ASC

ASC 845-10

Overall

845 Nonmonetary Transactions

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ASC 845-10 governs nonmonetary transactions — reciprocal exchanges of nonmonetary assets and nonreciprocal transfers of nonmonetary assets to owners or others. The default rule is that such transactions are measured at the fair value of the asset surrendered (or received, if more clearly evident) with gain or loss recognized (845-10-30-1), subject to three exceptions requiring carryover (recorded amount) accounting: fair value not determinable within reasonable limits, an exchange of product held for sale to facilitate sales to customers, or a transaction lacking commercial substance (845-10-30-3). Special subsections address purchases and sales of inventory with the same counterparty, barter credits, and exchanges involving boot.

Key points (7)
  • Default measurement: a nonmonetary asset acquired in exchange is recorded at the fair value of the asset surrendered (or the fair value of the asset received if more clearly evident), and gain or loss is recognized (845-10-30-1); nonreciprocal transfers to stockholders or others are also recorded at fair value with gain or loss (845-10-30-1).
  • Carryover (recorded amount) measurement is required if fair value of neither asset is determinable within reasonable limits, the exchange is of product held for sale in the same line of business to facilitate sales to customers other than the parties, or the transaction lacks commercial substance (845-10-30-3).
  • An exchange has commercial substance if the entity's future cash flows are expected to significantly change, tested by a significant difference in the configuration (risk, timing, amount) of cash flows or in entity-specific values relative to the fair values exchanged (845-10-30-4); tax cash flows arising solely from a financial-reporting-driven business purpose are ignored (845-10-30-5).
  • Boot of at least 25 percent of the fair value of the exchange makes the transaction monetary in its entirety and outside the Subtopic, both parties recording at fair value; if boot is less than 25 percent, the receiver of boot recognizes a pro rata gain and the payer of boot recognizes none (845-10-25-6; 845-10-30-6; 845-10-30-21), but an entire indicated loss is always recognized (845-10-30-6).
  • Inventory purchase and sales transactions with the same counterparty are combined as a single exchange if legally contingent or entered into in contemplation of one another, judged by indicators such as legal right of offset, simultaneity, off-market terms, and certainty of the reciprocