance contracts shall continue to be calculated under the provisions of Subtopic 944-20 as well as the Demutualizations Subsections of this Subtopic.
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Paragraph 944-805-25-10 states that the changes in the net closed block liability over time represent the expected closed block contribution to the earnings of the insurer that inure to the benefit of the stockholders. Cumulative actual closed block earnings in excess of the cumulative expected periodic amounts reflected in the actuarial calculation (see paragraph 944-805-30-3) do not inure to the stockholders and shall be recorded as an additional liability to closed block policyholders (referred to as a policyholder dividend obligation). Those amounts will result in additional future dividends to closed block policyholders unless otherwise offset by less-favorable-than-expected future performance of the closed block.
","snippet":"Paragraph 944-805-25-10 states that the changes in the net closed block liability over time represent the expected closed block contribution to the earnings of the insurer that inure to the benefit of the stockholders. C…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3e6b9ba4548cb2e6f759bb11cb9517e4e7119c68cd501c0bb0ff45beaf79c032","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}},{"citation":"805-944-35-6","para":"35-6","html":"
Paragraph 944-805-30-4 states that the actuarial calculation required in paragraph 944-805-30-3 shall continue to be used in subsequent accounting periods to determine the change in the policyholder dividend obligation. That paragraph states that the actuarial calculation shall not be revised in future accounting periods.
","snippet":"Paragraph 944-805-30-4 states that the actuarial calculation required in paragraph 944-805-30-3 shall continue to be used in subsequent accounting periods to determine the change in the policyholder dividend obligation. …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:53f3157be29dfb432dfc8a524bd3f335add478c0bfa5303a3e3b1ca92b4f68cd","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}},{"citation":"805-944-35-7","para":"35-7","html":"
The amount of the policyholder dividend obligation shall be determined by comparing cumulative actual earnings of the closed block from the actuarial calculation date to the date of measurement with the amount of cumulative expected earnings based on the actuarial calculation for the same period.
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Cumulative actual earnings in excess of cumulative expected earnings based on the actuarial calculation shall be recorded as a policyholder dividend obligation.
","snippet":"Cumulative actual earnings in excess of cumulative expected earnings based on the actuarial calculation shall be recorded as a policyholder dividend obligation.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f337420da560a8b9389cb5fefbf28fae02aa00f31ce67d669d1bbbfc19b23858","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}},{"citation":"805-944-35-9","para":"35-9","html":"
Unrealized investment gains and losses and other amounts related to the closed block normally reported in accumulated other comprehensive income that have arisen after the actuarial calculation date shall be included in the determination of the amount of the policyholder dividend obligation limited, in the case of losses, to the extent that the policyholder dividend obligation is otherwise positive.
","snippet":"Unrealized investment gains and losses and other amounts related to the closed block normally reported in accumulated other comprehensive income that have arisen after the actuarial calculation date shall be included in …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3f7181275c2746d0ed9ebb45a2e18219d3bbe41e2e21bb18a178a4b9dc9d1dc8","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}},{"citation":"805-944-35-10","para":"35-10","html":"
Unrealized investment gains and losses and other items related to the closed block normally reported in accumulated other comprehensive income that have arisen at or after the actuarial calculation date shall continue to be reported in accumulated other comprehensive income.
","snippet":"Unrealized investment gains and losses and other items related to the closed block normally reported in accumulated other comprehensive income that have arisen at or after the actuarial calculation date shall continue to…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c03acb374bf0343e9deb0109cd7618f64582beeaf08820a7c44220d75e6dd2b8","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}},{"citation":"805-944-35-11","para":"35-11","html":"
Amounts related to the closed block that have arisen after the actuarial calculation date shall enter into the determination of the policyholder dividend obligation with an offsetting amount reported in accumulated other comprehensive income. The amount charged to policyholder dividend obligation for losses shall be limited to the extent that the policyholder dividend obligation is otherwise positive. Those amounts shall be reported in the income statement and the amounts previously reported in other comprehensive income shall be reversed when investment gains and losses and other items of other comprehensive income are realized.
","snippet":"Amounts related to the closed block that have arisen after the actuarial calculation date shall enter into the determination of the policyholder dividend obligation with an offsetting amount reported in accumulated other…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:26e4a8197793631bc362a71d2a3f4e90d0eaad89471db815a1291d46132a40ab","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}},{"citation":"805-944-35-12","para":"35-12","html":"
Unrealized investment losses and other loss items related to the closed block that would result in a negative policyholder dividend obligation shall be recognized in other comprehensive income applicable to stockholders—the policyholder dividend obligation account may not have a negative balance.
","snippet":"Unrealized investment losses and other loss items related to the closed block that would result in a negative policyholder dividend obligation shall be recognized in other comprehensive income applicable to stockholders—…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:61fb908ed023602619512e55ac13fb63a1a3564e0af9877cb0d81daee5d2905e","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}},{"citation":"805-944-35-13","para":"35-13","html":"
The policyholder dividend obligation will decrease if experience is less favorable than expected and the dividend scale is not commensurately reduced.
","snippet":"The policyholder dividend obligation will decrease if experience is less favorable than expected and the dividend scale is not commensurately reduced.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c095507750f90fe1739f396921e453e90c8e375c9429d7092490e6a21a241bc1","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}},{"citation":"805-944-35-14","para":"35-14","html":"
If dividends paid are higher than originally expected in the dividend scale, the policyholder dividend obligation will decrease.
","snippet":"If dividends paid are higher than originally expected in the dividend scale, the policyholder dividend obligation will decrease.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f64d62610e0febe1e79f600c84264530df4b117f6fe722ffd5d2bea223fc7058","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9d4669803814314f2ef4401d93cfd5443ea463cf36918e9dc9917817d82458a3","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}},{"block":"Demutualizations","heading":"Other Considerations","paragraphs":[{"citation":"805-944-35-15","para":"35-15","html":"
The accounting guidance in Subtopic 944-20 shall be applied to demutualized insurance entity participating life insurance contracts within its scope that are issued after the date of demutualization or formation of a mutual insurance holding entity. The segregation of undistributed accumulated earnings on participating life insurance contracts in excess of amounts that inure to stockholders is meaningful in a stock life insurance entity because the objective of such presentation is to identify amounts that are not distributable to stockholders. Therefore, the guidance in paragraphs
944-50-25-1 through 25-2
and
944-50-30-1 through 30-2
relating to dividends on participating life insurance contracts applies to contracts that are sold after the date of demutualization or formation of a mutual insurance holding entity within the scope of Subtopic 944-20. The guidance in those paragraphs shall also be applied by stock insurance entities with respect to participating life insurance contracts for which limitations exist on the amount of net income that may be distributed to stockholders. If there is a limitation on the amount of income from participating life insurance contracts issued after the date of demutualization or formation of a mutual insurance holding entity that may be distributed to stockholders, the policyholders' share of income on those contracts that may not be distributed to stockholders shall be charged to operations with a corresponding credit to a liability. Dividends paid to participating policyholders reduce that liability.
","snippet":"The accounting guidance in Subtopic 944-20 shall be applied to demutualized insurance entity participating life insurance contracts within its scope that are issued after the date of demutualization or formation of a mut…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:03431c2a668f60a2be000dbc3d7263f82bfbdcc974bac19c6b21ba67a2575524","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0737583ef2cd12761f75a82ad49186d31a788aa66a45e3b4af770f12b315c655","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f2d1fd53795cf6b026cbc83c2a6cedeec5608d211f73b7a7de1acacd5e8c722a","downloaded_from":"2026-09-10T01:26:56.608Z","last_downloaded_at":"2026-09-10T01:26:56.608Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477922","source_sha256":"0ce0a08e11997394ae11159371c137fe615f2ec6b3f4ed11715dd4d1afa3f8e6"}},{"number":"45","label":"45 Other Presentation Matters","anchor":"45-other-presentation-matters","is_sec":false,"groups":[{"block":"Demutualizations","heading":"Closed Block","paragraphs":[{"citation":"805-944-45-1","para":"45-1","html":"
Closed block assets, liabilities, revenues, and expenses shall be displayed together with all other assets, liabilities, revenues, and expenses of the insurance entity based on the nature of the particular item, with appropriate disclosures relating to the closed block. See the Demutualizations Subsection of Section 944-805-50.
","snippet":"Closed block assets, liabilities, revenues, and expenses shall be displayed together with all other assets, liabilities, revenues, and expenses of the insurance entity based on the nature of the particular item, with app…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e99163a39dcb02d0ef446b450132a5ed27d2f562d2890daeaeeb87ae5f8cfedc","downloaded_from":"2026-09-10T01:26:58.447Z","last_downloaded_at":"2026-09-10T01:26:58.447Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478008","source_sha256":"fd8668a1f3a50953e93456c77f7f96b6c5d5907d700e7f2a1b91e118224f694a"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3e8f2e36fabf30a4fcd8eb4c7d1074cf3708887f36e5b5b001ea417250d6f9cf","downloaded_from":"2026-09-10T01:26:58.447Z","last_downloaded_at":"2026-09-10T01:26:58.447Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478008","source_sha256":"fd8668a1f3a50953e93456c77f7f96b6c5d5907d700e7f2a1b91e118224f694a"}},{"block":"Demutualizations","heading":"Emergence of Earnings and Policyholder Dividend Obligation","paragraphs":[{"citation":"805-944-45-2","para":"45-2","html":"
Unrealized investment gains and losses, other items of accumulated other comprehensive income, and the amount of offsetting policyholder dividend obligation shall not be netted in the presentation of other comprehensive income.
","snippet":"Unrealized investment gains and losses, other items of accumulated other comprehensive income, and the amount of offsetting policyholder dividend obligation shall not be netted in the presentation of other comprehensive …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:26a66ece2046162f488bbbc11cc21371e2c12999abd27bd95321c02c981fc417","downloaded_from":"2026-09-10T01:26:58.447Z","last_downloaded_at":"2026-09-10T01:26:58.447Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478008","source_sha256":"fd8668a1f3a50953e93456c77f7f96b6c5d5907d700e7f2a1b91e118224f694a"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e8027e15e55323d4554a184203a4f98bd3cb1301d8d4844879990096716615a3","downloaded_from":"2026-09-10T01:26:58.447Z","last_downloaded_at":"2026-09-10T01:26:58.447Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478008","source_sha256":"fd8668a1f3a50953e93456c77f7f96b6c5d5907d700e7f2a1b91e118224f694a"}},{"block":"Demutualizations","heading":"Expenses of Demutualization or Holding Entity Formation","paragraphs":[{"citation":"805-944-45-3","para":"45-3","html":"
In connection with a demutualization or formation of a mutual insurance holding entity, an insurance entity will incur expenses, including those for legal services, actuarial services, printing, and postage. Direct and incremental costs related to a demutualization or formation of a mutual insurance holding entity shall be classified as a single line item within income from continuing operations.
","snippet":"In connection with a demutualization or formation of a mutual insurance holding entity, an insurance entity will incur expenses, including those for legal services, actuarial services, printing, and postage. Direct and i…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b21cda789c853c5b3bca7de3dc19043e936730463c5479bada412a0b81711596","downloaded_from":"2026-09-10T01:26:58.447Z","last_downloaded_at":"2026-09-10T01:26:58.447Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478008","source_sha256":"fd8668a1f3a50953e93456c77f7f96b6c5d5907d700e7f2a1b91e118224f694a"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ce7c2e1ac47061c7d7f5a3f9db327516353cc4368a1a81060447e7c34ea72c78","downloaded_from":"2026-09-10T01:26:58.447Z","last_downloaded_at":"2026-09-10T01:26:58.447Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478008","source_sha256":"fd8668a1f3a50953e93456c77f7f96b6c5d5907d700e7f2a1b91e118224f694a"}},{"block":"Demutualizations","heading":"Date of Demutualization or Holding Entity Formation","paragraphs":[{"citation":"805-944-45-4","para":"45-4","html":"
Depending on the form of demutualization, a reclassification of retained earnings at the date of demutualization may be appropriate. An insurance entity that demutualizes in a distribution-form demutualization shall reclassify all its retained earnings as of the date of demutualization to capital stock and additional paid-in capital accounts (the capital accounts). If the entity distributes cash or policy credits to policyholders in lieu of capital stock, as part of the demutualization, the distribution shall be recorded as a direct reduction to the appropriate capital accounts. A subscription-form demutualization does not, by itself, result in reclassification of retained earnings.
","snippet":"Depending on the form of demutualization, a reclassification of retained earnings at the date of demutualization may be appropriate. An insurance entity that demutualizes in a distribution-form demutualization shall recl…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b842dad1e3e630669de52c74c65b4cc2a3553eb78878505c6fda1d0413ca29b2","downloaded_from":"2026-09-10T01:26:58.447Z","last_downloaded_at":"2026-09-10T01:26:58.447Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478008","source_sha256":"fd8668a1f3a50953e93456c77f7f96b6c5d5907d700e7f2a1b91e118224f694a"}},{"citation":"805-944-45-5","para":"45-5","html":"
The equity accounts of a mutual insurance holding entity at the formation date shall be determined using the principles for transactions of entities under common control, with the amount of retained earnings of the demutualized insurance entity, before reclassification to the capital accounts, being reported as retained earnings of the mutual insurance holding entity. Because the accounting bases and carrying amounts of assets and liabilities are not changed as a consequence of demutualization or formation of a mutual insurance holding entity, the amounts in accumulated other comprehensive income also shall not be changed as a consequence of demutualization or formation of a mutual insurance holding entity.
","snippet":"The equity accounts of a mutual insurance holding entity at the formation date shall be determined using the principles for transactions of entities under common control, with the amount of retained earnings of the demut…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a4096535d1ecc8979d17c55eb875c3230fae4ec65e61efe78943ee8691cdf0a7","downloaded_from":"2026-09-10T01:26:58.447Z","last_downloaded_at":"2026-09-10T01:26:58.447Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478008","source_sha256":"fd8668a1f3a50953e93456c77f7f96b6c5d5907d700e7f2a1b91e118224f694a"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a22f664d32a695304aed5bfa4158777709c64fc01e7d7d5271541a89a92ffec4","downloaded_from":"2026-09-10T01:26:58.447Z","last_downloaded_at":"2026-09-10T01:26:58.447Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478008","source_sha256":"fd8668a1f3a50953e93456c77f7f96b6c5d5907d700e7f2a1b91e118224f694a"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bd00de540ff3c559a01dc63f4012a265c1dc749e140edfe2e8fbcd142cb6f2fd","downloaded_from":"2026-09-10T01:26:58.447Z","last_downloaded_at":"2026-09-10T01:26:58.447Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478008","source_sha256":"fd8668a1f3a50953e93456c77f7f96b6c5d5907d700e7f2a1b91e118224f694a"}},{"number":"50","label":"50 Disclosure","anchor":"50-disclosure","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-944-50-1","para":"50-1","html":"
The disclosures in paragraphs
350-30-50-1 through 50-3
apply to the intangible assets recognized pursuant to paragraph 944-805-25-3.
","snippet":"The disclosures in paragraphs 350-30-50-1 through 50-3 apply to the intangible assets recognized pursuant to paragraph 944-805-25-3.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:10695687b35c2ca307c7c62ccc14838591336dc424cff714f726118d2c5c07c0","downloaded_from":"2026-09-10T01:27:01.511Z","last_downloaded_at":"2026-09-10T01:27:01.511Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478072","source_sha256":"d92ef935e800fdd4f922472b7ab31fb8a7ae392dfe80c305ff17424df0fd7195"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ae22395191535117e0476588587158d546403015d25289db3f81437b1dea6718","downloaded_from":"2026-09-10T01:27:01.511Z","last_downloaded_at":"2026-09-10T01:27:01.511Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478072","source_sha256":"d92ef935e800fdd4f922472b7ab31fb8a7ae392dfe80c305ff17424df0fd7195"}},{"block":"Demutualizations","heading":null,"paragraphs":[{"citation":"805-944-50-2","para":"50-2","html":"
An insurance entity shall disclose all of the following:
  1. a
    The nature and terms of a demutualization or formation of a mutual insurance holding entity
  2. b
    The basis of presentation and terms of operation of the closed block
  3. c
    A general description of all of the following:
    1. 1
      The method of emergence of earnings from the closed block
    2. 2
      Presentation of assets and liabilities of the closed block
    3. 3
      The policyholder dividend obligation.
","snippet":"An insurance entity shall disclose all of the following:\n(a) The nature and terms of a demutualization or formation of a mutual insurance holding entity\n(b) The basis of presentation and terms of operation of the closed …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8d93e610952c1f74a763dc362c0e53b095dd6eb66d272aee0daeb19476f295f5","downloaded_from":"2026-09-10T01:27:01.511Z","last_downloaded_at":"2026-09-10T01:27:01.511Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478072","source_sha256":"d92ef935e800fdd4f922472b7ab31fb8a7ae392dfe80c305ff17424df0fd7195"}},{"citation":"805-944-50-3","para":"50-3","html":"
An insurance entity that has formed a closed block shall disclose both of the following:
  1. a
    A general description of the closed block, including all of the following:
    1. 1
      The purpose of the closed block
    2. 2
      The types of insurance policies included
    3. 3
      The nature of the cash flows that increase and decrease the amount of closed block assets and liabilities
    4. 4
      An indication of the continuing responsibility of the insurance entity to support the payment of contractual benefits, including the results of premium sufficiency or deficiency determined in accordance with paragraphs
      944-60-25-7 through 25-9
    5. 5
      The nature of expenses charged to the closed block operations.
  2. b
    Summarized financial data of the closed block as of, or for periods ending on the date of, the financial statements presented, which shall include, at a minimum, all of the following:
    1. 1
      The carrying amounts for the major types of invested assets of the closed block
    2. 2
      Future policy benefits and policyholders' account balances
    3. 3
      Policyholder dividend obligation
    4. 4
      Premiums
    5. 5
      Net investment income
    6. 6
      Realized investment gains and losses
    7. 7
      Policyholder benefits
    8. 8
      Policyholder dividends
    9. 9
      The amount of maximum future earnings remaining to inure to the benefit of stockholders from the assets and liabilities of the closed block
    10. 10
      An analysis of the changes in the policyholder dividend obligation.
Example 2 (see paragraph 944-805-55-3) illustrates the application of these disclosure requirements.
","snippet":"An insurance entity that has formed a closed block shall disclose both of the following:\n(a) A general description of the closed block, including all of the following:\n(1) The purpose of the closed block\n(2) The types of…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:11c4f778c3106a529b683261a235692cf8aea3211047cc813ccdfcf9dd0636de","downloaded_from":"2026-09-10T01:27:01.511Z","last_downloaded_at":"2026-09-10T01:27:01.511Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478072","source_sha256":"d92ef935e800fdd4f922472b7ab31fb8a7ae392dfe80c305ff17424df0fd7195"}},{"citation":"805-944-50-4","para":"50-4","html":"
Disclosures that typically would be required by the preceding paragraph for the various specific elements included in the closed block need not be made separately for the closed block if the nature of the information for the closed block would not differ significantly from that already included for the reporting entity as a whole. For example, it is not necessary to show a separate schedule of contractual maturities of closed block fixed maturity securities if the relative composition of contractual maturities is similar to those of the reporting entity taken as a whole. However, if the relative maturities of the closed block fixed maturities securities differ from those of the reporting entity taken as a whole, separate disclosures shall be made.
","snippet":"Disclosures that typically would be required by the preceding paragraph for the various specific elements included in the closed block need not be made separately for the closed block if the nature of the information for…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7f7a86e9e31649e52a422b50817de02ead8640e63d1794577bac720db5da1e3f","downloaded_from":"2026-09-10T01:27:01.511Z","last_downloaded_at":"2026-09-10T01:27:01.511Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478072","source_sha256":"d92ef935e800fdd4f922472b7ab31fb8a7ae392dfe80c305ff17424df0fd7195"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f2b081b9f76a7828fa2fb2c95e507556073285dea4a7b6d1a19bc4357a495c36","downloaded_from":"2026-09-10T01:27:01.511Z","last_downloaded_at":"2026-09-10T01:27:01.511Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478072","source_sha256":"d92ef935e800fdd4f922472b7ab31fb8a7ae392dfe80c305ff17424df0fd7195"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ed5059e36febbd6cf5275d0caae486a1eb0bdc48dc8bfb1cc989f859d8e01166","downloaded_from":"2026-09-10T01:27:01.511Z","last_downloaded_at":"2026-09-10T01:27:01.511Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478072","source_sha256":"d92ef935e800fdd4f922472b7ab31fb8a7ae392dfe80c305ff17424df0fd7195"}},{"number":"55","label":"55 Implementation Guidance and Illustrations","anchor":"55-implementation-guidance-and-illustrations","is_sec":false,"groups":[{"block":"Demutualizations","heading":"Implementation Guidance","paragraphs":[{"citation":"805-944-55-1","para":"55-1","html":"
A stock dividend declared by the stock insurer shall be accounted for in accordance with the guidance in Subtopic 505-20. Under existing laws or regulations, a mutual insurance holding entity is required to own a controlling voting interest in the stock insurance subsidiary and, therefore, shall reflect the stock insurer or intermediate holding entity on a consolidated basis. As a result, intra-entity dividends would be eliminated in the consolidated accounts of the mutual insurance holding entity.
","snippet":"A stock dividend declared by the stock insurer shall be accounted for in accordance with the guidance in Subtopic 505-20. Under existing laws or regulations, a mutual insurance holding entity is required to own a control…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6f0a0e79f4e3a968ce0166f956737c167f9c45da140f9f4165777d82e673a5a9","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:536ee3d8021e744ec53858f8eeaeeb2d6e9d77cb6ebffdbeb040a1c05f42e9ce","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}},{"block":"Demutualizations","heading":"Illustrations","paragraphs":[{"citation":"805-944-55-2","para":"55-2","html":"
This Example illustrates emergence of earnings as discussed beginning in paragraph 944-805-25-8. As part of the negotiations surrounding the closed block and demutualization process, the insurance entity may agree with the insurance regulator to designate participating policies with a carrying amount (liability) of $2,500,000,000 for the closed block. Fixed maturity available-for-sale investments with a carrying value and fair value of $2,300,000,000 and an amortized cost of $2,240,000,000 are designated as the closed block assets. If there are no other assets or liabilities included in the closed block, the maximum future earnings from the closed block that would be recognized in income over the period in which the closed block remains in force is $260,000,000.
","snippet":"This Example illustrates emergence of earnings as discussed beginning in paragraph 944-805-25-8. As part of the negotiations surrounding the closed block and demutualization process, the insurance entity may agree with t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a663cc9866bd552d88f00f52617f288bf912283658670408c5512100952e5b0b","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}},{"citation":"805-944-55-3","para":"55-3","html":"
This Example illustrates one application of the disclosure requirements of the Demutualizations Subsection of Section 944-805-50 for a single hypothetical insurance entity, referred to as ABC Life Insurance Entity. ABC Life Insurance Entity would make the following disclosures.
","snippet":"This Example illustrates one application of the disclosure requirements of the Demutualizations Subsection of Section 944-805-50 for a single hypothetical insurance entity, referred to as ABC Life Insurance Entity. ABC L…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:eb041e12054528670efc2947cc2c7f662344e57ffc59c83dde1ab36669b4746e","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}},{"citation":"805-944-55-4","para":"55-4","html":"
ABC Life Insurance Entity may present summarized financial information for the closed block in a table as follows.
","snippet":"ABC Life Insurance Entity may present summarized financial information for the closed block in a table as follows.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:510718d634a4fcd959d108146aa27504f16c3468216231a910b99604dd0a3069","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}},{"citation":"805-944-55-5","para":"55-5","html":"
ABC Life Insurance Entity may present additional summarized financial information for the closed block in a table as follows.
","snippet":"ABC Life Insurance Entity may present additional summarized financial information for the closed block in a table as follows.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8f6dd568c58821a23d871b1aa0225003fe6303ebdb208426b766f7eced48ff59","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}},{"citation":"805-944-55-6","para":"55-6","html":"
This Example illustrates the accounting under the Demutualizations Subsections of this Subtopic for closed block business (meaning those assets and liabilities both inside and outside of the closed block that relate to or support the closed block policies) after the demutualization date. This Example illustrates the computations involved in the following:
  1. a
    Determining the amount of the policyholder dividend obligation
  2. b
    Subparagraph superseded by Accounting Standards Update No. 2018-12.
  3. c
    Subparagraph superseded by Accounting Standards Update No. 2018-12.
","snippet":"This Example illustrates the accounting under the Demutualizations Subsections of this Subtopic for closed block business (meaning those assets and liabilities both inside and outside of the closed block that relate to o…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c9682e00e9f6e8bef02d8b998363ab69594c1670a83f7a7339440a204eb07ffc","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}},{"citation":"805-944-55-7","para":"55-7","html":"
For simplicity, this Example assumes the closed block has not been funded for income taxes. In practice, the closed block may or may not be funded for income taxes. If the closed block is funded for income taxes, the actuarial calculation would be constructed on a post-tax basis. However, for the purpose of determining the policyholder dividend obligation, pretax amounts should be used. Generally, this would be accomplished by converting post-tax actuarial calculation values to corresponding pretax values for purposes of determining the policyholder dividend obligation. If the closed block is funded for income taxes, a change in income tax rates would result in an experience gain or loss that would affect closed block cash flows.
","snippet":"For simplicity, this Example assumes the closed block has not been funded for income taxes. In practice, the closed block may or may not be funded for income taxes. If the closed block is funded for income taxes, the act…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9e7efb00990664900cb2fc9d12dd8060350e15f051ab3c4bbfcd353724b1a23d","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}},{"citation":"805-944-55-8","para":"55-8","html":"
The closed block business is assumed to be written in Year 1, with demutualization occurring at the end of Year 5. Present values are assumed at a discount rate of 8.5 percent.
","snippet":"The closed block business is assumed to be written in Year 1, with demutualization occurring at the end of Year 5. Present values are assumed at a discount rate of 8.5 percent.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:56904d1143628254fbf70a84228bb1ae0f160cd8db4d3132be86213d8a16c281","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}},{"citation":"805-944-55-9","para":"55-9","html":"
As discussed beginning in paragraph 944-805-25-10, the table in paragraph 944-805-55-10 is based on the actuarial calculation for the closed block developed at the demutualization date and represents the expected changes in the net closed block liability (closed block deficit) over the life of the closed block. The data in that table would be compared to actual results throughout the life of the closed block to determine the need for a policyholder dividend obligation. That table assumes an increase in interest rates in Year 6 from 8.5 percent to 9.5 percent, which results in the board of directors increasing dividends in Years 7 through 10. The table assumes demutualization begins in Year 6. For purposes of the Example, all other assumptions are held constant and expenses are assumed to be excluded from the closed block.
","snippet":"As discussed beginning in paragraph 944-805-25-10, the table in paragraph 944-805-55-10 is based on the actuarial calculation for the closed block developed at the demutualization date and represents the expected changes…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2d980591a41d4b62dc359ea1cc94af2ba952b6d88adcc6af7a498587b59a2ce8","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}},{"citation":"805-944-55-10","para":"55-10","html":"
Components of the illustrative closed block follow.
","snippet":"Components of the illustrative closed block follow.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:497c0f8837767e01b573da2d5abecd7e87e1aa0dbade384a0c9c9e1cf4f03f42","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}},{"citation":"805-944-55-11","para":"55-11","html":"
For purposes of the table in paragraph 944-805-55-10, the product of the closed block policyholder dividend obligation calculation follows.
","snippet":"For purposes of the table in paragraph 944-805-55-10, the product of the closed block policyholder dividend obligation calculation follows.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a06deaf3787760c0791f2ff0d98c9cd6a8af04db73bb57c30a898af5b4a63d74","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}},{"citation":"805-944-55-12","para":"55-12","html":"
Paragraph superseded by Accounting Standards Update No. 2018-12.
","snippet":"Paragraph superseded by Accounting Standards Update No. 2018-12.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3e88d7393f813a2ff78d9f9e0f09beaf074e074d207825f547d6c9d4c2e34434","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}},{"citation":"805-944-55-13","para":"55-13","html":"
Paragraph superseded by Accounting Standards Update No. 2018-12.
","snippet":"Paragraph superseded by Accounting Standards Update No. 2018-12.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7a3c829bb0d5aa7d97eb9ad69d2ba691620a8bbc14da188f1da3cc218fca4ed9","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c8b528341ae5c163f0d9a92cc23954598388fe951fb77dc40cc6a7cc2e68d7d4","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c647d6b4f4c33055e86f4f0a3366b9e78df988da4578ad0a418ba947965672a3","downloaded_from":"2026-09-10T01:27:03.516Z","last_downloaded_at":"2026-09-10T01:27:03.516Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477301","source_sha256":"007297060f80b1924cb99b93adec276bbff26525c3c2fd391a0d5a1bad4b4aee"}},{"number":"S25","label":"SEC 25 Recognition","anchor":"sec-25-recognition","is_sec":true,"groups":[{"block":null,"heading":"Accounting by the Purchaser for a Seller's Guarantee of the Adequacy of Liabilities for Losses and Loss Adjustment Expenses Acquired in a Purchase Business Combination","paragraphs":[{"citation":"805-944-S25-1","para":"S25-1","html":"
See paragraph 944-805-S99-1, SEC Observer Comment: Accounting by the Purchaser for a Seller's Guarantee of the Adequacy of Liabilities for Losses and Loss Adjustment Expenses Acquired in a Purchase Business Combination, for related SEC Staff views.
","snippet":"See paragraph 944-805-S99-1, SEC Observer Comment: Accounting by the Purchaser for a Seller's Guarantee of the Adequacy of Liabilities for Losses and Loss Adjustment Expenses Acquired in a Purchase Business Combination, …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:220dde556a609d1b59efc0adb91ad394098a2e13d0364269a3f2d1c436671d3c","downloaded_from":"2026-09-10T01:27:07.338Z","last_downloaded_at":"2026-09-10T01:27:07.338Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478170","source_sha256":"6c85aba3cc012ec4f93230d08a96a6581c1da288a983b1acca2cf3b11762015d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:38f4abed1cf7ba3bb333c2c132a12edf2f012b3cfa6f820e3355e14793b9d010","downloaded_from":"2026-09-10T01:27:07.338Z","last_downloaded_at":"2026-09-10T01:27:07.338Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478170","source_sha256":"6c85aba3cc012ec4f93230d08a96a6581c1da288a983b1acca2cf3b11762015d"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c9dcd436c823725cd5cfd71b927e4f611894983fc420102312f7c58ab7615e4b","downloaded_from":"2026-09-10T01:27:07.338Z","last_downloaded_at":"2026-09-10T01:27:07.338Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478170","source_sha256":"6c85aba3cc012ec4f93230d08a96a6581c1da288a983b1acca2cf3b11762015d"}},{"number":"S99","label":"SEC 99 SEC Materials","anchor":"sec-99-sec-materials","is_sec":true,"groups":[{"block":null,"heading":"SEC Staff Guidance","paragraphs":[{"citation":"805-944-S99-1","para":"S99-1","html":"
The following is the text of SEC Observer Comment: Accounting by the Purchaser for a Seller's Guarantee of the Adequacy of Liabilities for Losses and Loss Adjustment Expenses Acquired in a Purchase Business Combination.
","snippet":"The following is the text of SEC Observer Comment: Accounting by the Purchaser for a Seller's Guarantee of the Adequacy of Liabilities for Losses and Loss Adjustment Expenses Acquired in a Purchase Business Combination.\n…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ae33580f8608eeda3335f1776cc4f3045e424ab768db1adf1bc4b684768b162e","downloaded_from":"2026-09-10T01:27:09.747Z","last_downloaded_at":"2026-09-10T01:27:09.747Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477394","source_sha256":"7ef97474fa3c2706de008452c81d8835853d078ab4faa54c469a641f5bc5c81a"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b277fdb73d7dea048bfa05d1520e1dc23a41ede9a87f27faab3850cbd6fd193a","downloaded_from":"2026-09-10T01:27:09.747Z","last_downloaded_at":"2026-09-10T01:27:09.747Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477394","source_sha256":"7ef97474fa3c2706de008452c81d8835853d078ab4faa54c469a641f5bc5c81a"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b287d2d12447c6a347fb03080bb03a294f1e45defe48d70ea007609a579eb175","downloaded_from":"2026-09-10T01:27:09.747Z","last_downloaded_at":"2026-09-10T01:27:09.747Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477394","source_sha256":"7ef97474fa3c2706de008452c81d8835853d078ab4faa54c469a641f5bc5c81a"}}],"enrichment":{"summary":"ASC 805-944 tells insurance entities how to account for insurance and reinsurance contracts acquired in a business combination and how to account for demutualizations (or formation of a mutual insurance holding entity). Acquired insurance/reinsurance contracts are treated as new contracts, recognized at fair value but split into (a) amounts measured under the acquirer's own insurance accounting policies and (b) an intangible asset (or liability) for the residual, while the acquiree's classification as insurance versus deposit contract is carried forward. A demutualization is not itself a change in ownership requiring a new accounting basis; instead the entity computes a one-time actuarial calculation of maximum future closed-block earnings and records a policyholder dividend obligation whenever cumulative actual closed-block earnings exceed cumulative expected earnings.","key_points":["Insurance and reinsurance contracts acquired in a business combination are considered new contracts for measurement and accounting purposes, but the acquiree's classification as an insurance/reinsurance contract versus a deposit contract is carried forward based on terms at contract inception or last substantive modification (944-805-25-1 through 25-2).","Fair value of the acquired contractual rights and obligations is recognized in two components: assets and liabilities measured under the acquirer's own insurance accounting policies (excluding the acquiree's deferred acquisition costs and unearned premiums), and an intangible asset or other liability for the difference (944-805-30-1); that intangible is subsequently measured on a basis consistent with the related insurance liability (944-805-35-1 through 35-3).","A demutualization or formation of a mutual insurance holding entity does not, by itself, constitute a change in ownership requiring a change in historical accounting bases or carrying amounts, and closed block assets continue to be accounted for as before (944-805-25-6 through 25-7).","Maximum future stockholder earnings from the closed block equal the excess of closed block liabilities over closed block assets, adjusted to remove unrealized amounts in accumulated other comprehensive income, measured at the demutualization date (944-805-25-8 through 25-9).","A best-estimate actuarial calculation (no provision for adverse deviation) made at the actuarial calculation date is used in all later periods and shall not be revised (944-805-30-3 through 30-4); cumulative actual closed block earnings exceeding cumulative expected earnings are recorded as a policyholder dividend obligation, which may never be negative (944-805-35-5 through 35-12).","Distributions by a mutual insurance holding entity to its members are accounted for by substance—as policyholder dividends under Subtopic 944-50 unless there are substantive independent third-party stockholders and the three conditions in 944-805-25-13 are met.","In a distribution-form demutualization all retained earnings are reclassified to capital stock and additional paid-in capital (with cash or policy credits charged directly to those capital accounts), while a subscription-form demutualization causes no such reclassification; direct and incremental demutualization costs are shown as a single line item within income from continuing operations (944-805-45-3 through 45-4)."],"categories":["Business combinations","Industry-specific","Subsequent measurement","Disclosure"],"audience_level":"advanced","student_note":"This is niche insurance-industry guidance, but it illustrates two exam-worthy ideas: acquired insurance contracts are remeasured at fair value yet split into a policy-basis component plus a residual intangible, and a demutualization is a reorganization—not a purchase—so no new basis arises. The most common misunderstanding is thinking the closed block is a separate legal or reporting entity; it is displayed line-by-line with the insurer's other assets and liabilities, and its assets remain subject to the insurer's general creditors.","related_topics":["944-20","944-30","944-50","944-60","805-20","350-30"],"key_concepts":["acquired insurance and reinsurance contracts","demutualization","mutual insurance holding entity","closed block","policyholder dividend obligation","actuarial calculation date","maximum future earnings inuring to stockholders","participating life insurance contracts"],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:05098cdb1e9ba86fb52b7ff3f07688a1706f66a445ea94b5d78301ce896e3ebb","downloaded_from":"2026-09-10T01:26:39.788Z","last_downloaded_at":"2026-09-10T01:27:09.747Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"related":[{"number":"605-944","title":"Financial Services—Insurance","topic_title":"Revenue Recognition","score":0.7619,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:43742dedca4c2a35a6100bdb06250278f40224c4ad086cfab9758a94f54c875c","downloaded_from":"2026-09-10T00:49:17.918Z","last_downloaded_at":"2026-09-10T00:49:46.481Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"944-80","title":"Separate Accounts","topic_title":"Financial Services—Insurance","score":0.76,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:48287c13db7e772352bb44b32c435e0d8f1a351f78009934e617fcc85e6948ea","downloaded_from":"2026-09-10T02:18:08.530Z","last_downloaded_at":"2026-09-10T02:18:42.131Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"944-40","title":"Claim Costs and Liabilities for Future Policy Benefits","topic_title":"Financial Services—Insurance","score":0.7564,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:df496b26ae26c9edff3adb4670953518173efc4ca0e893b2543911056ac2865e","downloaded_from":"2026-09-10T02:16:26.116Z","last_downloaded_at":"2026-09-10T02:17:13.308Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"325-30","title":"Investments in Insurance Contracts","topic_title":"Investments—Other","score":0.7457,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:73949cc273ff8a28d39650c1c90d361ed6567b205086f9f59a11821df0cabccf","downloaded_from":"2026-09-09T23:43:55.828Z","last_downloaded_at":"2026-09-09T23:44:24.209Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"405-30","title":"Insurance-Related Assessments","topic_title":"Liabilities","score":0.7295,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fc28a011a9115a00102466d430b386efe17ab9db3d9ad53807fbd5d56eff71fa","downloaded_from":"2026-09-10T00:14:14.713Z","last_downloaded_at":"2026-09-10T00:14:44.711Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"340-30","title":"Insurance Contracts That Do Not Transfer Insurance Risk","topic_title":"Other Assets and Deferred Costs","score":0.7231,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fc56c0bc4c9a4aad9c0439f0d084591e586ed03cb4be061012dfe20b6d5d4741","downloaded_from":"2026-09-09T23:55:41.723Z","last_downloaded_at":"2026-09-09T23:56:05.098Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}}],"prev":{"number":"805-942","title":"Financial Services—Depository and Lending","topic_title":"Business Combinations","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:31f7931da927268cfcaa571fe0b6e2c0d7bb2e59680264f7bbbbf0355b35cbfd","downloaded_from":"2026-09-10T01:26:30.833Z","last_downloaded_at":"2026-09-10T01:26:37.562Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"next":{"number":"805-954","title":"Health Care Entities","topic_title":"Business Combinations","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:37eda7ef2a48cb21172f588c1c5d289e84ffc8bb1b6d0880d3168aafbfbefd27","downloaded_from":"2026-09-10T01:27:13.331Z","last_downloaded_at":"2026-09-10T01:27:35.856Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c32c113315b4edca86304199bd0baf24afd1f2ab529c3023bd537e5233f05803","downloaded_from":"2026-09-10T01:26:39.788Z","last_downloaded_at":"2026-09-10T01:27:09.747Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-954","topic":"805","title":"Health Care Entities","area":"Broad Transactions","paragraphs":15,"summary":"ASC 805-954 supplements Subtopic 958-805 for not-for-profit, business-oriented health care entities that combine with other NFPs, businesses, or nonprofit activities in a transaction meeting the definition of a merger of not-for-profit entities or an acquisition by a not-for-profit entity. Its incremental rules address classification of acquired debt securities, and—most importantly—whether particular acquisition-related amounts (contingent consideration remeasurements, the separate charge, inherent contributions, step-acquisition gains or losses) are reported within or outside the performance indicator. It also prescribes pro forma performance indicator disclosures for public health care entities.","concepts":["performance indicator","merger of not-for-profit entities","acquisition by a not-for-profit entity","inherent contribution","contingent consideration","acquisition achieved in stages","supplemental pro forma information","donor restrictions"],"categories":["Business combinations","Not-for-profit","Presentation","Disclosure"],"level":"advanced","topic_title":"Business Combinations","sections":[{"number":"00","label":"00 Status","anchor":"00-status","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-954-00-1","para":"00-1","html":"
The following table identifies the changes made to this Subtopic.
ParagraphActionAccounting Standards UpdateDate
AcquirerAmendedAccounting Standards Update No. 2025-0305/12/2025
AcquirerAddedAccounting Standards Update No. 2010-0701/28/2010
Acquisition DateAddedAccounting Standards Update No. 2010-0701/28/2010
Acquisition by a Not-for-Profit EntityAddedAccounting Standards Update No. 2010-0701/28/2010
BusinessAmendedAccounting Standards Update No. 2017-0101/05/2017
BusinessAddedAccounting Standards Update No. 2010-0701/28/2010
Conduit Debt SecurityAddedMaintenance Update 2014-20 (PDF)09/29/2014
Control of a Not-for-Profit EntityAddedAccounting Standards Update No. 2010-0701/28/2010
Inherent ContributionAddedAccounting Standards Update No. 2010-0701/28/2010
Merger DateAddedAccounting Standards Update No. 2010-0701/28/2010
Merger of Not-for-Profit EntitiesAddedAccounting Standards Update No. 2010-0701/28/2010
Nonprofit ActivityAddedAccounting Standards Update No. 2010-0701/28/2010
Not-for-Profit EntityAddedAccounting Standards Update No. 2010-0701/28/2010
Performance IndicatorAddedAccounting Standards Update No. 2010-0701/28/2010
Public EntityAmendedMaintenance Update 2014-20 (PDF)09/29/2014
Public EntityAddedAccounting Standards Update No. 2010-0701/28/2010
Trading SecuritiesAddedAccounting Standards Update No. 2010-0701/28/2010
Variable Interest EntitySupersededAccounting Standards Update No. 2025-0305/12/2025
954-805-05-1AddedAccounting Standards Update No. 2010-0701/28/2010
954-805-10-1AddedAccounting Standards Update No. 2010-0701/28/2010
954-805-15-1 through 15-4
AddedAccounting Standards Update No. 2010-0701/28/2010
954-805-25-1AmendedAccounting Standards Update No. 2016-0101/05/2016
954-805-25-1AddedAccounting Standards Update No. 2010-0701/28/2010
954-805-35-1AddedAccounting Standards Update No. 2010-0701/28/2010
954-805-45-1 through 45-3
AddedAccounting Standards Update No. 2010-0701/28/2010
954-805-45-2AmendedAccounting Standards Update No. 2016-1408/18/2016
954-805-50-1 through 50-3
AmendedAccounting Standards Update No. 2025-1112/08/2025
954-805-50-1 through 50-3
AddedAccounting Standards Update No. 2010-0701/28/2010
954-805-50-2AmendedAccounting Standards Update No. 2012-0410/01/2012
","snippet":"The following table identifies the changes made to this Subtopic.\nParagraph | Action | Accounting Standards Update | Date |\n| | | |\nAcquirer | Amended | Accounting Standards Update No. 2025-03 | 05/12/2025 |\nAcquirer | A…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d335b4fba4f2c9b92f493e1618ea06e58025806f620da8de9f993a04eed98ac3","downloaded_from":"2026-09-10T01:27:13.331Z","last_downloaded_at":"2026-09-10T01:27:13.331Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477880","source_sha256":"7425ff59cef9ca189d34a0ab79e22fbb85923eb10447e2397f7836990750cac4"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:046ba48fac0ab2f56b6c2135cd3bf80fd4a18888b00fec92025e2033a42db47b","downloaded_from":"2026-09-10T01:27:13.331Z","last_downloaded_at":"2026-09-10T01:27:13.331Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477880","source_sha256":"7425ff59cef9ca189d34a0ab79e22fbb85923eb10447e2397f7836990750cac4"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:713ca6d8cf0697a529a9df8bbf14024dd6a2cbeb51a5e0382d12b3bc69a03106","downloaded_from":"2026-09-10T01:27:13.331Z","last_downloaded_at":"2026-09-10T01:27:13.331Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477880","source_sha256":"7425ff59cef9ca189d34a0ab79e22fbb85923eb10447e2397f7836990750cac4"}},{"number":"05","label":"05 Overview and Background","anchor":"05-overview-and-background","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-954-05-1","para":"05-1","html":"
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.
","snippet":"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…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:72308cf36f219fb0a2cd54ed0665e39302c6d72bc217495773f29440cc2ae7b8","downloaded_from":"2026-09-10T01:27:16.595Z","last_downloaded_at":"2026-09-10T01:27:16.595Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477818","source_sha256":"61ce556e046baad78d14ec8da364f0cf314d900c0972819f227ce348d28cc8bd"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a97188546e450207c8e044bcf15ef178f825b4078f389be3f386211a8d07a3c8","downloaded_from":"2026-09-10T01:27:16.595Z","last_downloaded_at":"2026-09-10T01:27:16.595Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477818","source_sha256":"61ce556e046baad78d14ec8da364f0cf314d900c0972819f227ce348d28cc8bd"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e022e9ce16b33e9c8bcab8e46e5f5ec1e7315e6fd99e1aec07c3a7c693491373","downloaded_from":"2026-09-10T01:27:16.595Z","last_downloaded_at":"2026-09-10T01:27:16.595Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477818","source_sha256":"61ce556e046baad78d14ec8da364f0cf314d900c0972819f227ce348d28cc8bd"}},{"number":"10","label":"10 Objectives","anchor":"10-objectives","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-954-10-1","para":"10-1","html":"
The objective of this Subtopic, in combination with the guidance in Subtopic 958-805, is to improve the relevance, representational faithfulness, and comparability of the information that a not-for-profit, business-oriented health care entity provides in its financial reports about a combination with one or more other not-for-profit entities (NFPs), businesses, or nonprofit activities.
","snippet":"The objective of this Subtopic, in combination with the guidance in Subtopic 958-805, is to improve the relevance, representational faithfulness, and comparability of the information that a not-for-profit, business-orien…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:70a20c3d96488791ddeda175457f7151bc51707e8fb916442692f096819c94bb","downloaded_from":"2026-09-10T01:27:20.255Z","last_downloaded_at":"2026-09-10T01:27:20.255Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478209","source_sha256":"5479a87ee6081e5496322f7876c1fbd9be0c2eff3813a632dd58d43b9a8086db"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6bf6b6fff979788ae1d2cd9bf01731b39b44da45cd64a7a1441b4c7b6cfdbe74","downloaded_from":"2026-09-10T01:27:20.255Z","last_downloaded_at":"2026-09-10T01:27:20.255Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478209","source_sha256":"5479a87ee6081e5496322f7876c1fbd9be0c2eff3813a632dd58d43b9a8086db"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3e1a563c2ab3f745a4e27a81048eac09b6bfe6aed1f9f3ec86fa8f46dd56c522","downloaded_from":"2026-09-10T01:27:20.255Z","last_downloaded_at":"2026-09-10T01:27:20.255Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478209","source_sha256":"5479a87ee6081e5496322f7876c1fbd9be0c2eff3813a632dd58d43b9a8086db"}},{"number":"15","label":"15 Scope and Scope Exceptions","anchor":"15-scope-and-scope-exceptions","is_sec":false,"groups":[{"block":null,"heading":"Overall Guidance","paragraphs":[{"citation":"805-954-15-1","para":"15-1","html":"
This Subtopic follows the same scope and scope exceptions as the Overall Subtopic, see Section 954-10-15, with the following exceptions noted below.
","snippet":"This Subtopic follows the same scope and scope exceptions as the Overall Subtopic, see Section 954-10-15, with the following exceptions noted below.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f30683c11d7cc096a94457e4b0506c0d72a65bebf086c1fec75d76ea7201e9a4","downloaded_from":"2026-09-10T01:27:23.603Z","last_downloaded_at":"2026-09-10T01:27:23.603Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477588","source_sha256":"dea02f1ebc6c9f6e7167630fe4a7667828c707fcbff2ab65097c9d1c410e7c2b"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7017eb493c51cc0514594dfc0b2a34939fa4c1c99dd3113ae1849e6dc94b535e","downloaded_from":"2026-09-10T01:27:23.603Z","last_downloaded_at":"2026-09-10T01:27:23.603Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477588","source_sha256":"dea02f1ebc6c9f6e7167630fe4a7667828c707fcbff2ab65097c9d1c410e7c2b"}},{"block":null,"heading":"Entities","paragraphs":[{"citation":"805-954-15-2","para":"15-2","html":"
The guidance in this Subtopic applies only to not-for-profit, business-oriented health care entities (see Section 954-10-05).
","snippet":"The guidance in this Subtopic applies only to not-for-profit, business-oriented health care entities (see Section 954-10-05).","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:621a46549564451412d48a7556e32bb323dba32e86e407bcb96d99d4eb6299c7","downloaded_from":"2026-09-10T01:27:23.603Z","last_downloaded_at":"2026-09-10T01:27:23.603Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477588","source_sha256":"dea02f1ebc6c9f6e7167630fe4a7667828c707fcbff2ab65097c9d1c410e7c2b"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1a0055b7e80d263aa86bf6ea952305b9fc11310ff08c386df9374c1184da90b5","downloaded_from":"2026-09-10T01:27:23.603Z","last_downloaded_at":"2026-09-10T01:27:23.603Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477588","source_sha256":"dea02f1ebc6c9f6e7167630fe4a7667828c707fcbff2ab65097c9d1c410e7c2b"}},{"block":null,"heading":"Transactions","paragraphs":[{"citation":"805-954-15-3","para":"15-3","html":"
The guidance in this Subtopic applies to a transaction or other event that meets the definition of either of the following:
  1. a
    A merger of not-for-profit entities
  2. b
    An acquisition by a not-for-profit entity.
","snippet":"The guidance in this Subtopic applies to a transaction or other event that meets the definition of either of the following:\n(a) A merger of not-for-profit entities\n(b) An acquisition by a not-for-profit entity.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a210b34747e48f25f5633a9a6934b46ee36c64a9f4bd7c4cf07cb367850f467a","downloaded_from":"2026-09-10T01:27:23.603Z","last_downloaded_at":"2026-09-10T01:27:23.603Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477588","source_sha256":"dea02f1ebc6c9f6e7167630fe4a7667828c707fcbff2ab65097c9d1c410e7c2b"}},{"citation":"805-954-15-4","para":"15-4","html":"
This Subtopic does not apply to any of the following:
  1. a
    The formation of a joint venture
  2. b
    The acquisition of an asset or a group of assets that does not constitute either a business or a nonprofit activity. (Subtopic 805-50 addresses the typical accounting for an asset acquisition.)
  3. c
    A combination between not-for-profit entities (NFPs), businesses, or nonprofit activities under common control. (Subtopic 805-50 addresses the typical accounting for a transfer of assets or an exchange of shares between entities under common control.)
  4. d
    A transaction or other event in which an NFP obtains control of a not-for-profit entity but does not consolidate that entity, as permitted or required by Section 958-810-25. Similarly, this Subtopic does not apply if an NFP that obtained control in a transaction or other event in which consolidation was permitted but not required decides in a subsequent annual reporting period to begin consolidating a controlled entity that it initially chose not to consolidate.
","snippet":"This Subtopic does not apply to any of the following:\n(a) The formation of a joint venture\n(b) The acquisition of an asset or a group of assets that does not constitute either a business or a nonprofit activity. (Subtopi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c1f7766be0201d4562c878b027244eac3134f7b1fa61c2921379fc83affe8393","downloaded_from":"2026-09-10T01:27:23.603Z","last_downloaded_at":"2026-09-10T01:27:23.603Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477588","source_sha256":"dea02f1ebc6c9f6e7167630fe4a7667828c707fcbff2ab65097c9d1c410e7c2b"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1eb590b887e976e00ced03386acb25f0f48e00fafb3ce42cb61b1ea274ff90d0","downloaded_from":"2026-09-10T01:27:23.603Z","last_downloaded_at":"2026-09-10T01:27:23.603Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477588","source_sha256":"dea02f1ebc6c9f6e7167630fe4a7667828c707fcbff2ab65097c9d1c410e7c2b"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:35a52758ab6a36d24ce150a085615309faffd43ff8177c5fbfa45e8e2eb4ad22","downloaded_from":"2026-09-10T01:27:23.603Z","last_downloaded_at":"2026-09-10T01:27:23.603Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477588","source_sha256":"dea02f1ebc6c9f6e7167630fe4a7667828c707fcbff2ab65097c9d1c410e7c2b"}},{"number":"25","label":"25 Recognition","anchor":"25-recognition","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-954-25-1","para":"25-1","html":"
When applying the guidance in paragraph 805-20-25-6, an acquirer that is a not-for-profit, business-oriented health care entity shall classify particular investments in debt securities as trading securities or other than trading securities.
","snippet":"When applying the guidance in paragraph 805-20-25-6, an acquirer that is a not-for-profit, business-oriented health care entity shall classify particular investments in debt securities as trading securities or other than…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9d050f8f7e75331d1d6718eefebc78993b37c325a5298d84c98d4079b5d05f7d","downloaded_from":"2026-09-10T01:27:28.147Z","last_downloaded_at":"2026-09-10T01:27:28.147Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478450","source_sha256":"bffee5fc8eb4a546cbb1b7ca03004c689fb4e38b4554e39b2606cb62d8cedd85"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8019f21487524ddd6d5e69ecf13882d395dc23c9c80a69e96a118aaaa89169c3","downloaded_from":"2026-09-10T01:27:28.147Z","last_downloaded_at":"2026-09-10T01:27:28.147Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478450","source_sha256":"bffee5fc8eb4a546cbb1b7ca03004c689fb4e38b4554e39b2606cb62d8cedd85"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:994f179e1d68e25ee7c876ab7a3e2d1a4d124a9b6adb98eca02b6cebfdf75edd","downloaded_from":"2026-09-10T01:27:28.147Z","last_downloaded_at":"2026-09-10T01:27:28.147Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478450","source_sha256":"bffee5fc8eb4a546cbb1b7ca03004c689fb4e38b4554e39b2606cb62d8cedd85"}},{"number":"35","label":"35 Subsequent Measurement","anchor":"35-subsequent-measurement","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-954-35-1","para":"35-1","html":"
An acquirer that is a not-for-profit, business-oriented health care entity shall report the changes in the fair value of contingent consideration recognized in accordance with paragraph 958-805-35-3 within the performance indicator unless the arrangement is a hedging instrument for which Subtopic 954-815 requires the entity to recognize the changes outside the performance indicator.
","snippet":"An acquirer that is a not-for-profit, business-oriented health care entity shall report the changes in the fair value of contingent consideration recognized in accordance with paragraph 958-805-35-3 within the performanc…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:88e6040ad66df74c1e3ce46a69fd7c19f152c9f7c37c69aed2874dcb7d83cd81","downloaded_from":"2026-09-10T01:27:30.356Z","last_downloaded_at":"2026-09-10T01:27:30.356Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478023","source_sha256":"d0c26ff125d04d337df6b809bfb2bb3d771bfe499aba8b0f7ea689306f7b1cf8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:55dd771aa81707938735c3d723448ad4589f95304f36d283a1ec792902ca4d34","downloaded_from":"2026-09-10T01:27:30.356Z","last_downloaded_at":"2026-09-10T01:27:30.356Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478023","source_sha256":"d0c26ff125d04d337df6b809bfb2bb3d771bfe499aba8b0f7ea689306f7b1cf8"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d166540d770174c1caa0125efde370147818e815c2acef4a8cf4dc0a7de20183","downloaded_from":"2026-09-10T01:27:30.356Z","last_downloaded_at":"2026-09-10T01:27:30.356Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478023","source_sha256":"d0c26ff125d04d337df6b809bfb2bb3d771bfe499aba8b0f7ea689306f7b1cf8"}},{"number":"45","label":"45 Other Presentation Matters","anchor":"45-other-presentation-matters","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-954-45-1","para":"45-1","html":"
If an acquirer is a not-for-profit, business-oriented health care entity and a separate charge is recognized in accordance with paragraph 958-805-25-29, it shall be presented within the performance indicator.
","snippet":"If an acquirer is a not-for-profit, business-oriented health care entity and a separate charge is recognized in accordance with paragraph 958-805-25-29, it shall be presented within the performance indicator.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:224bf818a9ba73e3ffa25cbff51cc85721d5a303244ec76b048599507b5574c5","downloaded_from":"2026-09-10T01:27:33.224Z","last_downloaded_at":"2026-09-10T01:27:33.224Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477325","source_sha256":"cbc84a88b027097a2bfb0f943074d74bbbcdd0c967551e11841281f5323a1fc9"}},{"citation":"805-954-45-2","para":"45-2","html":"
If an acquirer is a not-for-profit, business-oriented health care entity, whether the inherent contribution received recognized in accordance with paragraph 958-805-25-31 is presented within or outside of the performance indicator depends on whether the contribution is without donor restrictions or with donor restrictions. A contribution without donor restrictions shall be presented within the performance indicator. A contribution with donor restrictions shall be presented outside of the performance indicator.
","snippet":"If an acquirer is a not-for-profit, business-oriented health care entity, whether the inherent contribution received recognized in accordance with paragraph 958-805-25-31 is presented within or outside of the performance…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:155ebe1d0e07a83636f8259d8698895bb486106578299cdd0a521c6cf0bfab4e","downloaded_from":"2026-09-10T01:27:33.224Z","last_downloaded_at":"2026-09-10T01:27:33.224Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477325","source_sha256":"cbc84a88b027097a2bfb0f943074d74bbbcdd0c967551e11841281f5323a1fc9"}},{"citation":"805-954-45-3","para":"45-3","html":"
In an acquisition achieved in stages (see paragraphs
805-10-25-9 through 25-10
), an acquirer that is a not-for-profit, business-oriented health care entity shall include in its performance indicator the gain or loss resulting from remeasuring its previously held equity interest in the acquiree. In prior reporting periods, that acquirer may have recognized changes in the value of its equity interest in the acquiree outside the performance indicator (for example, because the investment was classified as other than trading). If so, the amount that was recognized outside the performance indicator shall be reclassified and included in the calculation of gain or loss on the previously held equity interest as of the acquisition date.
","snippet":"In an acquisition achieved in stages (see paragraphs 805-10-25-9 through 25-10), an acquirer that is a not-for-profit, business-oriented health care entity shall include in its performance indicator the gain or loss resu…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5e96c069fa212de69c9d14fcbbf8e1480c37ad0adaaa4076d917bec60b16fcd6","downloaded_from":"2026-09-10T01:27:33.224Z","last_downloaded_at":"2026-09-10T01:27:33.224Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477325","source_sha256":"cbc84a88b027097a2bfb0f943074d74bbbcdd0c967551e11841281f5323a1fc9"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f8b68db9d57a6f2d6bfc96221848396e14e87f62ca8d747435a39216f56b8692","downloaded_from":"2026-09-10T01:27:33.224Z","last_downloaded_at":"2026-09-10T01:27:33.224Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477325","source_sha256":"cbc84a88b027097a2bfb0f943074d74bbbcdd0c967551e11841281f5323a1fc9"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c3eaf7fc24e338a0dd68a1accddc43b5bb51691dfcce21567901ec969068673a","downloaded_from":"2026-09-10T01:27:33.224Z","last_downloaded_at":"2026-09-10T01:27:33.224Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477325","source_sha256":"cbc84a88b027097a2bfb0f943074d74bbbcdd0c967551e11841281f5323a1fc9"}},{"number":"50","label":"50 Disclosure","anchor":"50-disclosure","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-954-50-1","para":"50-1","html":"
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).
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1For 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 in interim and annual reporting periods 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).
","snippet":"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 t…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:476b5f191e61d19db204733856eb0be56c09219ca8832cf18eaebcbbeb52ede9","downloaded_from":"2026-09-10T01:27:35.856Z","last_downloaded_at":"2026-09-10T01:27:35.856Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477590","source_sha256":"81705b004dbf334f08eec2f20232c91be6752609793040069cf436ff70ba83c9"}},{"citation":"805-954-50-2","para":"50-2","html":"
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:
  1. a
    The performance indicator attributable to the acquiree since the acquisition date that is included in the statement of activities for the reporting period.
  2. 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).
  3. 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).
  4. 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).
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
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:
  1. a
    The performance indicator attributable to the acquiree since the acquisition date that is included in the statement of activities for the reporting period.
  2. 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).
  3. 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).
  4. 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).
","snippet":"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:\n(a) The performance indicator attributable to the acquire…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b21b0d6295da6a6100ed89328d6213c31282b35ebf91f56919ca0366d9c3fbb8","downloaded_from":"2026-09-10T01:27:35.856Z","last_downloaded_at":"2026-09-10T01:27:35.856Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477590","source_sha256":"81705b004dbf334f08eec2f20232c91be6752609793040069cf436ff70ba83c9"}},{"citation":"805-954-50-3","para":"50-3","html":"
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.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
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.
","snippet":"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 t…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0d9f4b0c29591cf2e25b8804ff845b2e5fff7d923ab3332b3d481f4c2af86c33","downloaded_from":"2026-09-10T01:27:35.856Z","last_downloaded_at":"2026-09-10T01:27:35.856Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477590","source_sha256":"81705b004dbf334f08eec2f20232c91be6752609793040069cf436ff70ba83c9"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:35b528a43947626836d8a6dd851f3a241930e00f7aef2364c6d71a0c0d8f5c4a","downloaded_from":"2026-09-10T01:27:35.856Z","last_downloaded_at":"2026-09-10T01:27:35.856Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477590","source_sha256":"81705b004dbf334f08eec2f20232c91be6752609793040069cf436ff70ba83c9"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0df75cfb3d5dae1cad7d2f5ceb6ec1e419126c3d9300b181c4913302139308b7","downloaded_from":"2026-09-10T01:27:35.856Z","last_downloaded_at":"2026-09-10T01:27:35.856Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477590","source_sha256":"81705b004dbf334f08eec2f20232c91be6752609793040069cf436ff70ba83c9"}}],"enrichment":{"summary":"ASC 805-954 supplements Subtopic 958-805 for not-for-profit, business-oriented health care entities that combine with other NFPs, businesses, or nonprofit activities in a transaction meeting the definition of a merger of not-for-profit entities or an acquisition by a not-for-profit entity. Its incremental rules address classification of acquired debt securities, and—most importantly—whether particular acquisition-related amounts (contingent consideration remeasurements, the separate charge, inherent contributions, step-acquisition gains or losses) are reported within or outside the performance indicator. It also prescribes pro forma performance indicator disclosures for public health care entities.","key_points":["The Subtopic applies only to not-for-profit, business-oriented health care entities and only to transactions meeting the definition of a merger of not-for-profit entities or an acquisition by a not-for-profit entity (805-954-15-2 through 15-3).","Excluded are joint venture formations, acquisitions of assets that are not a business or nonprofit activity, common-control combinations (see Subtopic 805-50), and situations in which the NFP obtains control but does not consolidate under Section 958-810-25 (805-954-15-4).","When applying paragraph 805-20-25-6, the acquirer classifies particular acquired investments in debt securities as trading or other than trading securities (805-954-25-1).","Changes in the fair value of contingent consideration recognized under 958-805-35-3 are reported within the performance indicator unless the arrangement is a hedging instrument for which Subtopic 954-815 requires recognition outside the performance indicator (805-954-35-1).","A separate charge recognized under 958-805-25-29 is presented within the performance indicator, while an inherent contribution received under 958-805-25-31 is within the performance indicator if without donor restrictions and outside it if with donor restrictions (805-954-45-1 through 45-2).","In an acquisition achieved in stages, the gain or loss from remeasuring the previously held equity interest is included in the performance indicator, and amounts previously recognized outside the performance indicator are reclassified into that gain or loss at the acquisition date (805-954-45-3).","Public not-for-profit, business-oriented health care entities must disclose supplemental pro forma performance indicator information for mergers and acquisitions, including acquiree performance indicator since the acquisition date, prior-comparative-period pro forma amounts, and material nonrecurring pro forma adjustments; if impracticable (as defined in 250-10-45-9), that fact and the reason must be disclosed (805-954-50-1 through 50-3)."],"categories":["Business combinations","Not-for-profit","Presentation","Disclosure"],"audience_level":"advanced","student_note":"The whole point of this Subtopic is display: the recognition and measurement rules come from 958-805, and 805-954 only tells a health care NFP whether an item lands inside or outside the performance indicator. A common mistake is assuming all inherent contributions are within the performance indicator—donor-restricted inherent contributions are presented outside it.","related_topics":["958-805","954-805","805-50","958-810","954-815","805-20"],"key_concepts":["performance indicator","merger of not-for-profit entities","acquisition by a not-for-profit entity","inherent contribution","contingent consideration","acquisition achieved in stages","supplemental pro forma information","donor restrictions"],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2a415f4d1c49517b0702d474c16663f114bb6468d857a3204832a590edf322ff","downloaded_from":"2026-09-10T01:27:13.331Z","last_downloaded_at":"2026-09-10T01:27:35.856Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"related":[{"number":"805-958","title":"Not-for-Profit Entities","topic_title":"Business Combinations","score":0.8706,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:be6aa7f5e10a0ff0681706cba4d6eb268b1eeaa59c171e87cf05ccb6ccee3903","downloaded_from":"2026-09-10T01:27:38.837Z","last_downloaded_at":"2026-09-10T01:28:11.147Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"810-954","title":"Health Care Entities","topic_title":"Consolidation","score":0.8449,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:eea7d6a2d742e163150f4fc0cee535f862930734b3342c3c881c33a872326c9f","downloaded_from":"2026-09-10T01:32:41.551Z","last_downloaded_at":"2026-09-10T01:33:00.907Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"220-954","title":"Health Care Entities","topic_title":"Income Statement—Reporting Comprehensive Income","score":0.776,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:586b348109b11dddc935ccab923544e61658ee9835277fe08c54d22391606492","downloaded_from":"2026-09-09T23:06:55.321Z","last_downloaded_at":"2026-09-09T23:07:12.667Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-50","title":"Related Issues","topic_title":"Business Combinations","score":0.7689,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:990b003856846a7fe534907cc7c8adfc4f0dac2649c6ddd02a3fa6372b64fdfc","downloaded_from":"2026-09-10T01:24:51.500Z","last_downloaded_at":"2026-09-10T01:25:42.308Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"815-954","title":"Health Care Entities","topic_title":"Derivatives and Hedging","score":0.7685,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ea8f269deafe68bda2901b0f5abaa8a38f6bdf7438f5c7a5c844fd788846c138","downloaded_from":"2026-09-10T01:40:48.280Z","last_downloaded_at":"2026-09-10T01:41:05.239Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"325-958","title":"Not-for-Profit Entities","topic_title":"Investments—Other","score":0.7675,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6508d069a0ed65984d6b7aef2fcf19a906feff540078c34ce5271dfec4d4b726","downloaded_from":"2026-09-09T23:47:13.039Z","last_downloaded_at":"2026-09-09T23:47:39.630Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}}],"prev":{"number":"805-944","title":"Financial Services—Insurance","topic_title":"Business Combinations","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:72bd2bb61d6fac65c9821450cdd1ff6a42901aed0d24d678454d3f741f0c068b","downloaded_from":"2026-09-10T01:26:39.788Z","last_downloaded_at":"2026-09-10T01:27:09.747Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"next":{"number":"805-958","title":"Not-for-Profit Entities","topic_title":"Business Combinations","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a491511d8aeca482d7f77ed90a2ca250b8a4f8954ec9898fd52306a432ba4eec","downloaded_from":"2026-09-10T01:27:38.837Z","last_downloaded_at":"2026-09-10T01:28:11.147Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7ab989ee08f3cf02d53281454e31e268b81464128bb99f2a882ff83868974e2c","downloaded_from":"2026-09-10T01:27:13.331Z","last_downloaded_at":"2026-09-10T01:27:35.856Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-958","topic":"805","title":"Not-for-Profit Entities","area":"Broad Transactions","paragraphs":172,"summary":"ASC 958-805 (indexed here as 805-958) governs combinations in which a not-for-profit entity is the reporting entity and combines with other NFPs, businesses, or nonprofit activities. If the participating governing boards cede control to a new NFP, the transaction is a merger accounted for under the carryover method (combine GAAP carrying amounts, no fresh start, no new assets); if one entity obtains control of the other, it is an acquisition accounted for under the acquisition method with NFP-specific rules for identifying the acquirer, goodwill, and inherent contributions.","concepts":["merger of not-for-profit entities","acquisition by a not-for-profit entity","carryover method","ceding of control","inherent contribution received","goodwill versus immediate charge","donor relationships and collections","conditional promises to give"],"categories":["Business combinations","Not-for-profit","Intangibles and goodwill","Disclosure"],"level":"advanced","topic_title":"Business Combinations","sections":[{"number":"00","label":"00 Status","anchor":"00-status","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-958-00-1","para":"00-1","html":"
The following table identifies the changes made to this Subtopic.
ParagraphActionAccounting Standards UpdateDate
AcquireeAddedAccounting Standards Update No. 2010-0701/28/2010
AcquirerAmendedAccounting Standards Update No. 2025-0305/12/2025
AcquirerAddedAccounting Standards Update No. 2010-0701/28/2010
Acquisition DateAddedAccounting Standards Update No. 2010-0701/28/2010
Acquisition by a Not-for-Profit EntityAddedAccounting Standards Update No. 2010-0701/28/2010
BusinessAmendedAccounting Standards Update No. 2017-0101/05/2017
BusinessAddedAccounting Standards Update No. 2010-0701/28/2010
Business CombinationAddedAccounting Standards Update No. 2010-0701/28/2010
CollectionsAmendedAccounting Standards Update No. 2019-0303/21/2019
CollectionsAddedAccounting Standards Update No. 2010-0701/28/2010
Conditional ContributionAddedAccounting Standards Update No. 2018-0806/21/2018
Conditional Promise to GiveAmendedAccounting Standards Update No. 2018-0806/21/2018
Conditional Promise to GiveAddedAccounting Standards Update No. 2010-0701/28/2010
Conduit Debt SecurityAddedMaintenance Update 2014-20 (PDF)09/29/2014
Contingent ConsiderationAddedAccounting Standards Update No. 2010-0701/28/2010
ContributionAmendedAccounting Standards Update No. 2018-0806/21/2018
ContributionAddedAccounting Standards Update No. 2010-0701/28/2010
ControlAddedAccounting Standards Update No. 2010-0701/28/2010
Control of a Not-for-Profit EntityAddedAccounting Standards Update No. 2010-0701/28/2010
Donor-Imposed ConditionAddedAccounting Standards Update No. 2018-0806/21/2018
Donor-Imposed RestrictionAmendedAccounting Standards Update No. 2016-1408/18/2016
Donor-Imposed RestrictionsAddedAccounting Standards Update No. 2010-0701/28/2010
Donor-Restricted SupportAddedAccounting Standards Update No. 2016-1408/18/2016
Equity InterestsAddedAccounting Standards Update No. 2010-0701/28/2010
ExchangeAddedAccounting Standards Update No. 2025-1012/04/2025
Fair Value (2nd def.)AddedAccounting Standards Update No. 2025-1012/04/2025
GoodwillAmendedAccounting Standards Update No. 2023-0508/23/2023
GoodwillAddedAccounting Standards Update No. 2010-0701/28/2010
Government GrantAddedAccounting Standards Update No. 2025-1012/04/2025
Grant Related to an AssetAddedAccounting Standards Update No. 2025-1012/04/2025
Grant Related to IncomeAddedAccounting Standards Update No. 2025-1012/04/2025
IdentifiableAddedAccounting Standards Update No. 2010-0701/28/2010
Inherent ContributionAddedAccounting Standards Update No. 2010-0701/28/2010
Intangible AssetsAddedAccounting Standards Update No. 2010-0701/28/2010
Investing ActivitiesAddedAccounting Standards Update No. 2010-0701/28/2010
Merger DateAddedAccounting Standards Update No. 2010-0701/28/2010
Merger of Not-for-Profit EntitiesAddedAccounting Standards Update No. 2010-0701/28/2010
Monetary AssetsAddedAccounting Standards Update No. 2025-1012/04/2025
Net Assets with Donor RestrictionsAddedAccounting Standards Update No. 2016-1408/18/2016
Net Assets without Donor RestrictionsAddedAccounting Standards Update No. 2016-1408/18/2016
Noncontrolling InterestAddedAccounting Standards Update No. 2010-0701/28/2010
Nonprofit ActivityAddedAccounting Standards Update No. 2010-0701/28/2010
Permanently Restricted Net AssetsSupersededAccounting Standards Update No. 2016-1408/18/2016
Permanently Restricted Net AssetsAddedAccounting Standards Update No. 2010-0701/28/2010
Promise to GiveAddedAccounting Standards Update No. 2018-0806/21/2018
Public EntityAmendedMaintenance Update 2014-20 (PDF)09/29/2014
Public EntityAddedAccounting Standards Update No. 2010-0701/28/2010
ReclassificationsSupersededAccounting Standards Update No. 2016-1408/18/2016
ReclassificationsAddedAccounting Standards Update No. 2010-0701/28/2010
Reclassification of Net AssetsAddedAccounting Standards Update No. 2016-1408/18/2016
Temporarily Restricted Net AssetsSupersededAccounting Standards Update No. 2016-1408/18/2016
Temporarily Restricted Net AssetsAddedAccounting Standards Update No. 2010-0701/28/2010
Unrestricted Net AssetsSupersededAccounting Standards Update No. 2016-1408/18/2016
Unrestricted Net AssetsAddedAccounting Standards Update No. 2010-0701/28/2010
Variable Interest EntitySupersededAccounting Standards Update No. 2025-0305/12/2025
958-805-05-1 through 05-5
AddedAccounting Standards Update No. 2010-0701/28/2010
958-805-10-1AddedAccounting Standards Update No. 2010-0701/28/2010
958-805-15-1 through 15-8
AddedAccounting Standards Update No. 2010-0701/28/2010
958-805-25-1 through 25-37
AddedAccounting Standards Update No. 2010-0701/28/2010
958-805-25-9AmendedAccounting Standards Update No. 2016-0202/25/2016
958-805-25-11AmendedAccounting Standards Update No. 2016-0202/25/2016
958-805-25-15AmendedAccounting Standards Update No. 2015-0202/18/2015
958-805-25-18AAddedAccounting Standards Update No. 2019-0605/30/2019
958-805-25-21AmendedAccounting Standards Update No. 2025-1212/17/2025
958-805-25-21AAddedAccounting Standards Update No. 2025-1012/04/2025
958-805-25-27AmendedAccounting Standards Update No. 2016-1408/18/2016
958-805-30-1 through 30-13
AddedAccounting Standards Update No. 2010-0701/28/2010
958-805-30-5AmendedAccounting Standards Update No. 2025-1212/17/2025
958-805-35-1 through 35-5
AddedAccounting Standards Update No. 2010-0701/28/2010
958-805-35-5AmendedAccounting Standards Update No. 2021-0303/30/2021
958-805-35-5AmendedAccounting Standards Update No. 2019-0605/30/2019
958-805-45-1 through 45-11
AddedAccounting Standards Update No. 2010-0701/28/2010
958-805-45-6AmendedMaintenance Update 2020-18 (PDF)11/25/2020
958-805-45-6AmendedAccounting Standards Update No. 2016-1408/18/2016
958-805-45-7AmendedAccounting Standards Update No. 2016-1408/18/2016
958-805-45-10AmendedAccounting Standards Update No. 2016-1408/18/2016
958-805-45-11AmendedAccounting Standards Update No. 2016-1508/26/2016
958-805-45-12AddedAccounting Standards Update No. 2016-1508/26/2016
958-805-50-1 through 50-17
AddedAccounting Standards Update No. 2010-0701/28/2010
958-805-50-2 through 50-6
AmendedAccounting Standards Update No. 2025-1112/08/2025
958-805-50-3AmendedAccounting Standards Update No. 2016-1408/18/2016
958-805-50-8 through 50-14
AmendedAccounting Standards Update No. 2025-1112/08/2025
958-805-50-8AmendedAccounting Standards Update No. 2016-1408/18/2016
958-805-50-8AmendedAccounting Standards Update No. 2010-2912/21/2010
958-805-50-9AmendedAccounting Standards Update No. 2010-2912/21/2010
958-805-50-16AmendedAccounting Standards Update No. 2025-1112/08/2025
958-805-50-16AmendedAccounting Standards Update No. 2015-1006/12/2015
958-805-50-16AmendedAccounting Standards Update No. 2011-0405/12/2011
958-805-50-17AmendedAccounting Standards Update No. 2025-1112/08/2025
958-805-50-17AmendedAccounting Standards Update No. 2021-0303/30/2021
958-805-50-17AmendedAccounting Standards Update No. 2019-0605/30/2019
958-805-55-1 through 55-70
AddedAccounting Standards Update No. 2010-0701/28/2010
958-805-55-36 through 55-38
AmendedAccounting Standards Update No. 2016-1408/18/2016
958-805-55-40AmendedMaintenance Update 2018-02 (PDF)02/02/2018
958-805-55-41AmendedAccounting Standards Update No. 2017-0101/05/2017
958-805-55-60AmendedAccounting Standards Update No. 2016-1408/18/2016
958-805-55-64 through 55-67
AmendedAccounting Standards Update No. 2016-1408/18/2016
958-805-65-1AddedAccounting Standards Update No. 2010-0701/28/2010
","snippet":"The following table identifies the changes made to this Subtopic.\nParagraph | Action | Accounting Standards Update | Date |\n| | | |\nAcquiree | Added | Accounting Standards Update No. 2010-07 | 01/28/2010 |\nAcquirer | Ame…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1ac0ce22812ad874a3c2d7fe53f208032ed563ecda40a1368ced19732b671fe6","downloaded_from":"2026-09-10T01:27:38.837Z","last_downloaded_at":"2026-09-10T01:27:38.837Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478469","source_sha256":"eac3c328bb285dd34a7f73ce9146ffce81f882eec5a2db180e4b47db7838d9bb"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:36597b0b42c62d3d162334ca77dc8ff15b96eb620eefce6f5cfb98734a60096b","downloaded_from":"2026-09-10T01:27:38.837Z","last_downloaded_at":"2026-09-10T01:27:38.837Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478469","source_sha256":"eac3c328bb285dd34a7f73ce9146ffce81f882eec5a2db180e4b47db7838d9bb"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2f1977978f87056570b51ed2096c1282dc540018895cf2f1600b1fa0cc9aa71d","downloaded_from":"2026-09-10T01:27:38.837Z","last_downloaded_at":"2026-09-10T01:27:38.837Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478469","source_sha256":"eac3c328bb285dd34a7f73ce9146ffce81f882eec5a2db180e4b47db7838d9bb"}},{"number":"05","label":"05 Overview and Background","anchor":"05-overview-and-background","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-958-05-1","para":"05-1","html":"
This Subtopic provides guidance on a transaction or other event in which a not-for-profit entity (NFP) that is the reporting entity combines with one or more other NFPs, businesses, or nonprofit activitiesin a transaction that meets the definition of a merger of not-for-profit entitiesor an acquisition by a not-for-profit entity. The guidance is presented in the following three Subsections:
  1. a
    General
  2. b
    Merger of Not-for-Profit Entities
  3. c
    Acquisition by a Not-for-Profit Entity.
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The General Subsections provide overall guidance on the recognition of combinations involving NFPs, and they provide implementation guidance for determining whether a combination between an NFP and one or more businesses, nonprofit activities, or another NFP is a merger or an acquisition.
","snippet":"The General Subsections provide overall guidance on the recognition of combinations involving NFPs, and they provide implementation guidance for determining whether a combination between an NFP and one or more businesses…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:218fe964fd507ea90bee091908a5d52a148ce4fea17147d244dad531ad4d47e0","downloaded_from":"2026-09-10T01:27:41.131Z","last_downloaded_at":"2026-09-10T01:27:41.131Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477457","source_sha256":"cdc42b3c6fa0c3c7791efb7b15638c51a6c88ef098036433a93378d31b7b20ae"}},{"citation":"805-958-05-3","para":"05-3","html":"
Paragraphs presented in bold type in this Subtopic state the main principles. All paragraphs have equal authority.
","snippet":"Paragraphs presented in bold type in this Subtopic state the main principles. All paragraphs have equal authority.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6fb80083c56290e5997e4eb2ddd16ef5ec8562f61558c62328771616f40ad120","downloaded_from":"2026-09-10T01:27:41.131Z","last_downloaded_at":"2026-09-10T01:27:41.131Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477457","source_sha256":"cdc42b3c6fa0c3c7791efb7b15638c51a6c88ef098036433a93378d31b7b20ae"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b159fd255c09cce373395483bdf97870fd70bd4fc51e0bad430dd0f7294080cb","downloaded_from":"2026-09-10T01:27:41.131Z","last_downloaded_at":"2026-09-10T01:27:41.131Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477457","source_sha256":"cdc42b3c6fa0c3c7791efb7b15638c51a6c88ef098036433a93378d31b7b20ae"}},{"block":"Merger of Not-for-Profit Entities","heading":null,"paragraphs":[{"citation":"805-958-05-4","para":"05-4","html":"
The Merger of Not-for-Profit Entities Subsections establish standards of financial accounting and reporting for transactions or other events that meet the definition of a merger of not-for-profit entities. Specifically, these Subsections establish principles and requirements for how a not-for-profit entity (NFP) does both of the following:
  1. a
    Applies the carryover method in accounting for a merger
  2. b
    Determines what information to disclose to enable users of financial statements to evaluate the nature and financial effects of a merger.
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The Acquisition by a Not-for-Profit Entity Subsections establish standards of financial accounting and reporting for transactions or other events that meet the definition of an acquisition by a not-for-profit entity. Those standards are incremental to the guidance in Subtopics 805-10, 805-20, and 805-40. Specifically, these Subsections establish principles and requirements for how a not-for-profit entity does both of the following:
  1. a
    Applies the acquisition method in accounting for an acquisition, including determining which of the combining entities is the acquirer
  2. b
    Determines what information to disclose to enable users of financial statements to evaluate the nature and financial effects of an acquisition.
","snippet":"The Acquisition by a Not-for-Profit Entity Subsections establish standards of financial accounting and reporting for transactions or other events that meet the definition of an acquisition by a not-for-profit entity. Tho…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:45c5e580f695383bb3d8ac62d97d54eee4a0ae1e6b14caa9a2a8ee53be9c6785","downloaded_from":"2026-09-10T01:27:41.131Z","last_downloaded_at":"2026-09-10T01:27:41.131Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477457","source_sha256":"cdc42b3c6fa0c3c7791efb7b15638c51a6c88ef098036433a93378d31b7b20ae"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fb2252aaba0b801a3213b43d94b83a6af364d4c7de1effcb0f8ff3b0d06b4f0b","downloaded_from":"2026-09-10T01:27:41.131Z","last_downloaded_at":"2026-09-10T01:27:41.131Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477457","source_sha256":"cdc42b3c6fa0c3c7791efb7b15638c51a6c88ef098036433a93378d31b7b20ae"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4f97fb6963ab24128cfe07ddc800e9effe6994f0e7a9615be969913b0a15ff4d","downloaded_from":"2026-09-10T01:27:41.131Z","last_downloaded_at":"2026-09-10T01:27:41.131Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477457","source_sha256":"cdc42b3c6fa0c3c7791efb7b15638c51a6c88ef098036433a93378d31b7b20ae"}},{"number":"10","label":"10 Objectives","anchor":"10-objectives","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-958-10-1","para":"10-1","html":"
The objective of this Subtopic is to improve the relevance, representational faithfulness, and comparability of the information that a not-for-profit entity (NFP) that is a reporting entity provides in its financial reports about a combination with one or more other NFPs, businesses, or nonprofit activities.
","snippet":"The objective of this Subtopic is to improve the relevance, representational faithfulness, and comparability of the information that a not-for-profit entity (NFP) that is a reporting entity provides in its financial repo…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c8be1a0824fe9e0c3849f168130d2876f0459e5782e8951ca52bf2556a3fd669","downloaded_from":"2026-09-10T01:27:44.834Z","last_downloaded_at":"2026-09-10T01:27:44.834Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478565","source_sha256":"5014c93490fa5e23944a5fd27079bd44d56a13dcf1c55cdeb33cf4e3cc9044be"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2e4b761634c51f238233a3a89735246e58e5a0f086cbd735aead0b20c83e7229","downloaded_from":"2026-09-10T01:27:44.834Z","last_downloaded_at":"2026-09-10T01:27:44.834Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478565","source_sha256":"5014c93490fa5e23944a5fd27079bd44d56a13dcf1c55cdeb33cf4e3cc9044be"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e3e01f6f2ea05383e84f681efee14bee05567f82d70da69f36c24208a15c825c","downloaded_from":"2026-09-10T01:27:44.834Z","last_downloaded_at":"2026-09-10T01:27:44.834Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478565","source_sha256":"5014c93490fa5e23944a5fd27079bd44d56a13dcf1c55cdeb33cf4e3cc9044be"}},{"number":"15","label":"15 Scope and Scope Exceptions","anchor":"15-scope-and-scope-exceptions","is_sec":false,"groups":[{"block":null,"heading":"Overall Guidance","paragraphs":[{"citation":"805-958-15-1","para":"15-1","html":"
This Subtopic follows the same scope and scope exceptions as the Overall Subtopic, see Section 958-10-15.
","snippet":"This Subtopic follows the same scope and scope exceptions as the Overall Subtopic, see Section 958-10-15.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:24f849b1d2d4b90eefb66c239be3c4205b80a8a772e108a5bb33c5319c5b42d9","downloaded_from":"2026-09-10T01:27:48.912Z","last_downloaded_at":"2026-09-10T01:27:48.912Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478633","source_sha256":"082d0dddcc0e24f015eeea5a82ebd0c2e77b11b1d0a6f3862d52273992dff889"}},{"citation":"805-958-15-2","para":"15-2","html":"
The General Subsection of this Section establishes the pervasive scope for this Subtopic.
","snippet":"The General Subsection of this Section establishes the pervasive scope for this Subtopic.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:59eeda54ae598ddde3fd3ae4cf077cf7dca46f81da796a672b99d6d967aa355c","downloaded_from":"2026-09-10T01:27:48.912Z","last_downloaded_at":"2026-09-10T01:27:48.912Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478633","source_sha256":"082d0dddcc0e24f015eeea5a82ebd0c2e77b11b1d0a6f3862d52273992dff889"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c1dc62147a881ecd22f0aaceb9f694516c4a9e57e0aa200aff40e202cf5af368","downloaded_from":"2026-09-10T01:27:48.912Z","last_downloaded_at":"2026-09-10T01:27:48.912Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478633","source_sha256":"082d0dddcc0e24f015eeea5a82ebd0c2e77b11b1d0a6f3862d52273992dff889"}},{"block":null,"heading":"Transactions","paragraphs":[{"citation":"805-958-15-3","para":"15-3","html":"
The guidance in this Subtopic applies to a transaction or other event that meets the definition of either of the following:
  1. a
    A merger of not-for-profit entities
  2. b
    An acquisition by a not-for-profit entity.
","snippet":"The guidance in this Subtopic applies to a transaction or other event that meets the definition of either of the following:\n(a) A merger of not-for-profit entities\n(b) An acquisition by a not-for-profit entity.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bf307eb3551a700f60099bdf417896d16bd485a8c40ac63669f450b661295d90","downloaded_from":"2026-09-10T01:27:48.912Z","last_downloaded_at":"2026-09-10T01:27:48.912Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478633","source_sha256":"082d0dddcc0e24f015eeea5a82ebd0c2e77b11b1d0a6f3862d52273992dff889"}},{"citation":"805-958-15-4","para":"15-4","html":"
This Subtopic does not apply to all of the following:
  1. a
    The formation of a joint venture
  2. b
    The acquisition of an asset or a group of assets that does not constitute either a business or a nonprofit activity. (Subtopic 805-50 addresses the typical accounting for an asset acquisition.)
  3. c
    A combination between not-for-profit entities (NFPs), businesses, or nonprofit activities under common control. (Subtopic 805-50 addresses the typical accounting for a transfer of assets or an exchange of shares between entities under common control.)
  4. d
    A transaction or other event in which an NFP obtains control of another not-for-profit entity but does not consolidate that entity, as permitted or required by Section 958-810-25. Similarly, this Subtopic does not apply if an NFP that obtained control in a transaction or other event in which consolidation was permitted but not required decides in a subsequent annual reporting period to begin consolidating a controlled entity that it initially chose not to consolidate.
","snippet":"This Subtopic does not apply to all of the following:\n(a) The formation of a joint venture\n(b) The acquisition of an asset or a group of assets that does not constitute either a business or a nonprofit activity. (Subtopi…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0aea51c48d55ca7f39b089358d467518c6cc90939f9768f71fcdbe02be9e45fe","downloaded_from":"2026-09-10T01:27:48.912Z","last_downloaded_at":"2026-09-10T01:27:48.912Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478633","source_sha256":"082d0dddcc0e24f015eeea5a82ebd0c2e77b11b1d0a6f3862d52273992dff889"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cd9b609a5afd16aeb2f84db7166f461ec09702e9a56ee89a08d98e4a47aebe79","downloaded_from":"2026-09-10T01:27:48.912Z","last_downloaded_at":"2026-09-10T01:27:48.912Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478633","source_sha256":"082d0dddcc0e24f015eeea5a82ebd0c2e77b11b1d0a6f3862d52273992dff889"}},{"block":"Merger of Not-for-Profit Entities","heading":"Overall Guidance","paragraphs":[{"citation":"805-958-15-5","para":"15-5","html":"
The Merger of Not-for-Profit Entities Subsections follow the same Scope and Scope Exceptions as the General Subsections of this Subtopic, see Section 958-805-15, with specific exceptions noted below.
","snippet":"The Merger of Not-for-Profit Entities Subsections follow the same Scope and Scope Exceptions as the General Subsections of this Subtopic, see Section 958-805-15, with specific exceptions noted below.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2a5b78a7a764cb5a61a595e63832590db9a101c56e3489c17920537c7ff98ac6","downloaded_from":"2026-09-10T01:27:48.912Z","last_downloaded_at":"2026-09-10T01:27:48.912Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478633","source_sha256":"082d0dddcc0e24f015eeea5a82ebd0c2e77b11b1d0a6f3862d52273992dff889"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bbca7ea08758ef146840ea8c3fcd9f50e88107b67a5786748e81e170534099ce","downloaded_from":"2026-09-10T01:27:48.912Z","last_downloaded_at":"2026-09-10T01:27:48.912Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478633","source_sha256":"082d0dddcc0e24f015eeea5a82ebd0c2e77b11b1d0a6f3862d52273992dff889"}},{"block":"Merger of Not-for-Profit Entities","heading":"Transactions","paragraphs":[{"citation":"805-958-15-6","para":"15-6","html":"
The guidance in the Merger of Not-for-Profit Entities Subsections applies only to transactions or other events that meet the definition of a merger of not-for-profit entities.
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The Acquisition by a Not-for-Profit Entity Subsections follow the same Scope and Scope Exceptions as the General Subsections of this Subtopic, see Section 958-805-15, with specific exceptions noted below.
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The guidance in the Acquisition by a Not-for-Profit Entity Subsections applies only to transactions or other events that meet the definition of an acquisition by a not-for-profit entity.
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A not-for-profit entity (NFP) shall determine whether a transaction or other event is a merger of not-for-profit entities or an acquisition by a not-for-profit entity by applying the definitions.
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Paragraphs
958-805-55-1 through 55-31
provide guidance on distinguishing between a merger and an acquisition.
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The not-for-profit entity (NFP) resulting from a merger (the new entity) shall account for the merger by applying the carryover method described in the Merger of Not-for-Profit Entities Subsections of this Subtopic.
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Applying the carryover method requires combining the assets and liabilities recognized in the separate financial statements of the merging entities as of the merger date (or that would be recognized if the entities issued financial statements as of that date), adjusted as necessary in accordance with paragraph 958-805-25-7 and paragraphs
958-805-30-2 through 30-4
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The remainder of the discussion of the carryover method refers to financial statements of the merging entities, rather than a more precise, but longer, phrase such as assets and liabilities that would be recognized in the financial statements of the merging entities if statements are prepared. Use of the shorter phrase is not intended to exclude, for example, an NFP that has not prepared or issued financial statements. In that situation, the phrase refers to the items in the entity's financial records that would be the basis for preparing financial statements.
","snippet":"The remainder of the discussion of the carryover method refers to financial statements of the merging entities, rather than a more precise, but longer, phrase such as assets and liabilities that would be recognized in th…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:30783262a3c08d0157dc43c923939311a45b63b076d5676d422ea989a82ffbca","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-6","para":"25-6","html":"
The new NFP shall recognize in its financial statements the assets and liabilities reported in the separate financial statements of the merging entities as of the merger date in accordance with generally accepted accounting principles (GAAP).
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The new NFP does not recognize additional assets or liabilities, such as internally developed intangible assets, that GAAP did not require or permit the merging entities to recognize. However, if a merging entity's separate financial statements are not prepared in accordance with GAAP, those statements shall be adjusted to GAAP before the new entity recognizes the assets and liabilities.
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The new NFP shall carry forward at the merger date the merging entities' classifications and designations of their assets and liabilities unless one of the exceptions in the following paragraph applies.
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In some situations, GAAP provides for different accounting depending on how an entity classifies or designates a particular asset or liability. Paragraphs
805-20-25-7 through 25-8
provide examples of such classifications and designations. The new NFP shall carry forward into the opening balances in its financial statements (see paragraph 958-805-45-2(a)) the merging entities' classifications and designations unless either of the following situations applies:
  1. a
    The merger results in a modification of a contract in a manner that would change those previous classifications or designations; for example, if the provisions of a lease are modified and the modification is not accounted for as a separate contract in accordance with paragraph 842-10-25-8
  2. b
    Reclassifications are necessary to conform accounting policies in accordance with paragraph 958-805-30-2.
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In situation (a) in the preceding paragraph, the new NFP shall classify or designate the asset or liability on the basis of the contractual terms, economic conditions, its operating or accounting policies, and other pertinent conditions as they exist at the date of that modification. In situation (b) in the preceding paragraph, the new NFP shall classify or designate the asset or liability on the basis of the conformed accounting policies at the merger date.
","snippet":"In situation (a) in the preceding paragraph, the new NFP shall classify or designate the asset or liability on the basis of the contractual terms, economic conditions, its operating or accounting policies, and other pert…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fed1d76eefe69d9a6dfbff7bf3e7dcb32695467550e7bc3c120025aa25ae95a8","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-11","para":"25-11","html":"
At the merger date, the new NFP may contemplate renegotiating and modifying leases of the business or nonprofit activity acquired. Modifications made after the merger date, including those that were planned at the time of the combination, are postcombination events that should be accounted for separately by the new NFP in accordance with Topic 842.
","snippet":"At the merger date, the new NFP may contemplate renegotiating and modifying leases of the business or nonprofit activity acquired. Modifications made after the merger date, including those that were planned at the time o…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:25b432ca33c477bb6eaf63f16ca7338187a41622965366f694c3a89c55040949","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7243204092296370ce86a12bbab6231e827423f6a49941b08623f02ce8d8a660","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":null,"paragraphs":[{"citation":"805-958-25-12","para":"25-12","html":"
A not-for-profit entity (NFP) shall account for each acquisition of a business or nonprofit activity by applying the acquisition method described in the Acquisition by a Not-for-Profit Entity Subsections of this Subtopic.
","snippet":"A not-for-profit entity (NFP) shall account for each acquisition of a business or nonprofit activity by applying the acquisition method described in the Acquisition by a Not-for-Profit Entity Subsections of this Subtopic…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:27687aa6624780047335410b8e75475edbcd3b3452c4a0f7b80741fd376540f2","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-13","para":"25-13","html":"
The acquisition method in the Acquisition by a Not-for-Profit Entity Subsections is the same as the acquisition method described in Topic 805. However, these Subsections include guidance on aspects of the following items that are unique or especially significant to an NFP:
  1. a
    Identifying the acquirer
  2. b
    Identifying the acquisition date
  3. c
    Recognizing the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree
  4. d
    Recognizing goodwill acquired or a contribution received, including consideration transferred
  5. e
    Determining what is part of the acquisition transaction.
","snippet":"The acquisition method in the Acquisition by a Not-for-Profit Entity Subsections is the same as the acquisition method described in Topic 805. However, these Subsections include guidance on aspects of the following items…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7093e08dc56c093d7aa50978dfc0d8e88c14442bf7f82f1644d660dd5a2ed2d9","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-14","para":"25-14","html":"
Differences in the application of the acquisition method by a NFP acquirer from the application of the acquisition method by a business entity include all of the following:
  1. a
    The identification of the acquirer in accordance with paragraphs
    958-805-25-15 through 25-16
    , instead of the guidance in paragraph 805-10-25-5
  2. b
    The recognition and measurement of goodwill (or the immediate charge to the statement of activities) in accordance with paragraphs
    958-805-25-27 through 25-30
    , instead of the guidance in paragraph 805-30-25-1 and paragraphs
    805-30-30-1 through 30-3
  3. c
    The recognition and measurement of an inherent contribution received in accordance with paragraph 958-805-25-31 and paragraphs
    958-805-30-8 through 30-9
    , instead of the guidance for a gain from a bargain purchase in paragraphs
    805-30-25-2 through 25-4
    and paragraphs
    805-30-30-4 through 30-6
    .
","snippet":"Differences in the application of the acquisition method by a NFP acquirer from the application of the acquisition method by a business entity include all of the following:\n(a) The identification of the acquirer in accor…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d849942b8f7669f93e52c9deae39fa8b3f2c6ebaa714a0f8940e0275003e3e01","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:381c854ea60271978115524710078ae45a5171903c6e4f33970928d001580546","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":"Identifying the Acquirer","paragraphs":[{"citation":"805-958-25-15","para":"25-15","html":"
Paragraph 805-10-25-4 requires that one of the combining entities be identified as the acquirer. Instead of applying the guidance in paragraph 805-10-25-5, the following guidance on control and consolidation of NFPs shall be used to identify the acquirer:
  1. a
    For an NFP acquirer other than a health care entity within the scope of Topic 954, the guidance in Subtopic 958-810, including the guidance referenced in paragraph 958-810-15-4.
  2. b
    For a not-for-profit health care acquirer within the scope of Topic 954 (see Section 954-10-15), the guidance referenced in paragraph 954-810-15-3.
  3. c
    Control of a for-profit business has the meaning of controlling financial interest in paragraphs 810-10-15-8 through 15-8A.
  4. d
    Control of a not-for-profit entity has the meaning of control used in Subtopic 954-810 and Subtopic 958-810.
","snippet":"Paragraph 805-10-25-4 requires that one of the combining entities be identified as the acquirer. Instead of applying the guidance in paragraph 805-10-25-5, the following guidance on control and consolidation of NFPs shal…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fac4f00e0dfdea5fcf3fabea9829448ee43f4f5238d73ab333663982a9cf50d0","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-16","para":"25-16","html":"
If an acquisition by a not-for-profit entity has occurred but applying the guidance in the previous paragraph does not clearly indicate which of the combining entities is the acquirer, the factors in paragraphs
958-805-55-42 through 55-46
shall be considered in making that determination.
","snippet":"If an acquisition by a not-for-profit entity has occurred but applying the guidance in the previous paragraph does not clearly indicate which of the combining entities is the acquirer, the factors in paragraphs 958-805-5…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5ab9fde4ab8eb46e9b699e2f5bf57aa47337ffefdd7a9d9760b8a6faea8ef31f","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:dbb729f1c2bcb1d310533c80decc4e54e6297f0da8338861cbcf44d14337be1d","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":"Identifying the Acquisition Date","paragraphs":[{"citation":"805-958-25-17","para":"25-17","html":"
Paragraphs
805-10-25-6 through 25-7
require identifying the acquisition date and provide guidance for doing so. In addition to that guidance, the date on which an NFP acquirer obtains control of an NFP with sole corporate membership generally also is the date on which the acquirer becomes the sole corporate member of that entity.
","snippet":"Paragraphs 805-10-25-6 through 25-7 require identifying the acquisition date and provide guidance for doing so. In addition to that guidance, the date on which an NFP acquirer obtains control of an NFP with sole corporat…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c8cb0ebffb17cf369ff971ab300bcb29c23d42088a71e6dcc3b904a8e107c841","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:64241d23e46a2fd2dc51e3ea83ca32c572872de90795d25898b3df4d4e6cf953","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":"Recognizing the Identifiable Assets Acquired, the Liabilities Assumed, and Any Noncontrolling Interest in the Acquiree","paragraphs":[{"citation":"805-958-25-18","para":"25-18","html":"
This Subsection includes the following guidance that is incremental to Subtopic 805-20 for the recognition of identifiable assets acquired, liabilities assumed, and any noncontrolling interest in the acquiree:
  1. a
    Recognition conditions
  2. b
    Classifying or designating identifiable assets acquired and liabilities assumed
  3. c
    Additional exceptions to the recognition principle.
","snippet":"This Subsection includes the following guidance that is incremental to Subtopic 805-20 for the recognition of identifiable assets acquired, liabilities assumed, and any noncontrolling interest in the acquiree:\n(a) Recogn…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fe8ca9c5ce0d782d06b1cd40a1c6e4840cbbf3a1bc7f76e7fb6296f3d0f08c47","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-18A","para":"25-18A","html":"
For guidance on the accounting alternative to subsume certain identifiable intangible assets acquired into goodwill, see Subtopic 805-20 on business combinations—identifiable assets and liabilities, and any noncontrolling interest and see paragraph 805-20-65-2 for transition guidance on applying the accounting alternative.
","snippet":"For guidance on the accounting alternative to subsume certain identifiable intangible assets acquired into goodwill, see Subtopic 805-20 on business combinations—identifiable assets and liabilities, and any noncontrollin…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:49e9a7dc63e9fe57417f3a9ed194c38004b049c84f5f7595e3a8f8b4d1d265cd","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-19","para":"25-19","html":"
When considering whether an identifiable asset or liability assumed qualifies for recognition as part of applying the acquisition method as described in paragraph 805-20-25-3, an identifiable asset or liability also qualifies if it is part of what was contributed in an acquisition that includes an inherent contribution (see paragraph 958-805-25-31).
","snippet":"When considering whether an identifiable asset or liability assumed qualifies for recognition as part of applying the acquisition method as described in paragraph 805-20-25-3, an identifiable asset or liability also qual…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f36a5ccc091e41175e84bed8fef81b653719bc267410ea9f6fe4956717529a7e","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-20","para":"25-20","html":"
An NFP acquirer is not required to classify investments as described in paragraph 805-20-25-7(a). However, an NFP acquirer that is a health care entity (see Section 954-10-15) shall classify particular investments as described in paragraph 954-805-25-1.
","snippet":"An NFP acquirer is not required to classify investments as described in paragraph 805-20-25-7(a). However, an NFP acquirer that is a health care entity (see Section 954-10-15) shall classify particular investments as des…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:15d885a2237e7e24f3ebfa3b149c49b0749ea480ba33c2ea356918b71ad87e4c","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-21","para":"25-21","html":"
This Subsection provides the following limited exceptions to the recognition principle in paragraph 805-20-25-1, which are incremental to the exceptions provided by paragraphs
805-20-25-16 through 25-28
:
  1. a
    Donor relationships
  2. b
    Collections
  3. c
    Conditional promises to give.
Transition date:(P) December 16, 2026; (N) December 16, 2026Transition guidance:
105-10-65-10This Subsection provides the following limited exceptions to the recognition principle in paragraph 805-20-25-1, which are incremental to the exceptions discussed in paragraphs
805-20-25-16 through 25-17
and related guidance:
  1. a
    Donor relationships
  2. b
  3. c
","snippet":"This Subsection provides the following limited exceptions to the recognition principle in paragraph 805-20-25-1, which are incremental to the exceptions provided by paragraphs 805-20-25-16 through 25-28:\n(a) Donor relati…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:31d4a81d27c67f13e232084716927d02a7826a275dd27484c1cca5a6d24c6d32","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-21A","para":"25-21A","html":"
Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:
832-10-65-2The exception to the recognition principle in paragraph 805-20-25-28D for a grant related to income is not applicable to entities that apply the guidance within this Subtopic.
","snippet":"Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:832-10-65-2The exception to the recognition principle in paragraph 805-20-25-28D for a grant related to income is not applicable to entities…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:768152520b4aa7dffe1292e108958e31aa0908821bb79772538ed587b9e3f04d","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-22","para":"25-22","html":"
An NFP acquirer shall not recognize an acquired donor relationship as an identifiable intangible asset separate from goodwill. Unlike acquired customer relationships (see paragraphs
805-20-55-23 through 55-25
), acquired donor relationships are not recognized separately; they are instead subsumed into goodwill.
","snippet":"An NFP acquirer shall not recognize an acquired donor relationship as an identifiable intangible asset separate from goodwill. Unlike acquired customer relationships (see paragraphs 805-20-55-23 through 55-25), acquired …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a62cf9944db09e0a668174f3b7515f0f7e95685e203aa5ff5a4b249d55fe2a3d","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-23","para":"25-23","html":"
An NFP acquirer that has an organizational policy of not capitalizing collections in accordance with paragraph 958-360-25-3 shall not recognize as an asset those items (works of art, historical treasures, or similar assets) that it acquires as part of an acquisition and adds to its collection. Rather, the acquirer shall do both of the following:
  1. a
    Recognize the cost of the collection items purchased (either by the transfer of consideration or the assumption of liabilities in excess of assets acquired) as a decrease in the appropriate class of net assets in the statement of activities and as a cash outflow for investing activities
  2. b
    Not recognize the fair value of collection items contributed—either as an asset or as contribution revenue.
","snippet":"An NFP acquirer that has an organizational policy of not capitalizing collections in accordance with paragraph 958-360-25-3 shall not recognize as an asset those items (works of art, historical treasures, or similar asse…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7a63e61a09dfe042c4f110ebddaa38d2bcaad136405c80807b77ca71ad48fa28","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-24","para":"25-24","html":"
An acquired item that is not added to the acquirer's collection shall be recognized as an asset in accordance with paragraph 805-20-25-1.
","snippet":"An acquired item that is not added to the acquirer's collection shall be recognized as an asset in accordance with paragraph 805-20-25-1.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0fe39f8049530b00b766f992a48d2f0bee958c8c64ed6f5f0cc741727dfda3bc","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-25","para":"25-25","html":"
Example 1 (see paragraphs
958-805-55-49 through 55-50
) and Example 2 (see paragraphs
958-805-55-51 through 55-54
) provide guidance on determining whether an acquired collection item is purchased or contributed and, if purchased, the appropriate amount of cost to attribute to it.
","snippet":"Example 1 (see paragraphs 958-805-55-49 through 55-50) and Example 2 (see paragraphs 958-805-55-51 through 55-54) provide guidance on determining whether an acquired collection item is purchased or contributed and, if pu…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a0a05cb8d4220b80d3fad5210973f33747e81453ad7e01bcc5a6349c5bea6a40","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-26","para":"25-26","html":"
An NFP acquirer shall apply the guidance in paragraphs
958-605-25-11 through 25-15
to account for conditional promises to give. That guidance requires the acquirer to do either of the following:
  1. a
    Recognize a conditional promise only if the conditions on which it depends are substantially met as of the acquisition date
  2. b
    Recognize a transfer of assets with a conditional promise to contribute them as a refundable advance unless the conditions have been substantially met as of the acquisition date.
","snippet":"An NFP acquirer shall apply the guidance in paragraphs 958-605-25-11 through 25-15 to account for conditional promises to give. That guidance requires the acquirer to do either of the following:\n(a) Recognize a condition…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7fc0a6b0d87a4a75014c6823f0288e47afd3d65e7f62816cdb060cca2625c750","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ee04351fa2912b7657099da4a9c6bce6e3f16e814e1559e83620fcea43f99951","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":"Recognizing Goodwill Acquired or a Contribution Received, Including Consideration Transferred","paragraphs":[{"citation":"805-958-25-27","para":"25-27","html":"
An NFP acquirer applies the guidance in this Subsection instead of Subtopic 805-30 for the recognition of the following items:
  1. a
    Goodwill acquired, whether recognized as an asset or as an immediate charge to the statement of activities
  2. b
    A contribution received in an acquisition
  3. c
    Consideration transferred, including contingent consideration.
","snippet":"An NFP acquirer applies the guidance in this Subsection instead of Subtopic 805-30 for the recognition of the following items:\n(a) Goodwill acquired, whether recognized as an asset or as an immediate charge to the statem…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6a0f29a8fa906df18b614a66d99563f398727473948bd912f1a374288b5ea67a","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-28","para":"25-28","html":"
Unless the operations of the acquiree are expected to be predominantly supported by contributions and returns on investments (see paragraphs
958-805-25-29 through 25-30
), an NFP acquirer shall recognize goodwill as of the acquisition date, measured in accordance with paragraph 958-805-30-6.
","snippet":"Unless the operations of the acquiree are expected to be predominantly supported by contributions and returns on investments (see paragraphs 958-805-25-29 through 25-30), an NFP acquirer shall recognize goodwill as of th…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:75f8fd70f9eb2d3bac40c07346e3eadc5f74ba684ff5655908a301e066f35f94","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-29","para":"25-29","html":"
If the operations of the acquiree as part of the combined entity are expected to be predominantly supported by contributions and returns on investments, an NFP acquirer shall recognize a separate charge in its statement of activities as of the acquisition date, measured in accordance with paragraph 958-805-30-6, rather than goodwill. Predominantly supported by means that contributions and returns on investments are expected to be significantly more than the total of all other sources of revenues.
","snippet":"If the operations of the acquiree as part of the combined entity are expected to be predominantly supported by contributions and returns on investments, an NFP acquirer shall recognize a separate charge in its statement …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:317dec49bf4c81f706047ef254921f5b34e32898284c6dc12ac4d145f7fc3a07","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-30","para":"25-30","html":"
An NFP acquirer shall consider all relevant qualitative and quantitative factors in determining the expected nature of the predominant source of support for an acquiree's operations as part of the combined entity. For example, an NFP acquirer shall consider qualitative and quantitative information about all forms of contributed support, including contributions that are precluded from being recognized or are not required to be recognized in the financial statements (such as certain contributed services and collection items and conditional promises to give).
","snippet":"An NFP acquirer shall consider all relevant qualitative and quantitative factors in determining the expected nature of the predominant source of support for an acquiree's operations as part of the combined entity. For ex…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:065befabecc2c6a7533d8de601da045181957af546b2e8f3f05293e2916ce29b","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-31","para":"25-31","html":"
An NFP acquirer shall recognize an inherent contribution received, measured in accordance with paragraph 958-805-30-8, as a separate credit in its statement of activities as of the acquisition date.Example 1 (see paragraphs
958-805-55-49 through 55-50
) and Example 6 (see paragraphs
958-805-55-62 through 55-67
) illustrate acquisitions with inherent contributions.
","snippet":"An NFP acquirer shall recognize an inherent contribution received, measured in accordance with paragraph 958-805-30-8, as a separate credit in its statement of activities as of the acquisition date.Example 1 (see paragra…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c490529177ee095c345d2f923a5531700301e43b968c25b8be1b532a74754335","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-32","para":"25-32","html":"
An NFP acquirer might transfer consideration to the former owner of the acquiree or to a designee of the former owner. The NFP acquirer also might receive assistance from an unrelated third party, which shall be taken into account in measuring the consideration transferred. Examples of potential forms of consideration include any of the following:
  1. a
    Cash
  2. b
    Other assets
  3. c
    A business or a nonprofit activity of the acquirer
  4. d
    Contingent consideration.
","snippet":"An NFP acquirer might transfer consideration to the former owner of the acquiree or to a designee of the former owner. The NFP acquirer also might receive assistance from an unrelated third party, which shall be taken in…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a02e8c669a2cefb578747e22a15737e9a4fdb578c324a2fcbe74648c5afbdbb7","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-33","para":"25-33","html":"
An asset transferred by an NFP acquirer to an unrelated third party as a required condition of an acquisition shall be accounted for as consideration transferred for the acquiree unless the NFP acquirer retains control over the transferred assets. Example 4 (see paragraphs
958-805-55-57 through 55-58
) illustrates assistance received from a third party.
","snippet":"An asset transferred by an NFP acquirer to an unrelated third party as a required condition of an acquisition shall be accounted for as consideration transferred for the acquiree unless the NFP acquirer retains control o…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0ac0a2ec064cf227c323d559f89df423e25bf7b38a11509ff1b7ad375f7ed8a7","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-34","para":"25-34","html":"
The consideration transferred may include assets or liabilities of the NFP acquirer that have carrying amounts that differ from their fair values at the acquisition date (for example, nonmonetary assets or a business of the acquirer). If so, the NFP acquirer shall recognize the resulting gains or losses, if any, in the statement of activities. However, sometimes the transferred assets or liabilities remain within the combined entity after the acquisition, and the acquirer therefore retains control of them. An NFP acquirer that retains control over the transferred assets shall not recognize a gain or loss in the statement of activities on assets or liabilities it controls both before and after the acquisition.
","snippet":"The consideration transferred may include assets or liabilities of the NFP acquirer that have carrying amounts that differ from their fair values at the acquisition date (for example, nonmonetary assets or a business of …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5e4d8045b0cbe8ec62a5b5185f486a64d254d29cc51ce45b78cc15e01cdfa1a0","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-35","para":"25-35","html":"
Examples of asset transfers in which control over the future economic benefits of the transferred assets is retained by the acquirer include all of the following:
  1. a
    The assets are transferred to the acquiree rather than to its former owners or are otherwise transferred to a recipient that is controlled by the acquirer. By virtue of its control over the recipient, the acquiring entity has the ability to revoke the transfer or to direct the use of the assets to itself or an affiliate.
  2. b
    The asset transfer is otherwise revocable, repayable, or refundable.
  3. c
    The assets are transferred with the stipulation that they be used on behalf of, or for the benefit of, the acquiree, the acquirer, the consolidated entity, or their affiliates. Example 3 (see paragraphs
    958-805-55-55 through 55-56
    ) illustrates an asset transfer in which the NFP acquirer retains control over the future economic benefits after the acquisition.
","snippet":"Examples of asset transfers in which control over the future economic benefits of the transferred assets is retained by the acquirer include all of the following:\n(a) The assets are transferred to the acquiree rather tha…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9095e4ce79426acb5cf776c6de0dc9cb227e428ce0e1399e1aa2d0d230363da4","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"citation":"805-958-25-36","para":"25-36","html":"
The consideration an NFP acquirer transfers in exchange for the acquiree includes any asset or liability resulting from a contingent consideration arrangement. The NFP acquirer shall recognize the contingent consideration as part of the consideration transferred in exchange for the acquiree.
","snippet":"The consideration an NFP acquirer transfers in exchange for the acquiree includes any asset or liability resulting from a contingent consideration arrangement. The NFP acquirer shall recognize the contingent consideratio…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:63558988e71f43128bec2e0fa1f45ca05a23086ea2c7745a91f51bed2b79db56","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:955505348d8f8f4daaf7124798ebb94f7e02d8661eb1e19631fb57cb758bca27","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":"Determining What Is Part of the Acquisition Transaction","paragraphs":[{"citation":"805-958-25-37","para":"25-37","html":"
In addition to the examples in paragraph 805-10-25-21, a payment by a former owner of an acquired business that is unrelated to the acquiree, such as a contribution to fund activities of the acquirer or its affiliates that are unrelated to those of the acquiree, is an example of a separate transaction that is not to be included in applying the acquisition method. Those contributions made shall be accounted for in accordance with the guidance in Subtopic 720-25.
","snippet":"In addition to the examples in paragraph 805-10-25-21, a payment by a former owner of an acquired business that is unrelated to the acquiree, such as a contribution to fund activities of the acquirer or its affiliates th…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d5fadb29c9e8a6d01dc142ed52fc4a43f0afb8240ce20b2e74faf78988a0cb25","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5d6a276c91e4550eff47ba59ca4a7be9d97f8d977426f180efed5b281b4ff414","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:30f7638be149f4249dde28012ae97ace325fc2364eea9a32f5284d4c85e4d10d","downloaded_from":"2026-09-10T01:27:55.035Z","last_downloaded_at":"2026-09-10T01:27:55.035Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478303","source_sha256":"0686c0bbdbc8156c964a5b425dd4d4a1b3c5ad60af000521b3f8edd1ff9f593c"}},{"number":"30","label":"30 Initial Measurement","anchor":"30-initial-measurement","is_sec":false,"groups":[{"block":"Merger of Not-for-Profit Entities","heading":null,"paragraphs":[{"citation":"805-958-30-1","para":"30-1","html":"
The new not-for-profit entity (NFP) shall measure the assets and liabilities in its financial statements as of the merger date at the amounts reported in the financial statements of the merging entities as of that date prepared in accordance with GAAP, adjusted as necessary in accordance with paragraphs
958-805-30-2 through 30-3
.
","snippet":"The new not-for-profit entity (NFP) shall measure the assets and liabilities in its financial statements as of the merger date at the amounts reported in the financial statements of the merging entities as of that date p…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b2f0295f50f9b924ea7e297dd9a7ec22707c7065f2d970f1aa384e4a60704803","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}},{"citation":"805-958-30-2","para":"30-2","html":"
The merging entities may have measured assets and liabilities using different methods of accounting in their separate financial statements. The new NFP shall adjust the amounts of those assets and liabilities as necessary to reflect a consistent method of accounting.
","snippet":"The merging entities may have measured assets and liabilities using different methods of accounting in their separate financial statements. The new NFP shall adjust the amounts of those assets and liabilities as necessar…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:37672415b865f535866f85da51672c0a070ddc167e592ed923df810b26c817a2","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}},{"citation":"805-958-30-3","para":"30-3","html":"
However, because the carryover method does not reflect a fresh-start measurement, a merger is not an event that permits the election of accounting options that are restricted to the entity's initial acquisition or recognition of an item (or the reversal of a previous election). Thus, for example, one merging entity's election to apply the Fair Value Option Subsections of Subtopic 825-10 for a particular financial asset or liability permits neither the new NFP's election of the fair value option for other financial assets or liabilities at the merger date nor the reversal of the previous selection of the fair value option.
","snippet":"However, because the carryover method does not reflect a fresh-start measurement, a merger is not an event that permits the election of accounting options that are restricted to the entity's initial acquisition or recogn…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:657618d3fdd4d91a099684a864861de65c53b5e6b8e3257d1b26fa42f4365357","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}},{"citation":"805-958-30-4","para":"30-4","html":"
The new NFP shall eliminate the effects of any intra-entity transactions on its assets, liabilities, and net assets as of the merger date.
","snippet":"The new NFP shall eliminate the effects of any intra-entity transactions on its assets, liabilities, and net assets as of the merger date.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5087eadfa367bb93fb9b107ddf5924c1bca0df268a7d0b388dd9db6c553804a3","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0c3631d04979448cb66a29fc2c520718a785ecc330ef999ff498a1e34138b835","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":null,"paragraphs":[{"citation":"805-958-30-5","para":"30-5","html":"
A not-for-profit entity (NFP) that is an acquirer applies the guidance in this Subsection instead of Subtopic 805-30 for the measurement of the following items:
  1. a
    Goodwill acquired, whether recognized as an asset or an immediate charge to the statement of activities
  2. b
    A contribution received in an acquisition
  3. c
    Consideration transferred, including contingent consideration.
Transition date:(P) December 16, 2026; (N) December 16, 2026Transition guidance:
105-10-65-10A not-for-profit entity (NFP) that is an acquirer applies the guidance in this Subsection instead of Subtopics 805-20 and 805-30 for the measurement of the following items:
  1. a
    Goodwill acquired, whether recognized as an asset or an immediate charge to the statement of activities
  2. b
    A contribution received in an acquisition
  3. c
    Consideration transferred, including contingent consideration.
","snippet":"A not-for-profit entity (NFP) that is an acquirer applies the guidance in this Subsection instead of Subtopic 805-30 for the measurement of the following items:\n(a) Goodwill acquired, whether recognized as an asset or an…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c2315654a39fbe13f1efcf1bfd916c46e4a6b26554dc9e013f54fb684b0751cb","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8881448bc835695fc13bf1b85dd6dfd5e4b994196b3633ba55d3e48bb9b4195d","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":"Goodwill Acquired, Whether Recognized as an Asset or an Immediate Charge to the Statement of Activities","paragraphs":[{"citation":"805-958-30-6","para":"30-6","html":"
An NFP acquirer shall measure goodwill acquired, including goodwill recognized as an immediate charge to the statement of activities, as of the acquisition date as the excess of (a) over (b):
  1. a
    The aggregate of the following:
    1. 1
      The consideration transferred measured at its acquisition-date fair value (see paragraphs
      958-805-30-10 through 30-13
      )
    2. 2
      The fair value of any noncontrolling interest in the acquiree
    3. 3
      In an acquisition by a not-for-profit entity achieved in stages, the acquisition-date fair value of the acquirer's previously held equity interest in the acquiree.
  2. b
    The net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed measured in accordance with Subtopic 805-20 and this Subtopic.
","snippet":"An NFP acquirer shall measure goodwill acquired, including goodwill recognized as an immediate charge to the statement of activities, as of the acquisition date as the excess of (a) over (b):\n(a) The aggregate of the fol…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:58ccf4de33a1b00d50c353f54e884466ed86e3613a17765af6ee5a668e1f2bd5","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}},{"citation":"805-958-30-7","para":"30-7","html":"
The result of the equation in the preceding paragraph will be to measure goodwill or the separate charge to the statement of activities as the excess of liabilities assumed over assets acquired if the acquisition by the NFP meets all of the following criteria:
  1. a
    No consideration is transferred.
  2. b
    There is no noncontrolling interest in an acquiree.
  3. c
    The acquisition was not achieved in stages.
","snippet":"The result of the equation in the preceding paragraph will be to measure goodwill or the separate charge to the statement of activities as the excess of liabilities assumed over assets acquired if the acquisition by the …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:be7bcb29ec60f93d45da98450be450bb131cae0af83a655def2ddf1ca4945e8e","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1c9cbf3940f20041990705dd115c82ee44fb855e23e8ac5e3e26543269cb9561","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":"A Contribution Received in an Acquisition","paragraphs":[{"citation":"805-958-30-8","para":"30-8","html":"
An inherent contribution recognized in accordance with paragraph 958-805-25-31 shall be measured as the excess of the amount in paragraph 958-805-30-6(b) over the amount in paragraph 958-805-30-6(a).
","snippet":"An inherent contribution recognized in accordance with paragraph 958-805-25-31 shall be measured as the excess of the amount in paragraph 958-805-30-6(b) over the amount in paragraph 958-805-30-6(a).","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c962c408acb89cfd3e5533032db04e03ca329dd7bfb385481c5e913392bf6d81","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}},{"citation":"805-958-30-9","para":"30-9","html":"
The inherent contribution received will be measured as the excess of assets acquired over liabilities assumed if the acquisition meets all of the following criteria:
  1. a
    That acquisition is effected without the transfer of consideration.
  2. b
    There is no noncontrolling interest in an acquiree.
  3. c
    The acquisition was not achieved in stages.
Example 6 (see paragraphs
958-805-55-62 through 55-67
) illustrates an inherent contribution.
","snippet":"The inherent contribution received will be measured as the excess of assets acquired over liabilities assumed if the acquisition meets all of the following criteria:\n(a) That acquisition is effected without the transfer …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f3a0f16ed103d7b6e4a126752a9261c275708775ab142a16cb75daf302939621","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5edf5800537fff77568ee3389c537dc882c65638d73e4cf4b58361049ff22c1c","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":"Consideration Transferred, Including Contingent Consideration","paragraphs":[{"citation":"805-958-30-10","para":"30-10","html":"
The consideration transferred in an acquisition by an NFP shall be measured at fair value, which shall be calculated as the sum of the acquisition-date fair values of the assets transferred by the acquirer and the liabilities incurred by the acquirer.
","snippet":"The consideration transferred in an acquisition by an NFP shall be measured at fair value, which shall be calculated as the sum of the acquisition-date fair values of the assets transferred by the acquirer and the liabil…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:71e2b8e8640e6eed8cb6ea8780ac10c35ef981b70113dc736b8385feb6a42f15","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}},{"citation":"805-958-30-11","para":"30-11","html":"
If the consideration transferred includes assets or liabilities of the NFP acquirer that have carrying amounts that differ from their fair values at the acquisition date, as discussed in paragraph 958-805-25-34, the NFP acquirer shall remeasure the transferred assets or liabilities to their fair values as of the acquisition date.
","snippet":"If the consideration transferred includes assets or liabilities of the NFP acquirer that have carrying amounts that differ from their fair values at the acquisition date, as discussed in paragraph 958-805-25-34, the NFP …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c262fc985f07a07c954eb15aef3be04b0053d31408a98b5f48fabbb598889c7f","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}},{"citation":"805-958-30-12","para":"30-12","html":"
An NFP acquirer that retains control over the transferred assets as described in paragraphs
958-805-25-33 through 25-34
shall measure those assets and liabilities at their carrying amounts immediately before the acquisition date.
","snippet":"An NFP acquirer that retains control over the transferred assets as described in paragraphs 958-805-25-33 through 25-34 shall measure those assets and liabilities at their carrying amounts immediately before the acquisit…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a4c8aacbb015bf9223e7a7c4bfbba3358d8525bf4ec2de27998e887ee21d407a","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}},{"citation":"805-958-30-13","para":"30-13","html":"
Contingent consideration shall be measured initially at acquisition-date fair value.
","snippet":"Contingent consideration shall be measured initially at acquisition-date fair value.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:00517dc4d5e2e102b0709887e85e797c03c4429cce1a3e653bd54f4217c45223","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4be3f8ababd3b28e62780aedb680dfeaeb0cc7787eb4e938264d2a31c817e0e1","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ddb5a2d90622496a09d875675304ee2912b8e3b1a1137e65738aedd3f1614fae","downloaded_from":"2026-09-10T01:27:56.788Z","last_downloaded_at":"2026-09-10T01:27:56.788Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477730","source_sha256":"8ebd93f312ceff2d76997c6db41551864354c154d26167550a0826927d6457e0"}},{"number":"35","label":"35 Subsequent Measurement","anchor":"35-subsequent-measurement","is_sec":false,"groups":[{"block":"Acquisition by a Not-for-Profit Entity","heading":null,"paragraphs":[{"citation":"805-958-35-1","para":"35-1","html":"
The guidance in this Section together with the guidance in paragraph 805-10-35-1 and Section 805-20-35 applies to a not-for-profit entity (NFP) that is an acquirer. This Section provides the following incremental guidance for assets acquired and liabilities assumed or incurred in an acquisition by a not-for-profit entity:
  1. a
    Contingent consideration, including contingent consideration arrangements assumed by an acquirer
  2. b
    Goodwill acquired.
","snippet":"The guidance in this Section together with the guidance in paragraph 805-10-35-1 and Section 805-20-35 applies to a not-for-profit entity (NFP) that is an acquirer. This Section provides the following incremental guidanc…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4bfdb206d4dfcbcc60a7029e62ef478f2edb9a029ac9d0a2ed7fbcb7a7b95507","downloaded_from":"2026-09-10T01:27:59.311Z","last_downloaded_at":"2026-09-10T01:27:59.311Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479095","source_sha256":"30db71e8fe1cbc435c52087d918cf1b7e7814033ec5a7283acc545b7934d65fe"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a84ea83e5a4c9d8425237392d91219dd416ac7753d3e8e602557c665d0c134cc","downloaded_from":"2026-09-10T01:27:59.311Z","last_downloaded_at":"2026-09-10T01:27:59.311Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479095","source_sha256":"30db71e8fe1cbc435c52087d918cf1b7e7814033ec5a7283acc545b7934d65fe"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":"Contingent Consideration, Including Contingent Consideration Arrangements Assumed by an Acquirer","paragraphs":[{"citation":"805-958-35-2","para":"35-2","html":"
Some changes in the fair value of contingent consideration and contingent consideration arrangements assumed from an acquiree that the acquirer recognizes after the acquisition date may be the result of additional information about facts and circumstances that existed at the acquisition date that the acquirer obtained after that date. Such changes are measurement period adjustments in accordance with paragraphs
805-10-25-13 through 25-18
and Section 805-10-30.
","snippet":"Some changes in the fair value of contingent consideration and contingent consideration arrangements assumed from an acquiree that the acquirer recognizes after the acquisition date may be the result of additional inform…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:82901d0f33ebdc08cc1e1b95cdf5aa688371f38b978b74bda8370256d7c7494b","downloaded_from":"2026-09-10T01:27:59.311Z","last_downloaded_at":"2026-09-10T01:27:59.311Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479095","source_sha256":"30db71e8fe1cbc435c52087d918cf1b7e7814033ec5a7283acc545b7934d65fe"}},{"citation":"805-958-35-3","para":"35-3","html":"
Changes resulting from events after the acquisition date, such as meeting an earnings or other performance target, reaching a specified share price, or reaching a milestone on a research and development project, are not measurement period adjustments. An NFP acquirer shall account for such changes by remeasuring the related asset or liability to fair value at each reporting date until the contingency is resolved and recognizing the changes in fair value in the statement of activities.
","snippet":"Changes resulting from events after the acquisition date, such as meeting an earnings or other performance target, reaching a specified share price, or reaching a milestone on a research and development project, are not …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bf6c54dfdccd0e0afbdd203018db7ccae61a2daf81759a01da0206c29bd8d15b","downloaded_from":"2026-09-10T01:27:59.311Z","last_downloaded_at":"2026-09-10T01:27:59.311Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479095","source_sha256":"30db71e8fe1cbc435c52087d918cf1b7e7814033ec5a7283acc545b7934d65fe"}},{"citation":"805-958-35-4","para":"35-4","html":"
Contingent consideration arrangements of an acquiree assumed by the acquirer shall be measured subsequently in accordance with the guidance for contingent consideration arrangements in paragraphs
958-805-35-2 through 35-3
.
","snippet":"Contingent consideration arrangements of an acquiree assumed by the acquirer shall be measured subsequently in accordance with the guidance for contingent consideration arrangements in paragraphs 958-805-35-2 through 35-…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:09624b618f8a73e51ee46265f557c1a090daf3ef2da5cabae730766e9bf0a1ea","downloaded_from":"2026-09-10T01:27:59.311Z","last_downloaded_at":"2026-09-10T01:27:59.311Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479095","source_sha256":"30db71e8fe1cbc435c52087d918cf1b7e7814033ec5a7283acc545b7934d65fe"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6c4e45e413971891fab093570af81f413a343ff95dc5482fb61db2f902e957ce","downloaded_from":"2026-09-10T01:27:59.311Z","last_downloaded_at":"2026-09-10T01:27:59.311Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479095","source_sha256":"30db71e8fe1cbc435c52087d918cf1b7e7814033ec5a7283acc545b7934d65fe"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":"Goodwill Acquired","paragraphs":[{"citation":"805-958-35-5","para":"35-5","html":"
For guidance, including the related accounting alternative on subsequently measuring goodwill recognized in an acquisition of a business or a nonprofit activity, see Subtopic 350-20. See paragraph 350-20-65-2 for transition guidance on applying the accounting alternative for amortizing goodwill in Subtopic 350-20 and paragraph 350-20-65-4 for transition guidance on applying the accounting alternative for a goodwill impairment triggering event evaluation.
","snippet":"For guidance, including the related accounting alternative on subsequently measuring goodwill recognized in an acquisition of a business or a nonprofit activity, see Subtopic 350-20. See paragraph 350-20-65-2 for transit…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1c694fea91adc9b8acd86057272af82c440e115bc314641084a541d9410564e1","downloaded_from":"2026-09-10T01:27:59.311Z","last_downloaded_at":"2026-09-10T01:27:59.311Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479095","source_sha256":"30db71e8fe1cbc435c52087d918cf1b7e7814033ec5a7283acc545b7934d65fe"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ebfca03540a67f1315ec693c16878e72da4ff3abcb5113820ee6f6a7abdd9dfb","downloaded_from":"2026-09-10T01:27:59.311Z","last_downloaded_at":"2026-09-10T01:27:59.311Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479095","source_sha256":"30db71e8fe1cbc435c52087d918cf1b7e7814033ec5a7283acc545b7934d65fe"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d4f0e0e32f7906686a65a4e9328f2ca4873c3526416f7725c3b072c6e9ed69d3","downloaded_from":"2026-09-10T01:27:59.311Z","last_downloaded_at":"2026-09-10T01:27:59.311Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147479095","source_sha256":"30db71e8fe1cbc435c52087d918cf1b7e7814033ec5a7283acc545b7934d65fe"}},{"number":"45","label":"45 Other Presentation Matters","anchor":"45-other-presentation-matters","is_sec":false,"groups":[{"block":"Merger of Not-for-Profit Entities","heading":null,"paragraphs":[{"citation":"805-958-45-1","para":"45-1","html":"
The not-for-profit entity (NFP) resulting from a merger of not-for-profit entities is a new reporting entity, with no activities before the merger date. Thus, the new NFP's initial reporting period begins with the merger date, and the merger itself shall not be reported as activity of the new NFP's initial reporting period. Rather, the combined assets, liabilities, and net assets of the merging entities are included in the statement of financial position as of the beginning of that initial reporting period, if presented.
","snippet":"The not-for-profit entity (NFP) resulting from a merger of not-for-profit entities is a new reporting entity, with no activities before the merger date. Thus, the new NFP's initial reporting period begins with the merger…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:5d5e7efb170b44d7e0d1c5be3117b2d8906b5704639c24697a57c558c02d21ff","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}},{"citation":"805-958-45-2","para":"45-2","html":"
The new NFP's statement of activities and statement of cash flows for its initial reporting period shall do both of the following:
  1. a
    Include in the reported amounts as of the beginning of the period (the opening amounts), such as cash and cash equivalents at the beginning of the period, the combined amounts of the merging entities' assets, liabilities, and net assets (in total and by classes of net assets) as of the merger date. The following changes shall be reflected in the opening amounts:
    1. 1
      Accounting changes necessary to adjust a merging entity's financial statements to generally accepted accounting principles (GAAP) in accordance with paragraph 958-805-25-7
    2. 2
      Accounting changes to conform the individual accounting policies of the merging entities in accordance with paragraph 958-805-30-2
    3. 3
      Changes to eliminate intra-entity balances in accordance with paragraph 958-805-30-4.
  2. b
    Report activity from the merger date through the end of the reporting period.
","snippet":"The new NFP's statement of activities and statement of cash flows for its initial reporting period shall do both of the following:\n(a) Include in the reported amounts as of the beginning of the period (the opening amount…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fd5d17f0e2c2a1f38f7f12d53b48d3575794d54bf8d4b8104ae82c081c3eb699","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a37774c2b0a5ac5dc71c49e08c9660513f9b2fa08f75841fae1c59f3b860af20","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":null,"paragraphs":[{"citation":"805-958-45-3","para":"45-3","html":"
The financial statements of an acquirer (the combined entity) shall report an acquisition by a not-for-profit entity as activity of the period in which it occurs.
","snippet":"The financial statements of an acquirer (the combined entity) shall report an acquisition by a not-for-profit entity as activity of the period in which it occurs.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8a3b0bd9c20f0396d393ce33702b98bd1c146c76572ee6b4339dbecb42660d9c","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c6d265b7cdcf44ef624213d27cd74ec0bc977d45503276ee6bb0a96005a4f2f9","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":"Statement of Activities","paragraphs":[{"citation":"805-958-45-4","para":"45-4","html":"
A not-for-profit entity (NFP) acquirer shall report the excess amount recognized in accordance with the guidance in paragraph 958-805-25-29 as a separate line item on the face of its statement of activities. The separate line item shall be appropriately described, for example, as excess of consideration paid over net assets acquired in acquisition of Entity AB (or as excess of liabilities assumed over assets acquired in acquisition of Entity AB). Example 5 (see paragraphs
958-805-55-59 through 55-61
) illustrates one way an acquirer might present that amount in its statement of activities.
","snippet":"A not-for-profit entity (NFP) acquirer shall report the excess amount recognized in accordance with the guidance in paragraph 958-805-25-29 as a separate line item on the face of its statement of activities. The separate…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b30bfb08612c7866d6019dfb69ca49ba9266f3378595777d5bcb030bb68d31a5","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}},{"citation":"805-958-45-5","para":"45-5","html":"
An NFP acquirer shall report the inherent contribution recognized in accordance with paragraph 958-805-25-31 as a separate line item on the face of the statement of activities. The separate line item shall be appropriately described, for example, as excess of assets acquired over liabilities assumed in donation of Entity XY or as contribution received in donation of Entity XY. In another situation, that excess might be described as excess of fair value of net assets acquired over consideration paid in acquisition of Entity XY.
","snippet":"An NFP acquirer shall report the inherent contribution recognized in accordance with paragraph 958-805-25-31 as a separate line item on the face of the statement of activities. The separate line item shall be appropriate…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8867d0ddfe777e99d69ee17586f682d870ab807a428c0d4980bb832372619b21","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}},{"citation":"805-958-45-6","para":"45-6","html":"
An NFP acquirer shall classify the inherent contribution received presented in accordance with the preceding paragraph on the basis of the donor restrictions imposed on the related net assets. In classifying those net assets, an acquirer shall do both of the following:
  1. a
    Include restrictions imposed on the net assets of the acquiree by a donor before the acquisition and those imposed by the donor of the business or nonprofit activity acquired, if any, in accordance with Section 958-605-45.
  2. b
    Report donor-restricted contributions as donor-restricted support even if the restrictions are met in the same reporting period in which the acquisition occurs. That is, the acquirer shall not apply the reporting exception in paragraph 958-605-45-4A to net assets with donor restrictions acquired in an acquisition.
","snippet":"An NFP acquirer shall classify the inherent contribution received presented in accordance with the preceding paragraph on the basis of the donor restrictions imposed on the related net assets. In classifying those net as…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:08f359e3c20aa07c7da002dd4d50c95ab21dd65582ec7d03f7f8b7a2dd9f35cc","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}},{"citation":"805-958-45-7","para":"45-7","html":"
Thus, the inherent contribution received may increase net assets with donor restrictions, net assets without donor restrictions, or some combination of those items. Example 6 (see paragraphs
958-805-55-62 through 55-67
) illustrates the application of the preceding paragraph's guidance on reporting donor-imposed restrictions on an inherent contribution received.
","snippet":"Thus, the inherent contribution received may increase net assets with donor restrictions, net assets without donor restrictions, or some combination of those items. Example 6 (see paragraphs 958-805-55-62 through 55-67) …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:299797b3dbf7b25928918a78ea0cc686351829178e040782fcf2eea0bbdbb3fc","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}},{"citation":"805-958-45-8","para":"45-8","html":"
An NFP acquirer that transfers assets as consideration for an acquired nonprofit activity or business shall assess whether that transaction satisfies a donor-imposed restriction (see the following paragraph) or otherwise results in a change in its net asset classifications (see paragraph 958-805-45-10).
","snippet":"An NFP acquirer that transfers assets as consideration for an acquired nonprofit activity or business shall assess whether that transaction satisfies a donor-imposed restriction (see the following paragraph) or otherwise…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e4aa3bcc6767892656914ffeb50b2163e074a3984f001151e46cd64b699f9353","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}},{"citation":"805-958-45-9","para":"45-9","html":"
For example, transferring consideration in an acquisition might satisfy a donor-imposed restriction on the acquirer's net assets that were restricted for acquisition of land, buildings, works of art, or other long-lived assets if the acquiree has the qualifying assets. If so, the acquirer may either report the expiration of those restrictions separately or aggregate and report them together with other similar expirations of donor-imposed restrictions during the period in which the acquisition occurs.
","snippet":"For example, transferring consideration in an acquisition might satisfy a donor-imposed restriction on the acquirer's net assets that were restricted for acquisition of land, buildings, works of art, or other long-lived …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:148780cf104f39f54f542c354a4f4f212e134e14b98d0260784a80745b327cfa","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}},{"citation":"805-958-45-10","para":"45-10","html":"
If transferring consideration results in changes in net asset classifications other than those described in the preceding paragraph, an NFP acquirer shall report those changes separately from both any other reclassification of net assets and any expiration of those restrictions during the period in which the acquisition occurs. For example, an acquirer that transfers as consideration its assets with no associated donor restrictions and acquires assets from the acquiree that have associated donor restrictions shall recognize a reclassification of net assets in its statement of activities.
","snippet":"If transferring consideration results in changes in net asset classifications other than those described in the preceding paragraph, an NFP acquirer shall report those changes separately from both any other reclassificat…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f1f5473b137ee2c15994281dddc605237431dc98a8c5f329def69cfd3c17dfad","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:04958bf0685763d4edbfbe8cc598835539deac84800dfd83f600e9320dcaaa55","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":"Statement of Cash Flows","paragraphs":[{"citation":"805-958-45-11","para":"45-11","html":"
An NFP acquirer shall report the entire amount of any net cash flows related to an acquisition (cash paid as consideration, if any, less acquired cash of the acquiree) in the statement of cash flows as an investing activity, except for cash payments made to settle a contingent consideration liability arising from the acquisition that are not paid soon after the business combination. Example 7 (see paragraphs
958-805-55-68 through 55-70
) illustrates this requirement. In addition, cash payments made soon after the acquisition date of the business combination by an acquirer to settle a contingent consideration liability shall be classified as investing activities.
","snippet":"An NFP acquirer shall report the entire amount of any net cash flows related to an acquisition (cash paid as consideration, if any, less acquired cash of the acquiree) in the statement of cash flows as an investing activ…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:839c0e7c17e2a412eea74ad68d58fd6f163856118dba5b22f9a55e3bb60e08be","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}},{"citation":"805-958-45-12","para":"45-12","html":"
Cash payments, or the portion of the payments, not made soon after the acquisition date of a business combination by the NFP acquirer to settle a contingent consideration liability up to the amount of the contingent consideration liability recognized at the acquisition date, including measurement-period adjustments, less any amounts paid soon after the acquisition date to settle the contingent consideration liability shall be classified as cash outflows for financing activities. Cash payments, or the portion of the payments, not made soon after the acquisition date of a business combination by the NFP acquirer to settle a contingent consideration liability that exceed the amount of the contingent consideration liability recognized at the acquisition date, including measurement-period adjustments, less any amounts paid soon after the acquisition date to settle the contingent consideration liability shall be classified as cash outflows for operating activities.
","snippet":"Cash payments, or the portion of the payments, not made soon after the acquisition date of a business combination by the NFP acquirer to settle a contingent consideration liability up to the amount of the contingent cons…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:25286dbb8aa46e4857492e543a96c213d0e9a5cc16604d396d454a526fcebffe","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:33310187dafcfd66e5c90ae706337d3f1ca4b24bb77047eb6c18dae699183f28","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f2de7daea3340169907bf0ded3528ee14e23181a72f81b39edc96f260e179aec","downloaded_from":"2026-09-10T01:28:03.101Z","last_downloaded_at":"2026-09-10T01:28:03.101Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477832","source_sha256":"2b386cc486b61011e9f12a5d671397750d68ad5da690f72ed79b9e0aa8bb2109"}},{"number":"50","label":"50 Disclosure","anchor":"50-disclosure","is_sec":false,"groups":[{"block":"Merger of Not-for-Profit Entities","heading":null,"paragraphs":[{"citation":"805-958-50-1","para":"50-1","html":"
The new not-for-profit entity (NFP) shall disclose information that enables users of its financial statements to evaluate the nature and financial effect of the merger of not-for-profit entities that resulted in its formation.
","snippet":"The new not-for-profit entity (NFP) shall disclose information that enables users of its financial statements to evaluate the nature and financial effect of the merger of not-for-profit entities that resulted in its form…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:da47638600c2c503ec5f651f556df2004be8613dc972182278bafa097960752f","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-2","para":"50-2","html":"
To meet the objective in paragraph 958-805-50-1, the new NFP shall disclose the following information for the merger that resulted in its formation:
  1. a
    The name and a description of each merging entity
  2. b
    The merger date
  3. c
    The primary reasons for the merger
  4. d
    Both of the following for each merging entity:
    1. 1
      The amounts recognized as of the merger date for each major class of assets and liabilities and each class of net assets
    2. 2
      The nature and amounts, if applicable, of any significant assets (for example, conditional promises receivable or collections) or liabilities (for example, conditional promises payable) not otherwise required to be recognized under generally accepted accounting principles (GAAP).
  5. e
    The nature and amount of any significant adjustments made to conform the individual accounting policies of the merging entities or to eliminate intra-entity balances.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1To meet the objective in paragraph 958-805-50-1, the new NFP shall disclose in interim and annual reporting periods the following information for the merger that resulted in its formation:
  1. a
    The name and a description of each merging entity
  2. b
  3. c
    The primary reasons for the merger
  4. d
    Both of the following for each merging entity:
    1. 1
      The amounts recognized as of the merger date for each major class of assets and liabilities and each class of net assets
    2. 2
      The nature and amounts, if applicable, of any significant assets (for example, conditional promises receivable or collections) or liabilities (for example, conditional promises payable) not otherwise required to be recognized under generally accepted accounting principles (GAAP).
  5. e
    The nature and amount of any significant adjustments made to conform the individual accounting policies of the merging entities or to eliminate intra-entity balances.
","snippet":"To meet the objective in paragraph 958-805-50-1, the new NFP shall disclose the following information for the merger that resulted in its formation:\n(a) The name and a description of each merging entity\n(b) The merger da…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1b5f3713578b710df994e298b23855549ae48ebb51f2a32ca24cad7fa85c0d9d","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-3","para":"50-3","html":"
If the new NFP is a public entity and the merger occurs at other than the beginning of an annual reporting period (that is, if its initial financial statements thus cover less than an annual reporting period), the new NFP shall disclose the following supplemental pro forma information:
  1. a
    Revenue for the current reporting period as though the merger date had been the beginning of the annual reporting period
  2. b
    Changes in net assets without donor restrictions and changes in net assets with donor restrictions for the current reporting period as though the merger date had been the beginning of the annual reporting period.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1If the new NFP is a public entity and the merger occurs at other than the beginning of an annual reporting period (that is, if its initial financial statements thus cover less than an annual reporting period), the new NFP shall disclose the following supplemental pro forma information in interim and annual reporting periods:
  1. a
    Revenue for the current reporting period as though the merger date had been the beginning of the annual reporting period
  2. b
    Changes in net assets without donor restrictions and changes in net assets with donor restrictions for the current reporting period as though the merger date had been the beginning of the annual reporting period.
","snippet":"If the new NFP is a public entity and the merger occurs at other than the beginning of an annual reporting period (that is, if its initial financial statements thus cover less than an annual reporting period), the new NF…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:402f362b4892269daa634474ebd43def0eb6f35ae37e66b2197191c5210e8664","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-4","para":"50-4","html":"
If the new NFP is a public entity and it presents comparative financial information in the annual reporting period following the year in which the merger occurs, it shall disclose the supplemental pro forma information in paragraph 958-805-50-3 for the comparable prior reporting period as though the merger date had been the beginning of that prior annual reporting period.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1If the new NFP is a public entity and it presents comparative financial information in interim and annual reporting periods following the year in which the merger occurs, it shall disclose the supplemental pro forma information in paragraph 958-805-50-3 for the comparable prior interim and annual reporting periods as though the merger date had been the beginning of that prior reporting period.
","snippet":"If the new NFP is a public entity and it presents comparative financial information in the annual reporting period following the year in which the merger occurs, it shall disclose the supplemental pro forma information i…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:32dbbac91750622074c03a1e4231c294cc1f92f993a8ece2dc15f48add4e9116","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-5","para":"50-5","html":"
If disclosure of any of the information required by paragraphs
958-805-50-3 through 50-4
is impracticable, the new NFP 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.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1If disclosure of any of the information required by paragraphs
958-805-50-3 through 50-4
is impracticable, the new NFP shall disclose that fact and explain why the disclosure is impracticable in interim and annual reporting periods. The term impracticable has the same meaning as impracticability in paragraph 250-10-45-9.
","snippet":"If disclosure of any of the information required by paragraphs 958-805-50-3 through 50-4 is impracticable, the new NFP shall disclose that fact and explain why the disclosure is impracticable. The term impracticable has …","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:135b7d98a7d319a9d0db394eabca08f4e6f69309993b3895c0c832d3179dd0c7","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-6","para":"50-6","html":"
If the specific disclosures required by this Subsection do not meet the objective in paragraph 958-805-50-1, the new NFP shall disclose whatever additional information is necessary to meet that objective.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1If the specific disclosures required by this Subsection do not meet the objective in paragraph 958-805-50-1, the new NFP shall disclose in interim and annual reporting periods whatever additional information is necessary to meet that objective.
","snippet":"If the specific disclosures required by this Subsection do not meet the objective in paragraph 958-805-50-1, the new NFP shall disclose whatever additional information is necessary to meet that objective. Transition date…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b5081e2290694e3ae77db6883dd355736194edf88b818fce2c29f856c59f8fa2","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:dc0856bfe7c33c860d7dff85658422fde0bfe30f1c35242ebf7679409bd68601","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":null,"paragraphs":[{"citation":"805-958-50-7","para":"50-7","html":"
To meet the objective in paragraph 805-10-50-1, an NFP acquirer shall disclose the information required by paragraph 805-10-50-2(a) through (g).
","snippet":"To meet the objective in paragraph 805-10-50-1, an NFP acquirer shall disclose the information required by paragraph 805-10-50-2(a) through (g).","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a37f2dd7b9258d342f7bbfb1217ae1306832830c30fc4147e346f2fee4e77b6d","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-8","para":"50-8","html":"
Instead of disclosing the information in paragraph 805-10-50-2(h), an NFP acquirer that is a public entity shall disclose the following information for each acquisition that occurs during the reporting period:
  1. a
    Revenues attributable to the acquiree since the acquisition date that are included in the statement of activities for the reporting period
  2. b
    Changes in net assets without donor restrictions and changes in net assets with donor restrictions attributable to the acquiree since the acquisition date that are included in the statement of activities for the reporting period
  3. c
    The revenues of the combined entity as though the acquisition date for all acquisitions that occurred during the current year had been at the beginning of the annual reporting period (supplemental pro forma information)
  4. d
    Changes in net assets without donor restrictions and changes in net assets with donor restrictions as though the acquisition date for all acquisitions that occurred during the current year had been at the beginning of the annual reporting period (supplemental pro forma information)
  5. e
    The nature and amount of any material, nonrecurring pro forma adjustments directly attributable to the acquisition(s) included in the reported pro forma revenues and changes in net assets without donor restrictions and changes in net assets with donor restrictions (supplemental pro forma information).
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1Instead of disclosing the information in paragraph 805-10-50-2(h), an NFP acquirer that is a public entity shall disclose in interim and annual reporting periods the following information for each acquisition that occurs during the reporting period:
  1. a
    Revenues attributable to the acquiree since the acquisition date that are included in the statement of activities for the reporting period
  2. b
    Changes in net assets without donor restrictions and changes in net assets with donor restrictions attributable to the acquiree since the acquisition date that are included in the statement of activities for the reporting period
  3. c
    The revenues of the combined entity as though the acquisition date for all acquisitions that occurred during the current year had been at the beginning of the annual reporting period (supplemental pro forma information)
  4. d
    Changes in net assets without donor restrictions and changes in net assets with donor restrictions as though the acquisition date for all acquisitions that occurred during the current year had been at the beginning of the annual reporting period (supplemental pro forma information)
  5. e
    The nature and amount of any material, nonrecurring pro forma adjustments directly attributable to the acquisition(s) included in the reported pro forma revenues and changes in net assets without donor restrictions and changes in net assets with donor restrictions (supplemental pro forma information).
","snippet":"Instead of disclosing the information in paragraph 805-10-50-2(h), an NFP acquirer that is a public entity shall disclose the following information for each acquisition that occurs during the reporting period:\n(a) Revenu…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6f8b12e6060dd60d1ee9918c32d0b032779a4614bc4b4dfdf409c9ef3896806a","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-9","para":"50-9","html":"
If it presents comparative financial information, an NFP acquirer that is a public entity shall disclose the supplemental pro forma information required by paragraph 958-805-50-8 as though the acquisition(s) that occurred during the current year had occurred as of the beginning of the comparable prior annual reporting period. For example, for a calendar year-end entity, disclosures would be provided for a business combination 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).
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1If it presents comparative financial information in interim and annual reporting periods, an NFP acquirer that is a public entity shall disclose the supplemental pro forma information required by paragraph 958-805-50-8 as though the acquisition(s) that occurred during the current year had occurred as of the beginning of the comparable prior annual reporting period. For example, for a calendar year-end entity, disclosures would be provided for a business combination 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).
","snippet":"If it presents comparative financial information, an NFP acquirer that is a public entity shall disclose the supplemental pro forma information required by paragraph 958-805-50-8 as though the acquisition(s) that occurre…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bdf7ee09cf0586b21bdf2061b6755f13686652945a784669c2de78c213a0371b","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-10","para":"50-10","html":"
If the disclosure of any of the information required by paragraphs
958-805-50-8 through 50-9
is impracticable, the NFP acquirer 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.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1If the disclosure of any of the information required by paragraphs
958-805-50-8 through 50-9
is impracticable, the NFP acquirer 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.
","snippet":"If the disclosure of any of the information required by paragraphs 958-805-50-8 through 50-9 is impracticable, the NFP acquirer shall disclose that fact and explain why the disclosure is impracticable. The term impractic…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ce931e110995545d002c049638c9a5e43c901e8b4a8c90def0eaf82a1814aeac","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-11","para":"50-11","html":"
Instead of the information required by Section 805-30-50, an NFP acquirer shall disclose the following information for each acquisition that occurs during the reporting period:
  1. a
    A qualitative description of the factors, such as expected synergies from combining operations of the acquiree and the acquirer, intangible assets that do not qualify for separate recognition, or other factors, such as the nonrecognition of collections, that make up either of the following:
    1. 1
      The goodwill recognized
    2. 2
      The separate charge recognized in the statement of activities in accordance with paragraph 958-805-25-29.
  2. b
    The acquisition-date fair value of the total consideration transferred (or if no consideration was transferred, that fact) and the acquisition-date fair value of each major class of consideration, such as:
    1. 1
      Cash
    2. 2
      Other tangible or intangible assets, including a business or subsidiary of the acquirer
    3. 3
      Liabilities incurred, for example, a liability for contingent consideration.
  3. c
    For contingent consideration arrangements, all of the following:
    1. 1
      The amount recognized as of the acquisition date
    2. 2
      A description of the arrangement and the basis for determining the amount of the payment
    3. 3
      An estimate of the range of outcomes (undiscounted) or, if a range cannot be estimated, that fact and the reasons why a range cannot be estimated. If the maximum amount of the payment is unlimited, the acquirer shall disclose that fact.
  4. d
    The total amount of goodwill that is expected to be deductible for tax purposes.
  5. e
    If the acquisition results in an inherent contribution received, a description of the reasons why the transaction resulted in a contribution received (see paragraph 958-805-25-31).
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1Instead of the information required by Section 805-30-50, an NFP acquirer shall disclose in interim and annual reporting periods the following information for each acquisition that occurs during the reporting period:
  1. a
    A qualitative description of the factors, such as expected synergies from combining operations of the acquiree and the acquirer, intangible assets that do not qualify for separate recognition, or other factors, such as the nonrecognition of collections, that make up either of the following:
    1. 1
      The goodwill recognized
    2. 2
      The separate charge recognized in the statement of activities in accordance with paragraph 958-805-25-29.
  2. b
    The acquisition-date fair value of the total consideration transferred (or if no consideration was transferred, that fact) and the acquisition-date fair value of each major class of consideration, such as:
    1. 1
      Cash
    2. 2
      Other tangible or intangible assets, including a business or subsidiary of the acquirer
    3. 3
      Liabilities incurred, for example, a liability for contingent consideration.
  3. c
    For contingent consideration arrangements, all of the following:
    1. 1
      The amount recognized as of the acquisition date
    2. 2
      A description of the arrangement and the basis for determining the amount of the payment
    3. 3
      An estimate of the range of outcomes (undiscounted) or, if a range cannot be estimated, that fact and the reasons why a range cannot be estimated. If the maximum amount of the payment is unlimited, the acquirer shall disclose that fact.
  4. d
    The total amount of goodwill that is expected to be deductible for tax purposes.
  5. e
    If the acquisition results in an inherent contribution received, a description of the reasons why the transaction resulted in a contribution received (see paragraph 958-805-25-31).
","snippet":"Instead of the information required by Section 805-30-50, an NFP acquirer shall disclose the following information for each acquisition that occurs during the reporting period:\n(a) A qualitative description of the factor…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7ec0ce81fb07855c49539983e73f8f95e11de6f5a45eea039568179c8af9cfc4","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-12","para":"50-12","html":"
Additionally, an NFP acquirer shall disclose the following information for each acquisition that occurs during the reporting period:
  1. a
    The amount of collection items acquired that are recognized in the statement of activities as a decrease in the acquirer's net assets in accordance with paragraph 958-805-25-23.
  2. b
    The undiscounted amount of conditional promises to give acquired or assumed and a description and the amount of each group of promises with similar characteristics, such as amounts of promises conditioned on establishing new programs, completing a new building, or raising matching gifts by a specified date.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1Additionally, an NFP acquirer shall disclose in interim and annual reporting periods the following information for each acquisition that occurs during the reporting period:
  1. a
    The amount of collection items acquired that are recognized in the statement of activities as a decrease in the acquirer's net assets in accordance with paragraph 958-805-25-23.
  2. b
    The undiscounted amount of conditional promises to give acquired or assumed and a description and the amount of each group of promises with similar characteristics, such as amounts of promises conditioned on establishing new programs, completing a new building, or raising matching gifts by a specified date.
","snippet":"Additionally, an NFP acquirer shall disclose the following information for each acquisition that occurs during the reporting period:\n(a) The amount of collection items acquired that are recognized in the statement of act…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9cf647792f59a60cb568796f7ccd879ab3d74eb7ee6c650855bb434dff9671d8","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-13","para":"50-13","html":"
For individually immaterial acquisitions occurring during the reporting period that are material collectively, the NFP acquirer shall disclose the information required by paragraphs
958-805-50-8 through 50-12
and 805-10-50-2(e) through (g) in the aggregate.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1For individually immaterial acquisitions occurring during the reporting period that are material collectively, the NFP acquirer shall disclose the information required by paragraphs
958-805-50-8 through 50-12
and 805-10-50-2(e) through (g) in the aggregate in interim and annual reporting periods.
","snippet":"For individually immaterial acquisitions occurring during the reporting period that are material collectively, the NFP acquirer shall disclose the information required by paragraphs 958-805-50-8 through 50-12 and 805-10-…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9dca9faa9262daea755974ce6312f73f384e3c44b2d33f2520b68d2cc4fe1c63","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-14","para":"50-14","html":"
If the date of an acquisition is after the reporting date but before the financial statements are issued or available for issue, the NFP acquirer shall disclose the information required by paragraphs
958-805-50-7 through 50-12
unless the initial accounting for the acquisition is incomplete at the time the financial statements are issued or available for issue. In that situation, the acquirer shall describe which disclosures could not be made and the reason why they could not be made.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1If the date of an acquisition is after the reporting date but before the financial statements are issued or available for issue, the NFP acquirer shall disclose in interim and annual reporting periods the information required by paragraphs
958-805-50-7 through 50-12
unless the initial accounting for the acquisition is incomplete at the time the financial statements are issued or available for issue. In that situation, the acquirer shall describe which disclosures could not be made and the reason why they could not be made.
","snippet":"If the date of an acquisition is after the reporting date but before the financial statements are issued or available for issue, the NFP acquirer shall disclose the information required by paragraphs 958-805-50-7 through…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:58018d903425371b8930e557b09687ac5e6d3abc61c5a82e421b2b5a4ada35ec","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-15","para":"50-15","html":"
An NFP acquirer shall disclose any noncash contributions received and any other noncash amounts received or transferred in relation to an acquisition as noncash activities in accordance with paragraph 230-10-50-3. Example 7 (see paragraphs
958-805-55-68 through 55-70
) illustrates the disclosure of noncash activities.
","snippet":"An NFP acquirer shall disclose any noncash contributions received and any other noncash amounts received or transferred in relation to an acquisition as noncash activities in accordance with paragraph 230-10-50-3. Exampl…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:903f8e4e791f5197416e10cba1a9fa2dd532b75cee1d8736ca15070be3bd63eb","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-16","para":"50-16","html":"
To meet the objective in paragraph 805-10-50-5, an NFP acquirer shall disclose the information in this paragraph and paragraph 805-20-50-4A for each material acquisition or in the aggregate for individually immaterial business combinations that are material collectively. For each reporting period after the acquisition date until the NFP acquirer collects, sells, or otherwise loses the right to a contingent consideration asset, or until the NFP acquirer settles a contingent consideration liability or the liability is cancelled or expires, the NFP acquirer shall disclose all of the following:
  1. a
    Any changes in the recognized amounts, including any differences arising upon settlement
  2. b
    Any changes in the range of outcomes (undiscounted) and the reasons for those changes
  3. c
    The disclosures required by Section 820-10-50.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1To meet the objective in paragraph 805-10-50-5, an NFP acquirer shall disclose in interim and annual reporting periods the information in this paragraph and paragraph 805-20-50-4A for each material acquisition or in the aggregate for individually immaterial business combinations that are material collectively. For each interim and annual reporting period after the acquisition date until the NFP acquirer collects, sells, or otherwise loses the right to a contingent consideration asset, or until the NFP acquirer settles a contingent consideration liability or the liability is cancelled or expires, the NFP acquirer shall disclose all of the following:
  1. a
    Any changes in the recognized amounts, including any differences arising upon settlement
  2. b
    Any changes in the range of outcomes (undiscounted) and the reasons for those changes
  3. c
    The disclosures required by Section 820-10-50.
","snippet":"To meet the objective in paragraph 805-10-50-5, an NFP acquirer shall disclose the information in this paragraph and paragraph 805-20-50-4A for each material acquisition or in the aggregate for individually immaterial bu…","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:61fe22673b555c1f1837954480514793de61fcb2ed8b11d0a07655ca633b10c3","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"citation":"805-958-50-17","para":"50-17","html":"
An NFP acquirer that does not adopt the accounting alternative for amortizing goodwill in Subtopic 350-20shall provide a reconciliation of the carrying amount of goodwill at the beginning and end of the reporting period as required by paragraph 350-20-50-1 for each material acquisition or in the aggregate for individually immaterial acquisitions that are material collectively.
Transition date:(P) December 16, 2027; (N) December 16, 2028Transition guidance:
270-10-65-1For interim and annual reporting periods, an NFP acquirer that does not adopt the accounting alternative for amortizing goodwill in Subtopic 350-20shall provide a reconciliation of the carrying amount of goodwill at the beginning and end of the reporting period as required by paragraph 350-20-50-1 for each material acquisition or in the aggregate for individually immaterial acquisitions that are material collectively.
","snippet":"An NFP acquirer that does not adopt the accounting alternative for amortizing goodwill in Subtopic 350-20shall provide a reconciliation of the carrying amount of goodwill at the beginning and end of the reporting period …","pending":true,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0ce32f67b9dc71fe03664c7b38fb3355393231209948c8cb000140fbe7d4d2ec","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2d22db10af8e28315c21b6adddb062ec101e4855242cec0c37978e7692812565","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c5af3e8cfeb384323b2847d44370827503ef2f29b1e829daa68634e153ef7f5d","downloaded_from":"2026-09-10T01:28:06.898Z","last_downloaded_at":"2026-09-10T01:28:06.898Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478662","source_sha256":"a1b890ec674c2f80c6f44adc10b4f5aa1c7c871f18defb059277c568364c66e3"}},{"number":"55","label":"55 Implementation Guidance and Illustrations","anchor":"55-implementation-guidance-and-illustrations","is_sec":false,"groups":[{"block":null,"heading":"Implementation Guidance","paragraphs":[{"citation":"805-958-55-1","para":"55-1","html":"
This implementation guidance addresses the application of the definitions merger of not-for-profit entities and acquisition by a not-for-profit entity in making the determination required by paragraph 958-805-25-1 as to whether a transaction is a merger or an acquisition. Ceding control to a new NFP is the sole definitive criterion for identifying a merger, and one entity obtaining control over the other is the sole definitive criterion for an acquisition. If the participating entities in a combination retain shared control of the new not-for-profit entity (NFP), they have not ceded control. To qualify as a new NFP, the combined entity must have a newly formed governing body; a new NFP often is, but need not be, a new legal entity. The formation of a new NFP is not a pertinent factor in assessing whether one entity has obtained control over another.
","snippet":"This implementation guidance addresses the application of the definitions merger of not-for-profit entities and acquisition by a not-for-profit entity in making the determination required by paragraph 958-805-25-1 as to …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c8dada3a1e8e184b2da33740e506ad630f4cb42049b0268dee9f4b433bfcb936","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-2","para":"55-2","html":"
Other transaction-specific characteristics can help in determining whether a particular combination is a merger, an acquisition, or another form of combination, such as the formation of a joint venture. The other characteristics, discussed in paragraphs
958-805-55-3 through 55-8
, are indicators that often may help in identifying a merger. The participating entities should consider all of those characteristics and any other pertinent factors. Based on the preponderance of the evidence, the parties must make a professional judgment about whether each of the governing bodies has ceded control of those entities to create a new NFP, whether one entity has acquired the other, or whether another form of combination, such as the formation of a joint venture, has occurred.
","snippet":"Other transaction-specific characteristics can help in determining whether a particular combination is a merger, an acquisition, or another form of combination, such as the formation of a joint venture. The other charact…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6ec7ccaccb5ce53f5b539c289e21e592dbb5c79c0ce6320e1a51eff14056e6a2","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-3","para":"55-3","html":"
Determining whether each of the governing bodies of the entities participating in a combination cede control of those entities to a new NFP requires assessing the characteristics of all of the following:
  1. a
    The process leading to the combination
  2. b
    The participants to the combination
  3. c
    The combined entity.
","snippet":"Determining whether each of the governing bodies of the entities participating in a combination cede control of those entities to a new NFP requires assessing the characteristics of all of the following:\n(a) The process …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:65974708bceca9f4a7a7734a248eecf9168fee6176f4ee47077f4792e75f93b4","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-4","para":"55-4","html":"
In a merger, generally no one party dominates or is capable of dominating the negotiations and process leading to the formation of the combined entity. In an acquisition, on the other hand, one party—the acquirer—often dominates that process, and sometimes may in effect dictate the terms of the transaction, including the date the combination occurs.
","snippet":"In a merger, generally no one party dominates or is capable of dominating the negotiations and process leading to the formation of the combined entity. In an acquisition, on the other hand, one party—the acquirer—often d…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8c427f1fad4e446b800bc733c76e081ff6481e828068de1c30cd4d5a0965d6a1","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-5","para":"55-5","html":"
The characteristics of the entities participating in a combination and of the resulting combined entity that can help to distinguish between a merger and an acquisition fit into the following two groups:
  1. a
    Governance and related control powers
  2. b
    Financial capacity.
","snippet":"The characteristics of the entities participating in a combination and of the resulting combined entity that can help to distinguish between a merger and an acquisition fit into the following two groups:\n(a) Governance a…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:401661573850abac6a163139c531cfb968e9b5f51237805ae63439229aceac1e","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-6","para":"55-6","html":"
For example, one entity appointing significantly more of the governing board of the newly formed entity, retaining significantly more of its key senior officers, or retaining its bylaws, operating policies, and practices substantially unchanged is more likely to be a feature of an acquisition than of a merger. Similarly, the relative financial strength and relative size of the participants in the combination may help to determine whether one participant is able to dominate the process leading to the combination. For example, if one entity is financially strong and the other is experiencing financial difficulty, the stronger entity may be able to dominate the transaction, which would indicate that the transaction is an acquisition rather than a merger. Similarly, a participant that is substantially larger than each of the others in terms of revenues, assets, and net assets may be able to dominate the transaction. However, relative size, like relative financial strength and the other indicators discussed, is only one characteristic that may help to distinguish between a merger and an acquisition in particular situations—none of the indicators, by itself, is determinative. As discussed in paragraph 958-805-55-1, ceding of control is the sole definitive criterion for a merger.
","snippet":"For example, one entity appointing significantly more of the governing board of the newly formed entity, retaining significantly more of its key senior officers, or retaining its bylaws, operating policies, and practices…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ade4569625273d56008d0779a312030cccb0e3754c7c2f5175d12a7010ee9bfc","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-7","para":"55-7","html":"
Unlike an acquisition by a not-for-profit entity, a merger generally is accomplished by combining all of the assets and liabilities of the merging entities into a newly formed entity that assumes all of the assets and liabilities of the participating entities without a transfer of cash or other assets to those entities or any of their owners, members, sponsors, or other designated beneficiaries. Also, unlike the formation of a joint venture in which the venturers continue to exist and usually hold a financial interest, the creators of the merged entity cease to exist as autonomous entities and no one holds financial interests in the merged entity. Moreover, the merged entity generally has a perpetual life rather than a life that is limited by the period of the venture or that allows for one or more of the participating entities to opt out of the venture or other arrangement.
","snippet":"Unlike an acquisition by a not-for-profit entity, a merger generally is accomplished by combining all of the assets and liabilities of the merging entities into a newly formed entity that assumes all of the assets and li…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:199aef4290818babb9a96df9224e23041c03fc44732f8125abb5b5dd717e283e","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-8","para":"55-8","html":"
A particular combination of business entities may seem similar in some aspects to a merger of not-for-profit entities. For example, a new entity may be formed to effect a business combination, and no consideration is exchanged in some business combinations. Nevertheless, the guidance in this Subtopic on mergers does not apply in a business combination, and it shall not be applied by analogy.
","snippet":"A particular combination of business entities may seem similar in some aspects to a merger of not-for-profit entities. For example, a new entity may be formed to effect a business combination, and no consideration is exc…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:94a647818b161235a5bb4d7f84ef26152bbfba8db4ba4a8a2a2a2987a91378dc","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4eef99c515f3d8d50b6af1de4709bc9bd645c9262c4a15764efe57e47d62d567","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"block":null,"heading":"Illustrations","paragraphs":[{"citation":"805-958-55-9","para":"55-9","html":"
This Example has two Cases, which share the assumptions in paragraphs
958-805-55-10 through 55-14
. The Cases illustrate the application of paragraph 958-805-25-1, which requires an NFP to determine whether a transaction or other event is a merger or acquisition, and the related implementation guidance in paragraphs
958-805-55-1 through 55-8
. The Cases are:
  1. a
    A combination that is a merger (Case A)
  2. b
    A combination that is neither a merger nor an acquisition (Case B).
","snippet":"This Example has two Cases, which share the assumptions in paragraphs 958-805-55-10 through 55-14. The Cases illustrate the application of paragraph 958-805-25-1, which requires an NFP to determine whether a transaction …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:adf62e5458b6a8b0ac86f8b1aabdadcf65618a2032500150d711523bb8959697","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-10","para":"55-10","html":"
A community foundation that is a major grantor to social service entities in its metropolitan area begins a program to encourage its grantees to consider opportunities to improve their services through collaborative arrangements, including mergers, acquisitions, and joint ventures. In January 20X9, the community foundation convenes a meeting of the chief officers and chairpersons of several charities that provide complementary and, to some extent, overlapping services within its metropolitan area. Following that meeting, representatives of Charity A and Charity B see fruitful opportunities for collaborative efforts based on their geographic proximity and service areas; similar missions, programs, and operating practices; and complementary financial strengths with one having a much larger base of current contributors and unpaid volunteers and the other having a larger endowment and base of investment income. Charity A is 30 to 40 percent larger than Charity B in terms of most individual financial measures, including revenues and the fair value of assets and net assets.
","snippet":"A community foundation that is a major grantor to social service entities in its metropolitan area begins a program to encourage its grantees to consider opportunities to improve their services through collaborative arra…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:683a219327dd5d58a0773433c3ab53b4787d02349580682c88b1bbbaab01de96","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-11","para":"55-11","html":"
In February 20X9, the governing boards of Charity A and Charity B authorize the formation of an exploratory committee to recommend whether the two charities should combine and, if so, to develop a plan for implementing a combination. The committee consists of three members from Charity A and the executive director and one additional member from Charity B, with administrative support from the legal counsel of each entity. Each of the five committee members has one vote, and a recommendation of the committee requires at least four votes of the members. Its recommendation is to be accompanied by the reasons underlying both the recommendation of the committee and any dissenting votes.
","snippet":"In February 20X9, the governing boards of Charity A and Charity B authorize the formation of an exploratory committee to recommend whether the two charities should combine and, if so, to develop a plan for implementing a…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:418f74ea6bea8f60c03204c6ead2d6ab49ba20c3343c6a12c96928d99805b81d","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-12","para":"55-12","html":"
In July 20X9, after completing its discussions, the committee recommends, with the full support of all five of its members, that Charity A and Charity B combine under an agreement with the following key provisions:
  1. a
    A new NFP named Charity AB is to be formed.
  2. b
    The chief executive officer of Charity B will be offered the position of chief executive officer of Charity AB for a term of at least two years.
  3. c
    The initial Board of Charity AB will consist of 15 members. Charity A will appoint 9 of the initial members, preferably from the members of its existing 25-member board and its current chief executive officer. Charity B will appoint 6 of the initial members, preferably from its existing 50-member board.
  4. d
    The charter of Charity AB will provide for a maximum of 25 board members. The committee recommended that a search be undertaken to add 6 new members within a year, with each new member requiring approval by a minimum of 10 of the 15 initial members.
  5. e
    The headquarters of Charity A and its underlying lease (which has eight remaining years) will be retained.
  6. f
    A transition committee consisting of two members each from the current boards of Charity A and Charity B, under the authority of the chief executive officer of Charity AB, will be appointed to perform the following duties:
    1. 1
      Submit a formal plan of merger to each of the governing boards and, if approved, seek approval from the appropriate state authorities.
    2. 2
      Seek opportunities to sublease the headquarters space of Charity B for the remaining two-year lease term or to utilize that space for program activities.
    3. 3
      Interview existing staff and other candidates for senior management positions.
    4. 4
      Make recommendations about each of the following:
      1. i
        Eliminating program and operating redundancies, including severance packages for any terminated staff.
      2. ii
        Improving the current operating policies and practices of Charity A and Charity B.
      3. iii
        Revising employee benefit plans with the objective of adopting unified plans for Charity AB's employees without diminishing the overall benefits being offered to existing employees.
","snippet":"In July 20X9, after completing its discussions, the committee recommends, with the full support of all five of its members, that Charity A and Charity B combine under an agreement with the following key provisions:\n(a) A…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f2707c3a1de337d8ca82901ecdfc1ead3e394077a613053f960ce22aedb34c3a","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-13","para":"55-13","html":"
In discussing revisions of employee benefit plans, the exploratory committee's report notes that the committee interviewed the current chief executive officers of Charity A and Charity B and found both well qualified to serve as the chief executive officer of Charity AB. However, although both chief executive officers are in their early 60s and are eager to assist Charity AB through the initial transition period, the chief executive officer of Charity A had been contemplating retiring within the next year. The committee saw no need to open the chief executive officer search to other candidates.
","snippet":"In discussing revisions of employee benefit plans, the exploratory committee's report notes that the committee interviewed the current chief executive officers of Charity A and Charity B and found both well qualified to …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:395e277a03b8df797aee39c8cd153a87a16af4380fb290587a24cb47849db591","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-14","para":"55-14","html":"
During August 20X9, each of the governing boards of Charity A and Charity B tentatively approves the committee recommendations and appoints its members to the recommended transition committee. The boards also asked their respective nominating committees to make recommendations to each of their boards about the initial members to be appointed to the board of Charity AB. During October, each board approved the plan for their combination, and it was submitted to the state for approval. During November, the plan received the required state approval, and the combination became effective on January 1, 20X0, as proposed.
","snippet":"During August 20X9, each of the governing boards of Charity A and Charity B tentatively approves the committee recommendations and appoints its members to the recommended transition committee. The boards also asked their…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:34d56efc50c3adfcff5ff942a7da6cddd3337266c0cc6f186d4ae3cf80bd8a0a","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-15","para":"55-15","html":"
In this Case, the executive committee recommends (and each of the governing boards of Charity A and B approves) that to minimize costs the corporate charter of Charity A is to be retained as the charter of Charity AB. The assets and liabilities of Charity B are to be transferred to Charity AB and Charity B will cease to exist. On the date the merger becomes effective (as approved by the appropriate state official), the corporate charter will be amended to reflect the new NFP's name and its expanded mission, which is to encompass Charity B's research and advocacy functions as well as the charitable functions of both entities. Thus, in effect, both Charity A and Charity B will cease to exist in their precombination forms.
","snippet":"In this Case, the executive committee recommends (and each of the governing boards of Charity A and B approves) that to minimize costs the corporate charter of Charity A is to be retained as the charter of Charity AB. Th…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:a4d9a69892c52b964d62a1fd738c50c143ff504cf197a6029550268057bef834","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-16","para":"55-16","html":"
Paragraph 958-805-55-4 describes the assessments required when determining whether each of the governing bodies of the participating entities in a combination cedes control of those entities to a new NFP. On the basis of the evidence, both Charity A and Charity B participated in the process leading to the combination. Moreover, the evidence indicates that neither charity was experiencing financial difficulties or other circumstances that might allow the other entity to dominate the negotiations leading to and through the approval of the transaction by both charities. Neither charity appointed significantly more of Charity AB's initial governing board. Although the chief executive officer of Charity B is the only key senior officer for which a retention decision has been made, neither charity dominated the selection process of the governing board and senior management, collectively. Lastly, although the corporate charter and bylaws of Charity A were retained, the stated mission of Charity AB includes the operating objectives of Charity B. In addition, the bylaws and operating policies and practices of Charities A and B were similar. Thus, on the basis of the preponderance of the evidence, it is determined that the combination is a merger—that the governing boards of Charity A and Charity B each ceded control to the new NFP, Charity AB, which has a newly formed governing body.
","snippet":"Paragraph 958-805-55-4 describes the assessments required when determining whether each of the governing bodies of the participating entities in a combination cedes control of those entities to a new NFP. On the basis of…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e10fd68a8e2e44ae258e769d74de4520c02bc44b5de3c71032ceb87a55a125b5","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-17","para":"55-17","html":"
In this Case, Charity AB is established as a new legal entity with its own charter. Charity A and Charity B will each continue to exist with its current governing body but cease to operate its existing programs. Each has the power to veto nominations for future members of Charity AB's governing body for two years. Each will retain $200,000 in operating cash and all of the investment assets of its donor-restricted endowment funds.
","snippet":"In this Case, Charity AB is established as a new legal entity with its own charter. Charity A and Charity B will each continue to exist with its current governing body but cease to operate its existing programs. Each has…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:28515f5a84e456cc3326442ae7c2dd581d487082cc6187fe9eaa4fb18f017790","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-18","para":"55-18","html":"
Charity A and Charity B each have the right to dissolve Charity AB. If the right is exercised, it will result in a reversion of assets, liabilities, and staff. Upon reversion, all staff will be retained by their respective legacy entity. In addition, the assets and liabilities of Charity AB will be transferred to each legacy entity in a distribution ratio equivalent to the fair value of the net assets contributed by each (which was determined to be about 65:35 at the combination date). Two years following the combination date, Charity A and Charity B will dissolve and transfer their remaining assets to Charity AB unless either exercises its right of withdrawal.
","snippet":"Charity A and Charity B each have the right to dissolve Charity AB. If the right is exercised, it will result in a reversion of assets, liabilities, and staff. Upon reversion, all staff will be retained by their respecti…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6c814d283e74d1d6409591cdcc4560dad0f23aef267e3e997c88d87da30ae6cd","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-19","para":"55-19","html":"
In this Case, it appears that Charity A and Charity B may intend to combine after the passage of a two-year period. But neither of their governing boards has ceded control, as defined, and neither entity has obtained control of the other. Therefore, the combination is neither a merger nor an acquisition; rather, on the basis of the preponderance of the evidence, it appears that Charity AB is a joint venture of Charity A and Charity B.
","snippet":"In this Case, it appears that Charity A and Charity B may intend to combine after the passage of a two-year period. But neither of their governing boards has ceded control, as defined, and neither entity has obtained con…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4bd1737ba5d91c023cd9f143b5264af69cddd01babc2a584bc55c263051d7a0a","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-20","para":"55-20","html":"
Charity C provides health and human services to residents of City and two adjoining counties, referred to as Metro Area, a substantial portion of which is provided through its support to grantee agencies in its area. Charity D provides health and human services to residents of County, which adjoins the northern part of Metro Area. The charities share a common mission and operate under the same national brand name; that is, the charities operate as Brand Name of Metro Area and Brand Name of County. Each charity receives contributions from the residents of its service area.
","snippet":"Charity C provides health and human services to residents of City and two adjoining counties, referred to as Metro Area, a substantial portion of which is provided through its support to grantee agencies in its area. Cha…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d809e877010a528288f01e40def12742e12cd67b8eb1cb902e986d18dae65f3f","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-21","para":"55-21","html":"
In 20X1, the regions served by both charities were experiencing sharp economic declines, and contributions to both charities were declining as a result. To create efficiencies, the charities entered into two joint operating agreements. Under the first agreement, they conduct joint annual fundraising campaigns. Under the second, Charity C provides all information technology and marketing services to Charity D for a nominal fee.
","snippet":"In 20X1, the regions served by both charities were experiencing sharp economic declines, and contributions to both charities were declining as a result. To create efficiencies, the charities entered into two joint operat…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f12aa8776c794c95dfd3fe5bd8d84571718084c622d5ec92eae5e1655ed6724a","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-22","para":"55-22","html":"
By January 20X4, Charity D has successfully implemented three innovative program services, but it has not been able to improve its declining contribution revenues. Despite some staff layoffs, it continues to experience significant operating deficits. In March 20X4, the chief executive officers of the two charities encouraged their respective executive committees to explore opportunities to combine and restructure their operations and governance. In July 20X4, the executive committees of both charities formed a joint strategy committee to investigate opportunities to create the best charity for the combined service area and to develop recommendations for accomplishing that objective.
","snippet":"By January 20X4, Charity D has successfully implemented three innovative program services, but it has not been able to improve its declining contribution revenues. Despite some staff layoffs, it continues to experience s…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:01be03c52dc9d54687244e30f7668f5a40aadfd14b39120ecefd31ca1c9c55b0","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-23","para":"55-23","html":"
The strategy committee members include the chief executive officers and 6 directors from each charity and 10 community leaders from the area. It is chaired by the chief executive officer of a major corporation in the area who also is a director of Charity C. In January 20X5, although the strategy committee's work was ongoing, the executive committees of both charities unanimously approved and advanced to the full governing board of each charity the committee's recommendations for the governance model for a new charity to be formed by consolidating and dissolving both of the existing charities and its recommendations for the new charity's name, mission, vision, and business model. That business model is the same as the model Charity D had adopted in 20X2, under which it successfully implemented three new programs. Charity C wanted to leverage the experiences of Charity D.
","snippet":"The strategy committee members include the chief executive officers and 6 directors from each charity and 10 community leaders from the area. It is chaired by the chief executive officer of a major corporation in the are…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8aa6e352842c2a436f286755380901569ad1fb957db80f5319db04224f3ea838","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-24","para":"55-24","html":"
On November 1, 20X5, the governing boards of both charities approved the strategy committee's plan of consolidation. The chief executive officers of both charities executed a joint memorandum of understanding, which includes the following statements:
  1. a
    The charities will create a new NFP named Charity E upon completing the due diligence process and obtaining approvals of the state authorities and Internal Revenue Service (IRS) qualification as a tax exempt public charity, which will be concluded no later than December 31, 20X5. Charity E incorporates Charity C's name into its own.
  2. b
    The bylaws of Charity E will establish a board of directors of up to 30 members.
  3. c
    The board of directors of Charity C will nominate 15 of the initial members of the board of Charity E. (All 15 nominees selected were current members of the board of directors of which 13 were also members of the executive committee.) The board of directors of Charity D will nominate five of the initial members.
  4. d
    Charity E will have four local community committees representing four geographic areas, one of which is County. Each committee will provide advice to the board of directors for local decision-making consistent with Charity E's mission and vision. At each election after the installation of the initial board, each local community committee may nominate up to four candidates for a one-year renewable term on the board of Charity E. The board will select a minimum of two members from each local community committee, for a total of eight additional members.
  5. e
    Amendments to the articles of incorporation or bylaws, significant transactions (a merger, reorganization, termination, or sale of substantially all assets), and reductions in the authority and responsibilities of local community committees will require an affirmative vote of at least 60 percent of the board of directors.
  6. f
    Each charity's board of directors will appoint five members to a joint transition committee, with the charge of and authority to implement the plan of consolidation.
  7. g
    Until the consolidation is complete, each charity's board of directors agrees to do the following:
    1. 1
      Use reasonable efforts to conduct their activities consistent with their current mission allowing for changes consistent with moving to the business model, mission, and vision of Charity E.
    2. 2
      Preserve their tax-exempt status and relationships with contributors and grantee agencies.
    3. 3
      Not materially amend or modify their articles of incorporation or bylaws.
  8. h
    During the first three years after the combination, Charity E will do the following:
    1. 1
      Use the business model (direct-services based) to increase its capacity for making sustained change to address key social needs.
    2. 2
      Fund and maintain no less than four geographic sites, with one in County, to allow for community involvement in campaign, community impact programs, marketing, and public policy.
    3. 3
      Fund and maintain the financial and program commitments of both of the consolidating charities to their respective grantee agencies, subject to available funding.
    4. 4
      Strive to expand Brand Name program of Charity D and its strategies throughout Charity E's service area. Given the success of that program, its current staff will be given full opportunity and consideration to lead the Brand Name program for Charity E.
    5. 5
      Not reduce significantly the current staff of the charities. It is understood that reassignments or realignments are probable. Any reductions of the staff of Charity D will be made in consultation with its former chief executive officer, who will become the vice president for program services and strategic development of Charity E.
  9. i
    The obligations of Charity D, which are outlined in the memorandum of understanding, are subject to approval by its board of directors. The obligations of Charity C, which also are outlined in the memorandum of understanding, are subject to approval by its executive committee.
","snippet":"On November 1, 20X5, the governing boards of both charities approved the strategy committee's plan of consolidation. The chief executive officers of both charities executed a joint memorandum of understanding, which incl…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b343c7a8bd49a04e30451e01c7ebf309f41b876df9c8a18b0071b4ea2c10180b","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-25","para":"55-25","html":"
The following table summarizes certain facts for each of the combining charities and the initial staffing of the combined Charity E.
","snippet":"The following table summarizes certain facts for each of the combining charities and the initial staffing of the combined Charity E.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0499a981564173819457c6921c99baa5cdc269a8c9d319e52d4b418cca27d387","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-26","para":"55-26","html":"
Some factors in this Example might suggest that the combination is a merger. For example, the evidence indicates that each charity participated in the process leading to the combination. That is, their governing boards both approved the formation of the strategy committee, both were represented on that committee, and both had the opportunity to accept or reject the recommendations of the committee. In addition, the legal dissolution of both charities to form Charity E resulted in a new NFP with a newly formed governing body, to which the governing boards of both charities ceded control of their operations and net assets, at least in legal form.
","snippet":"Some factors in this Example might suggest that the combination is a merger. For example, the evidence indicates that each charity participated in the process leading to the combination. That is, their governing boards b…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:820a50076ad5c3e75e1d2bcae470f537dc53ea4d2bf40a9b80d61ba9fff929b3","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-27","para":"55-27","html":"
However, other factors indicate that one charity acquired the other, that is, that the governing board of the financially stronger and larger Charity C dominated the terms of the combination and did not, in substance, cede control of its operations and net assets to the governing board of Charity E. Those factors include the following:
  1. a
    Charity C's dominance in the selection of 15 of the 20 members of the initial board of directors of Charity E. It also seems that the governing power center of Charity C—its executive committee—continues to control because 13 of its members continued as members of the initial 20-member board of Charity E and, together with the other 2 board members from that charity, would have a strong (if not dominating) voice in selecting at least 6 of the minimum of 8 members yet to be selected from the nominees of the 4 local community committees.
  2. b
    Charity C's dominance in the selection of the key senior officers. The table in paragraph 958-805-55-25 indicates that early on it was decided that the chief executive officer of Charity C would be retained as chief executive officer and president of Charity E, that the chief executive officer of Charity D of County would become one of Charity E's vice presidents, and that there was no need to open the chief executive officer search process to external parties.
  3. c
    Charity C's dominance in terms of financial capability and viability. Charity D has been experiencing financial difficulties and since 20X1 has been somewhat dependent on Charity C to provide back-office and information technology support for a below-cost fee.
","snippet":"However, other factors indicate that one charity acquired the other, that is, that the governing board of the financially stronger and larger Charity C dominated the terms of the combination and did not, in substance, ce…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3396fd90958638e663d1711740ef2dc775ce620b27a1970c0973ebfa4df85530","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-28","para":"55-28","html":"
In addition, it appears that Charity C wanted to preserve and obtain certain aspects of Charity D's operations and resources, including the following:
  1. a
    Charity D's expertise in implementing new programs developed and promoted by the national entity
  2. b
    Charity D's existing donor relationships
  3. c
    Charity D's residual net assets.
","snippet":"In addition, it appears that Charity C wanted to preserve and obtain certain aspects of Charity D's operations and resources, including the following:\n(a) Charity D's expertise in implementing new programs developed and …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6d9f9c5175df1081dc786c31e8156a04ea926685f279c4c48e391f2f67fa7e1d","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-29","para":"55-29","html":"
Charity C also apparently wanted to restructure its governance to have a much smaller governing board of 20 to 30 high-impact community leaders (like the members of its existing executive committee). Charity C's wishes concerning aspects of Charity D's operations and resources and restructuring its governance do not relate directly to the indicators that help to distinguish a merger from an acquisition. But those additional factors are part of what is considered in making a judgment on the basis of the preponderance of the evidence, as this Subtopic requires.
","snippet":"Charity C also apparently wanted to restructure its governance to have a much smaller governing board of 20 to 30 high-impact community leaders (like the members of its existing executive committee). Charity C's wishes c…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d97bd996d40920b880b4cf6bf8c0de5b5179fcd7323857640379dc5630f1f138","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-30","para":"55-30","html":"
On the basis of the preponderance of the evidence, it is determined that Charity C acquired Charity D. The acquisition was achieved by, in effect, a gift of Charity D to Charity C. Although each charity legally dissolved, the substance of the combination is much the same as if Charity C first restructured its board of directors along the lines desired and then absorbed Charity D and added five of its nominees to the restructured board.
","snippet":"On the basis of the preponderance of the evidence, it is determined that Charity C acquired Charity D. The acquisition was achieved by, in effect, a gift of Charity D to Charity C. Although each charity legally dissolved…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:18a6d51181e70b7a4a92856865dbc6b6410b117e7d36dce60722afe4000d2aa6","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-31","para":"55-31","html":"
Despite the process and legal form used, the economic substance of the transaction is judged to be one in which the central governing power residing in the executive committee of Charity C was not surrendered; that is, the governing body of Charity C did not cede control of the entity to the governing body of Charity E. The transaction is an acquisition in which the economic substance and existence of Charity C (the acquirer) continues, although with a different name and expanded operations.
","snippet":"Despite the process and legal form used, the economic substance of the transaction is judged to be one in which the central governing power residing in the executive committee of Charity C was not surrendered; that is, t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c803312cd19e8f47e2b21214fdb11e29dc74d94a234b18e7b96ca64906fd3d8a","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:22425fa259a2dcd4ca10a6707ffe5ad34b096ad40040166ffb4295e090cb373a","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"block":"Merger of Not-for-Profit Entities","heading":"Illustrations","paragraphs":[{"citation":"805-958-55-32","para":"55-32","html":"
This Example illustrates some of the disclosures required for a merger of not-for-profit entities in paragraphs
958-805-50-1 through 50-6
. The Example assumes that three not-for-profit entities (NFPs) merge to create a new NFP. NFP F, NFP G, and NFP H merge to create NFP I, which is a public entity.
","snippet":"This Example illustrates some of the disclosures required for a merger of not-for-profit entities in paragraphs 958-805-50-1 through 50-6. The Example assumes that three not-for-profit entities (NFPs) merge to create a n…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c21b53caba38f72e55ebb04ad8311b5ffa016a4534ab09b35edeedbf4a61adbd","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-33","para":"55-33","html":"
Although this Example presents the illustrative notes separately, NFP I might present the disclosures illustrated in a single note. The required supplemental information is presented in a separate schedule outside the notes. This Example illustrates the following disclosures:
  1. a
    Description of the merger
  2. b
    Significant asset not required to be recognized
  3. c
    Conforming accounting policies
  4. d
    Major classes of assets, liabilities, and net assets
  5. e
    Required supplemental information.
","snippet":"Although this Example presents the illustrative notes separately, NFP I might present the disclosures illustrated in a single note. The required supplemental information is presented in a separate schedule outside the no…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:0a7e028b949cdadfe8cca273b1c2360bdc6ae386264856375bcf71e76bbd9bc1","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-34","para":"55-34","html":"
The following note illustrates the disclosures required by paragraphs 958-805-50-2(a) through (c).
","snippet":"The following note illustrates the disclosures required by paragraphs 958-805-50-2(a) through (c).\nNFP I was formed on June 15, 20X1, as the result of a merger of three local not-for-profit entities—NFP F, NFP G, and NFP…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:be1b7e94b5c0f3e9f8018e64888ce9f083427b063d298c8c89a33d193623ebc5","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-35","para":"55-35","html":"
The following note illustrates the disclosures required by paragraph 958-805-50-2(d)(2).
","snippet":"The following note illustrates the disclosures required by paragraph 958-805-50-2(d)(2).\nAt June 15, 20X1, NFP F had a conditional promise receivable of $1.4 million from a donor to be used to construct a new after-schoo…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:dd4b03ff9b33702d3b667376029eeef1a08d99d778199204856028c8b343cd07","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-36","para":"55-36","html":"
The following note illustrates the disclosure required by paragraph 958-805-50-2(e).
","snippet":"The following note illustrates the disclosure required by paragraph 958-805-50-2(e).\nNFP G and NFP H have a policy to report donor-restricted contributions whose restrictions are met in the same reporting period as suppo…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1fff47e77fc71a63eee7fcddaef8186f13a00705b385b96dd2cb9fd75acb0e55","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-37","para":"55-37","html":"
The following note illustrates the disclosures required by paragraph 958-805-50-2(d).
","snippet":"The following note illustrates the disclosures required by paragraph 958-805-50-2(d).","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b25b3f79bafed56ca994e3d3715ce7751877962610ebfaac187ed09b26da670f","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-38","para":"55-38","html":"
The following supplemental information is required by paragraph 958-805-50-3. If NFP I presents comparative financial information in the annual reporting period following the year in which the merger occurs, the supplemental pro forma information would be presented in the financial report of that year as well.
","snippet":"The following supplemental information is required by paragraph 958-805-50-3. If NFP I presents comparative financial information in the annual reporting period following the year in which the merger occurs, the suppleme…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b6afa5dab2c6798e128cf881d0cc2bb6fadf08f11380da6c8d8b15928d5588c3","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:20e508ac4092504487096113792622516e69faabccdab338c6740d1689a1f86c","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":"Implementation Guidance","paragraphs":[{"citation":"805-958-55-39","para":"55-39","html":"
This Subsection provides implementation guidance, which is incremental to the guidance in Sections 805-10-55 and 805-20-55, on all of the following:
  1. a
    Definition of a business and a nonprofit activity
  2. b
    Identifying the acquirer
  3. c
    Intangible assets that are identifiable
  4. d
    Transactions between entities under common control.
","snippet":"This Subsection provides implementation guidance, which is incremental to the guidance in Sections 805-10-55 and 805-20-55, on all of the following:\n(a) Definition of a business and a nonprofit activity\n(b) Identifying t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bf66cd663b136a59b85ea3853091db0e58eb0890760fe7ec42c702149dc6f1b7","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-40","para":"55-40","html":"
Paragraph 805-10-15-4 uses the term business to differentiate an acquisition of an integrated set of activities and assets that is within the scope of Topic 805 from an acquisition of a group of assets that is outside its scope. This Subtopic uses that same definition. In addition to the term business, this Subtopic also uses the term nonprofit activity to differentiate an acquisition of an integrated set of activities and assets that is within its scope from an acquisition of a group of assets that is outside its scope. It builds on the definition of a business in defining a nonprofit activity; each is defined as an integrated set of activities and assets that is capable of being conducted and managed for the purpose of providing benefits. The nature of the benefits provided distinguishes a business from a nonprofit activity. Thus, in applying the guidance in paragraphs
805-10-55-3A through 55-9
, references to a business or businesses also refer to a not-for-profit activity or not-for-profit activities, and references to the three elements of input, process, and output also include outputs that provide or have the ability to provide goods or services to beneficiaries, customers, or members that fulfill the purpose or mission for which a not-for-profit entity (NFP) exists.
","snippet":"Paragraph 805-10-15-4 uses the term business to differentiate an acquisition of an integrated set of activities and assets that is within the scope of Topic 805 from an acquisition of a group of assets that is outside it…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b6a147b2fe6e10ec63a3d4a7d8244574a023577b5376a301ef978d1a996bbd21","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-41","para":"55-41","html":"
Furthermore, because an integrated set of activities that is in the development stage might not have outputs, an acquirer should consider, in addition to the factors in paragraph 805-10-55-5D, whether the set will be able to obtain access to beneficiaries or members that will purchase or otherwise receive the outputs that fulfill the purpose or mission for which an NFP exists.
","snippet":"Furthermore, because an integrated set of activities that is in the development stage might not have outputs, an acquirer should consider, in addition to the factors in paragraph 805-10-55-5D, whether the set will be abl…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d5cffa2111edf1849755137726f1f195c5fc10e6256da5edff0d4ff26d348298","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-42","para":"55-42","html":"
Paragraph 958-805-25-15 provides guidance used by the combining entities to determine the acquirer. If applying the guidance in that paragraph does not clearly indicate which of the combining entities is the acquirer, paragraph 958-805-25-16 requires that the combining entities consider the factors in paragraphs
805-10-55-10 through 55-15
and in paragraphs
958-805-55-43 through 55-46
.
","snippet":"Paragraph 958-805-25-15 provides guidance used by the combining entities to determine the acquirer. If applying the guidance in that paragraph does not clearly indicate which of the combining entities is the acquirer, pa…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:14d9b7a14caa049a7cd5b3f7d54a0740d1a85a63c0da06ba8427bae67af8e53f","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-43","para":"55-43","html":"
If one of the combining entities can select or dominate the process of selecting the management team of the resulting organization, that entity is likely to be the acquirer.
","snippet":"If one of the combining entities can select or dominate the process of selecting the management team of the resulting organization, that entity is likely to be the acquirer.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d8c16fa5842a4bfde8d3c97f4164c2dc75e53111fef849201666051103300cbc","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-44","para":"55-44","html":"
The acquirer usually is the entity whose governing body has the ability to select or dominate the process of selecting the governing body of the combined entity, which may be a newly created entity, although whether a new entity is created is not a pertinent factor in identifying an acquisition (see paragraph 958-805-55-1). That ability may be demonstrated by an entity's powers to elect or appoint members to the combined entity's governing body or an entity's powers to dominate the process of selecting a voting majority. In determining whether one of the entities has the power to dominate the selection process, consideration shall be given to the existence of rights to elect or appoint members to the governing body that are provided by the entity's articles of incorporation, by its bylaws, or by provisions in the acquisition agreement. Consideration also shall be given to the ability of one entity to dominate the selection process through other means.
","snippet":"The acquirer usually is the entity whose governing body has the ability to select or dominate the process of selecting the governing body of the combined entity, which may be a newly created entity, although whether a ne…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fe9d32c794229a8d344ff61ae1bd2e559922ef811d1f28b6dd2842c6cdd172af","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-45","para":"55-45","html":"
The combined entity often retains the mission and the legal name of the acquirer.
","snippet":"The combined entity often retains the mission and the legal name of the acquirer.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e0e04f2bb550ac15745de23ae52ebd0f6c5f8c071aa64bfd9d4ce8366a21ba83","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-46","para":"55-46","html":"
The following factors should be considered in assessing which entity is able to select or to dominate the process of selecting the governing body:
  1. a
    If the combined entity's articles of incorporation or bylaws state that the members of the governing body are appointed, whether one of the entities has the right to appoint a voting majority of the governing body.
  2. b
    Both of the following factors, if the combined entity's governing body is self-perpetuating:
    1. 1
      Whether one of the entities has the right to select a voting majority of the initial governing body of the entity as part of the acquisition agreement
    2. 2
      Whether one of the entities has the ability to dominate the selection of a voting majority of the initial governing body of the entity through means other than negotiated selection rights, such as through disproportionate representation on the committee that selects nominees for that body.
  3. c
    If the initial governing body of the combined entity is selected by the governing members of the combining entities, whether one entity's members have the majority of the voting rights.
  4. d
    Any other rights to appoint or designate members of the combined entity's governing body either as of the acquisition date or in the near future (such as upon the expiration of the terms of some or all of the initial members).
  5. e
    If positions on the combined entity's governing body are designated positions, the effect of those designated positions on the ability of an entity to appoint a voting majority of the resulting entity's governing body.
  6. f
    The powers of any sponsoring entities or members of an NFP and the composition of those sponsors and members. If sponsors and corporate members have limited powers, the effect of those limited powers on the ability of one of the entities to control the combined entity.
  7. g
    If the combined entity's governing body delegates powers to committees, the nature of those delegated powers and the composition of the committees.
  8. h
    The effect of voting requirements (such as supermajority voting requirements) on the ability of one entity to appoint or dominate the selection of a supermajority of the governing body of the combined entity.
","snippet":"The following factors should be considered in assessing which entity is able to select or to dominate the process of selecting the governing body:\n(a) If the combined entity's articles of incorporation or bylaws state th…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:b0aafeda6c9a1dc71341283615bb2e93aea486a5d0a94127ffb9108f2c1c45fa","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-47","para":"55-47","html":"
In addition to the examples of intangible assets provided in paragraphs
805-20-55-11 through 55-45
, a donor list is an example of an identifiable asset.
","snippet":"In addition to the examples of intangible assets provided in paragraphs 805-20-55-11 through 55-45, a donor list is an example of an identifiable asset.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:59e2ad88d44f280b4da9d180954c819a57f02fe967730940e949c924499e761e","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-48","para":"55-48","html":"
A donor list is different from a customer list (see paragraph 805-20-55-21), although a donor list consists of similar information about donors, such as their names and contact information. A donor list also may be in the form of a database that includes other information about the donors, such as their donation histories and demographic information. A donor list may but does not always arise from contractual or other legal rights. However, donor lists are frequently leased or exchanged. Therefore, a donor list acquired in an acquisition by a not-for-profit entity normally meets the separability criterion (see paragraph 805-20-55-4). However, a donor list would not meet the separability criterion if the terms of confidentiality or other agreements prohibit an entity from selling, leasing, or otherwise exchanging information about its donors.
","snippet":"A donor list is different from a customer list (see paragraph 805-20-55-21), although a donor list consists of similar information about donors, such as their names and contact information. A donor list also may be in th…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f8187280ca95d78234dd84326bce2aaeef5fb7eaaa99b38b4755beb619eff56d","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:bf3a0b6b36c8577434924063d480ee27b70536555a762bbfeca92a4d82f8d9ad","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"block":"Acquisition by a Not-for-Profit Entity","heading":"Illustrations","paragraphs":[{"citation":"805-958-55-49","para":"55-49","html":"
This Example illustrates application of the guidance in paragraphs
958-805-25-23 through 25-24
. Museum B, which has a policy of not capitalizing its collection, acquires Museum A without transferring consideration. As part of the transaction, Museum B acquires 500 paintings owned by Museum A. Museum B adds 450 of Museum A's paintings to its collection. The remaining 50 paintings acquired from Museum A are not suitable for Museum B's collection. They are not subject to donor restrictions, and Museum B expects to sell them. The fair values of Museum A's assets and liabilities other than collection items (the 450 paintings) at the acquisition date follows.
","snippet":"This Example illustrates application of the guidance in paragraphs 958-805-25-23 through 25-24. Museum B, which has a policy of not capitalizing its collection, acquires Museum A without transferring consideration. As pa…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:24ffc9b3f2c55dae71d7c2470a819c510657bb2386793a27769c4db1d6fa9deb","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-50","para":"55-50","html":"
An NFP acquirer needs to determine whether acquired collection items were purchased or contributed and, if purchased, the cost to attribute to them. Because Museum B transferred no consideration, it would recognize a separate credit to its statement of activities (contribution received) of $1,500 in accordance with paragraph 958-805-25-31. No measurement of the collection items (the 450 paintings) would be required because it is evident that those items were contributed as part of the acquisition. It is evident that the items were contributed because the fair value of the identifiable assets (excluding the collection items) exceeds the fair value of the liabilities assumed and no consideration was transferred for the acquiree. Any value that might be ascribed to the newly acquired collection items would increase the amount of the contribution received by Museum B in the acquisition. Consistent with paragraph 958-605-25-19, contributed collection items shall not be recognized as a contribution received if collections are not capitalized.
","snippet":"An NFP acquirer needs to determine whether acquired collection items were purchased or contributed and, if purchased, the cost to attribute to them. Because Museum B transferred no consideration, it would recognize a sep…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:15ee0f9558c3e3aa7a92bf03287278767818cd532758cbc4b481bc090875f71c","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-51","para":"55-51","html":"
This Example illustrates application of the guidance in paragraphs
958-805-25-23 through 25-24
. Museum D, which has a policy of not capitalizing its collection, acquires Museum C. To effect the acquisition, Museum D agrees to transfer cash consideration of $1,600 to a foundation designated by Museum C. As part of the acquisition, Museum D acquires 800 paintings owned by Museum C. Museum D adds all of Museum C's paintings to its collection. The fair values of Museum C's assets and liabilities other than collection items at the acquisition date follow.
","snippet":"This Example illustrates application of the guidance in paragraphs 958-805-25-23 through 25-24. Museum D, which has a policy of not capitalizing its collection, acquires Museum C. To effect the acquisition, Museum D agre…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1323813a89b2da6f761cd9c89694e470d8f79dd3cd382ea43a1582fe9b5846cd","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-52","para":"55-52","html":"
It is unclear whether the collection items were contributed or purchased because the fair value of the consideration transferred is $1,600, which exceeds the aggregate of the identifiable net assets acquired (excluding the collection items) of $700. The excess $900 paid could be attributable entirely to either the collection items or goodwill, or part could be attributed to the cost of the collection items and part to goodwill.
","snippet":"It is unclear whether the collection items were contributed or purchased because the fair value of the consideration transferred is $1,600, which exceeds the aggregate of the identifiable net assets acquired (excluding t…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:286d00bbd0c6b098d7cdc343eb919095d38d9ba5e613e83bdcab142f88c5b1bd","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-53","para":"55-53","html":"
In this circumstance, if Museum D determines that the acquisition-date fair values of the collection items are far greater than $900, it would presume that $900 of the excess relates to the cost of the purchased collection items and that the remainder of the excess relates to contributed collection items. Consistent with how purchased collections are reported in paragraph 958-360-45-5, that $900 cost would be reported as a decrease in the appropriate class of net assets in the statement of activities in the period of the acquisition. No goodwill or contribution revenue would be recognized.
","snippet":"In this circumstance, if Museum D determines that the acquisition-date fair values of the collection items are far greater than $900, it would presume that $900 of the excess relates to the cost of the purchased collecti…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d6dfc7f4adb37de111f2c4c64fc935de528b1ceceea4a86f25406df32fa4ae0b","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-54","para":"55-54","html":"
If Museum D instead determines that the acquisition-date fair values of the collection items are less than $900, for example, $300, it could not presume that the entire $900 excess relates to the collection. Rather, Museum D would attribute that lesser amount to the cost of the purchased collection items and attribute the remaining portion of the excess ($600) to goodwill in accordance with paragraph 958-805-25-28. (The acquiree, Museum C, as part of the combined entity, is expected to obtain so much of its support from sources other than contributions and returns on investments that it does not qualify to immediately charge to the statement of activities the amount that otherwise is recognized as goodwill.)
","snippet":"If Museum D instead determines that the acquisition-date fair values of the collection items are less than $900, for example, $300, it could not presume that the entire $900 excess relates to the collection. Rather, Muse…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:30f0993ffb48037a9f678ea3880c5fe7dee8bf8bbbc98890f8565ada51edd545","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-55","para":"55-55","html":"
This Example illustrates application of the guidance in paragraphs
958-805-25-32 through 25-35
. Hospital, an independent, not-for-profit community hospital, agreed to be acquired by System, a nearby not-for-profit health care system. Hospital was in the midst of a major capital project at the acquisition date. To ensure completion of that capital project, Hospital's board of directors required that System transfer $20 million to Foundation, a newly formed, unrelated foundation that is governed by a self-perpetuating board of directors. Foundation's initial board of directors is composed of the former board of directors of Hospital. The acquisition agreement requires that the $20 million be used to complete the project, if necessary, and that any assets remaining in Foundation on completion of the capital project be used solely for future capital projects at Hospital.
","snippet":"This Example illustrates application of the guidance in paragraphs 958-805-25-32 through 25-35. Hospital, an independent, not-for-profit community hospital, agreed to be acquired by System, a nearby not-for-profit health…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d766768f231d05db18517afc6a2de39528d83879be128a690329af54b198c533","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-56","para":"55-56","html":"
In this Example, the acquirer has transferred assets to an unrelated third party as a required condition of the acquisition. However, because those assets may be used only for future capital additions at Hospital, System has retained control over the future economic benefits of those assets. A transferor that retains control over the economic benefits in the transferred assets has not transferred assets in exchange for the acquiree. Rather, that transferor has exchanged one asset for another. An asset transfer of that type shall be accounted for as an asset-for-asset exchange rather than as consideration transferred.
","snippet":"In this Example, the acquirer has transferred assets to an unrelated third party as a required condition of the acquisition. However, because those assets may be used only for future capital additions at Hospital, System…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4a1e4888b0f3ad16f510d289fb143431c5109b3378824322e82059c02fc550c8","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-57","para":"55-57","html":"
This Example illustrates application of the guidance in paragraph 958-805-25-35. To induce the acquisition of NFP E, a financially weak not-for-profit entity (NFP), by NFP F, a financially strong NFP, as a condition of NFP F's acquisition of NFP E, a third-party donor agrees to provide a cash contribution to support NFP E's mission. That assistance is transferred to NFP F (the consolidated entity) upon the closing of the acquisition agreement. The donor, as part of its mission and purpose, has an interest in supporting certain NFPs. From the perspective of the donor, the assistance provided to induce NFP F to acquire NFP E is in the furtherance of its mission.
","snippet":"This Example illustrates application of the guidance in paragraph 958-805-25-35. To induce the acquisition of NFP E, a financially weak not-for-profit entity (NFP), by NFP F, a financially strong NFP, as a condition of N…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4ef69e2e670b65963d0b68059c5ccfee2f403609dc072ed2f9fe3c1d09b69a54","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-58","para":"55-58","html":"
In this Example, the transaction was arranged primarily to achieve economic benefits favorable to the acquiree. Thus, that assistance would be an asset acquired at the acquisition date that is recognized as part of accounting for the acquisition. The cash assistance also is included in the acquisition accounting even though it is transferred to the resulting combined entity. The situation is accounted for the same as if the third-party donor had contributed the cash to NFP E before NFP F's acquisition of NFP E.
","snippet":"In this Example, the transaction was arranged primarily to achieve economic benefits favorable to the acquiree. Thus, that assistance would be an asset acquired at the acquisition date that is recognized as part of accou…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:d5041350e93e55d12d9f64afdf46b944b5902e49c0e251b06fcaf1ef1b294b13","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-59","para":"55-59","html":"
This Example illustrates one way in which a not-for-profit entity (NFP) might implement the requirements of paragraphs 958-805-25-29 and 958-805-45-4. On February 10, 20X0, NFP G, a religious not-for-profit entity, purchases 100 percent of the ownership interests in Restaurant H for consideration of $525,000. On the acquisition date, the amount of the net identifiable assets of Restaurant H recognized and measured in accordance with this Subtopic was $410,000. NFP G acquired Restaurant H for the purpose of converting it to a soup kitchen.
","snippet":"This Example illustrates one way in which a not-for-profit entity (NFP) might implement the requirements of paragraphs 958-805-25-29 and 958-805-45-4. On February 10, 20X0, NFP G, a religious not-for-profit entity, purch…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:717637e5ffa9b9e5c38e4ca25a2a0a903400c2ae70b7bc096511188ee45742b9","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-60","para":"55-60","html":"
Management of NFP G expects the soup kitchen resulting from the conversion of Restaurant H to be predominantly supported by contributions and returns on investments. Specifically, the operating costs of the soup kitchen are expected to be funded by NFP G's existing contribution base. The following table illustrates how NFP G might satisfy the requirements of paragraph 958-805-45-4 for presenting the separate charge to the statement of activities at the acquisition date.
","snippet":"Management of NFP G expects the soup kitchen resulting from the conversion of Restaurant H to be predominantly supported by contributions and returns on investments. Specifically, the operating costs of the soup kitchen …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:9ef2e9bcaa9df68fe74d570cdcfb1e4a02934389e87c532010665f0235919bbd","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-61","para":"55-61","html":"
NFP G might satisfy the requirements of paragraphs 805-10-50-2(a) through (d) and paragraph 958-805-50-11(a) as shown in the illustrative note below.
","snippet":"NFP G might satisfy the requirements of paragraphs 805-10-50-2(a) through (d) and paragraph 958-805-50-11(a) as shown in the illustrative note below.\nNote X: Acquisition of Restaurant H\nOn February 10, 20X0, NFP G acquir…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:293a3f97b0a2f13df45712916878684ae9041dcca7e52cea74ae29b050b734e1","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-62","para":"55-62","html":"
This Example illustrates application of the guidance in paragraphs 958-805-25-31,
958-805-30-8 through 30-9
, and
958-805-45-5 through 45-7
. The Example has the following Cases:
  1. a
    The inherent contribution is not subject to additional restrictions (Case A)
  2. b
    The inherent contribution is subject to additional restrictions (Case B).
","snippet":"This Example illustrates application of the guidance in paragraphs 958-805-25-31, 958-805-30-8 through 30-9, and 958-805-45-5 through 45-7. The Example has the following Cases:\n(a) The inherent contribution is not subjec…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:96b914d3de6e5a77bec53a9a180c0fd45e8d92a6e89f6c737f4f4f37b59ec280","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-63","para":"55-63","html":"
Cases A and B share the following assumptions.
","snippet":"Cases A and B share the following assumptions.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:3cad41220d7488cc9dd1387e43ed9e5efc8df5f30561c9cda86e952d4d5c7f7c","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-64","para":"55-64","html":"
Charity I acquires Charity J. Charity I transfers no consideration in exchange for Charity J. The acquisition was achieved by, in effect, a gift of Charity J to Charity I. The fair values of Charity J's assets and liabilities, including donor-imposed restrictions, at the acquisition date follow.
","snippet":"Charity I acquires Charity J. Charity I transfers no consideration in exchange for Charity J. The acquisition was achieved by, in effect, a gift of Charity J to Charity I. The fair values of Charity J's assets and liabil…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:f61e9031ed0fad6dc1f0a35038d1ae8eed4a8650dd10e332f64d8ef08b03dfb2","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-65","para":"55-65","html":"
Charity I recognizes a $1,000 contribution received in the acquisition (the excess of the acquisition date values of the identifiable assets acquired over the acquisition date values of the liabilities assumed). Charity I classifies the inherent contribution received according to the type of donor-imposed restrictions, including any imposed by the donor of the business or nonprofit activity acquired.
","snippet":"Charity I recognizes a $1,000 contribution received in the acquisition (the excess of the acquisition date values of the identifiable assets acquired over the acquisition date values of the liabilities assumed). Charity …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4c78592fff41b9d05cd045610dfee8e7cc8e41cd06c1728e381d339faba38daf","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-66","para":"55-66","html":"
Based on donor restrictions on Charity J's net assets at the acquisition date, net assets with a fair value of $450 were classified as with donor restrictions. In this Example, Charity J is, in effect, the donor of the acquired nonprofit activity, and it imposes no additional donor restrictions. To recognize the fiduciary responsibilities to the donors of Charity J that are assumed when Charity J's assets and liabilities are acquired, Charity I would classify changes to its net assets as follows.
","snippet":"Based on donor restrictions on Charity J's net assets at the acquisition date, net assets with a fair value of $450 were classified as with donor restrictions. In this Example, Charity J is, in effect, the donor of the a…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:02f9509bfe43e293a847dd9851412914d06c713368c22bfa723b60a4bc499dcd","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-67","para":"55-67","html":"
Charity J is a subsidiary of Parent before the acquisition by Charity I. As a condition of the acquisition, Parent's governing board requires that Charity I use $175 of net assets without donor restrictions for future capital improvements to the facility acquired. The requirement is irrevocable and is not self-imposed. To recognize the fiduciary responsibilities to the donors of Charity J that are assumed when Charity J's assets and liabilities are acquired, Charity I would classify changes to its net assets as follows.
","snippet":"Charity J is a subsidiary of Parent before the acquisition by Charity I. As a condition of the acquisition, Parent's governing board requires that Charity I use $175 of net assets without donor restrictions for future ca…","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:cb1a2d8cd422127ed2b0d383ecd612f8acbb10d8dfd8947fa6906c97f0b70bb8","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-68","para":"55-68","html":"
This Example illustrates application of the guidance in paragraphs 958-805-45-11 and 958-805-50-15. Entity X, an NFP, acquires Entity S from Entity S's parent. As part of the acquisition, Entity S's parent requires that Entity X transfer consideration of $300 to a third-party community foundation. The fair values of Entity S's assets and liabilities at the acquisition date are as follows.
","snippet":"This Example illustrates application of the guidance in paragraphs 958-805-45-11 and 958-805-50-15. Entity X, an NFP, acquires Entity S from Entity S's parent. As part of the acquisition, Entity S's parent requires that …","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:6b520f0d7e3045bc983d6b6762e1c569239753660c1ec2b3326fe66882b4b91c","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-69","para":"55-69","html":"
Entity X reports the acquisition as a single line in the investing activities section of the statement of cash flows, as follows:
","snippet":"Entity X reports the acquisition as a single line in the investing activities section of the statement of cash flows, as follows:","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:fef51583532a11ddd7b9a18db3c1127736fc98c10daf8e44944ffafd5dfa0bd3","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"citation":"805-958-55-70","para":"55-70","html":"
Entity X discloses the following additional information in a supplemental schedule of investing and financing activities:
","snippet":"Entity X discloses the following additional information in a supplemental schedule of investing and financing activities:","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:2a71ad0a0261a5fe2c7fffcfebf20db8fc58a313d47ecb268405cced632597ab","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:1f09172f882d74e8503a87735170e3b1171169a6b67734151eaed2a0d2d55c83","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:88d4afa5cabd0a8b5b9a3518d406a2e2989dc682f1e3f9d5577bb7a34f3b07b2","downloaded_from":"2026-09-10T01:28:08.862Z","last_downloaded_at":"2026-09-10T01:28:08.862Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147477391","source_sha256":"de706c4a076ed0d8dd0a68671c188cb74754951a4f981c9b255f8b0e3e9d255f"}},{"number":"65","label":"65 Transition and Open Effective Date Information","anchor":"65-transition-and-open-effective-date-information","is_sec":false,"groups":[{"block":null,"heading":null,"paragraphs":[{"citation":"805-958-65-1","para":"65-1","html":"
Paragraph superseded on 06/20/2011 after the end of the transition period stated in FASB Statement No. 164, Not-for-Profit Entities: Mergers and Acquisitions.
","snippet":"Paragraph superseded on 06/20/2011 after the end of the transition period stated in FASB Statement No. 164, Not-for-Profit Entities: Mergers and Acquisitions.","pending":false,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:e9ccbd24cd1d5b4480e282df4ffbee9c37bbbaa56c93a05663127daa758d7339","downloaded_from":"2026-09-10T01:28:11.147Z","last_downloaded_at":"2026-09-10T01:28:11.147Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478837","source_sha256":"42ab0dc43f71c10ab3a440274b48d9995173ea309a3f57fd401b3a22c0e4d16c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:794447c703e7d03d901225d3fb8fbe9b16ea457c17a9f1f6e89c1a7861f81153","downloaded_from":"2026-09-10T01:28:11.147Z","last_downloaded_at":"2026-09-10T01:28:11.147Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478837","source_sha256":"42ab0dc43f71c10ab3a440274b48d9995173ea309a3f57fd401b3a22c0e4d16c"}}],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:c7bb4d71c97f083b3de2145f6eec89e64f8e1efcbcf66d8f1b461515bbdfe285","downloaded_from":"2026-09-10T01:28:11.147Z","last_downloaded_at":"2026-09-10T01:28:11.147Z","date_scope":"source_page","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps","source_key":"1943274/2147478837","source_sha256":"42ab0dc43f71c10ab3a440274b48d9995173ea309a3f57fd401b3a22c0e4d16c"}}],"enrichment":{"summary":"ASC 958-805 (indexed here as 805-958) governs combinations in which a not-for-profit entity is the reporting entity and combines with other NFPs, businesses, or nonprofit activities. If the participating governing boards cede control to a new NFP, the transaction is a merger accounted for under the carryover method (combine GAAP carrying amounts, no fresh start, no new assets); if one entity obtains control of the other, it is an acquisition accounted for under the acquisition method with NFP-specific rules for identifying the acquirer, goodwill, and inherent contributions.","key_points":["An NFP must classify the transaction by applying the definitions: ceding control to a new NFP is the sole definitive criterion for a merger, and one entity obtaining control of another is the sole definitive criterion for an acquisition (958-805-25-1; 958-805-55-1).","Under the carryover method the new NFP combines the merging entities' GAAP carrying amounts as of the merger date, recognizes no additional assets such as internally developed intangibles, carries forward prior classifications and designations, conforms accounting policies, and eliminates intra-entity balances (958-805-25-4 through 25-9; 958-805-30-1 through 30-4).","Because the carryover method is not a fresh-start measurement, a merger does not permit new elections (or reversals) of options restricted to initial acquisition or recognition, such as the fair value option (958-805-30-3).","The new NFP is a new reporting entity whose initial period begins on the merger date; the merger is not reported as activity of that period, and combined amounts appear as opening balances (958-805-45-1 through 45-2).","An NFP acquirer applies the acquisition method with modifications: the acquirer is identified using NFP/health care consolidation control guidance (958-805-25-15), acquired donor relationships are subsumed into goodwill (958-805-25-22), uncapitalized collection items are not recognized as assets (958-805-25-23), and conditional promises to give are recognized only if conditions are substantially met (958-805-25-26).","If the acquiree's operations are expected to be predominantly supported by contributions and returns on investments, the acquirer recognizes an immediate separate charge in the statement of activities instead of goodwill; otherwise goodwill is recognized (958-805-25-28 through 25-30; 958-805-30-6; presented per 958-805-45-4).","Instead of a bargain purchase gain, an excess of net identifiable assets acquired over consideration is recognized as an inherent contribution received, reported as a separate line item and classified according to donor restrictions without applying the 958-605-45-4A exception (958-805-25-31; 958-805-30-8; 958-805-45-5 through 45-6)."],"categories":["Business combinations","Not-for-profit","Intangibles and goodwill","Disclosure"],"audience_level":"advanced","student_note":"Exams love the merger/acquisition fork: NFPs are the only reporting entities that may use the carryover method, and only when both boards cede control to a genuinely new governing body. The classic mistake is treating an excess of net assets acquired as a bargain purchase gain (it is an inherent contribution) or automatically recognizing goodwill when the acquiree is contribution-supported (that excess is charged immediately to the statement of activities).","related_topics":["805-10","805-20","805-30","805-50","958-810","350-20"],"key_concepts":["merger of not-for-profit entities","acquisition by a not-for-profit entity","carryover method","ceding of control","inherent contribution received","goodwill versus immediate charge","donor relationships and collections","conditional promises to give"],"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:20991b243a16576c06ec5748ab7e32481ebd8f3bb2edec06aab03ab2f1d3c401","downloaded_from":"2026-09-10T01:27:38.837Z","last_downloaded_at":"2026-09-10T01:28:11.147Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"related":[{"number":"805-954","title":"Health Care Entities","topic_title":"Business Combinations","score":0.8706,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:38b879483b2a6344a2c54adb09178c18c86df747e6e3ab292e39bde03977a0cd","downloaded_from":"2026-09-10T01:27:13.331Z","last_downloaded_at":"2026-09-10T01:27:35.856Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-20","title":"Identifiable Assets and Liabilities, and Any Noncontrolling Interest","topic_title":"Business Combinations","score":0.7748,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:8034f774d590fd763e49088f2240569539185925efecba49962fb14935457a65","downloaded_from":"2026-09-10T01:23:05.700Z","last_downloaded_at":"2026-09-10T01:23:57.518Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"805-50","title":"Related Issues","topic_title":"Business Combinations","score":0.7728,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4f56e412a287590b8c29b9471d58f883b64e5a5c3d7bf6928edd6e3c030b5670","downloaded_from":"2026-09-10T01:24:51.500Z","last_downloaded_at":"2026-09-10T01:25:42.308Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"740-805","title":"Business Combinations","topic_title":"Income Taxes","score":0.7412,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:7766d3a63e018f749e8c7edad7cd84a69132376bb336984a34e9d7ccb8b5f1e9","downloaded_from":"2026-09-10T01:18:07.776Z","last_downloaded_at":"2026-09-10T01:18:34.477Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"720-958","title":"Not-for-Profit Entities","topic_title":"Other Expenses","score":0.7412,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:4eb2726b543f83f59d97919bd44c24fde7611f8039ebfe5401dcd6b160852cab","downloaded_from":"2026-09-10T01:12:58.744Z","last_downloaded_at":"2026-09-10T01:13:26.933Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},{"number":"810-954","title":"Health Care Entities","topic_title":"Consolidation","score":0.7408,"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:660456505438a9a0bd1ee4e4d50639ccd41e30ef5fd84404fe8baacc82e8e2b3","downloaded_from":"2026-09-10T01:32:41.551Z","last_downloaded_at":"2026-09-10T01:33:00.907Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}}],"prev":{"number":"805-954","title":"Health Care Entities","topic_title":"Business Combinations","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:37eda7ef2a48cb21172f588c1c5d289e84ffc8bb1b6d0880d3168aafbfbefd27","downloaded_from":"2026-09-10T01:27:13.331Z","last_downloaded_at":"2026-09-10T01:27:35.856Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"next":{"number":"808-10","title":"Overall","topic_title":"Collaborative Arrangements","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:94cf12a78a575df8b8b1ce317a143df48ae9e4d5ebd309cd8c413c7261f195f8","downloaded_from":"2026-09-10T01:28:13.879Z","last_downloaded_at":"2026-09-10T01:28:40.651Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}},"provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:433fa1910b9a0935706ff0b558c740d3ca202ed2948f3f6629154fd85699160b","downloaded_from":"2026-09-10T01:27:38.837Z","last_downloaded_at":"2026-09-10T01:28:11.147Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}}],"paragraphs":865,"summary":"ASC 805 requires every transaction meeting the definition of a business combination to be accounted for by the acquisition method: identify the acquirer, determine the acquisition date (805-10), recognize and measure the identifiable assets acquired, liabilities assumed and any noncontrolling interest at acquisition-date fair value subject to a closed list of exceptions (805-20), and recognize goodwill — the excess of consideration transferred plus NCI plus any previously held equity interest over identifiable net assets — or, after reassessment, a bargain purchase gain (805-30). Specialized subtopics adapt or displace that model: reverse acquisitions where the legal acquirer is the accounting acquiree (805-40), joint venture formations that apply a new basis without identifying an acquirer (805-60), and 805-50's residual bucket of asset acquisitions (cost allocated on relative fair values, no goodwill), common-control transfers at carryover basis, and optional pushdown accounting. Industry and entity-type overlays cover mining (805-930), insurance and demutualizations (805-944), not-for-profit mergers under the carryover method and NFP acquisitions with inherent contributions (958-805), and health care performance-indicator presentation (805-954). The central idea is that control obtained over a *business* triggers fresh-start fair value measurement and goodwill, while everything short of that is measured at cost or carryover basis.","concepts":["acquisition method","definition of a business","identifying the acquirer and acquisition date","goodwill and bargain purchase gain","measurement period and provisional amounts","noncontrolling interest and contingent consideration","reverse acquisitions and pushdown accounting","common-control transfers and asset acquisitions"],"categories":["Business combinations","Intangibles and goodwill","Fair value","Consolidation"],"level":"advanced","provenance":{"source_url":"https://asc.fasb.org/","snapshot_version":"sha256:15aea8165dff9f5ae47d9484f8470588b13b307f56e1d50801bf4d85ec190e3f","record_version":"sha256:ee11ff19482ccd921d8d67588d7d6461177f0e58b266a026037481428f28fa95","downloaded_from":"2026-09-10T01:22:15.852Z","last_downloaded_at":"2026-09-10T01:28:11.147Z","date_scope":"source_page_range","effective_as_of":null,"effective_as_of_status":"Not established by retrieval timestamps"}}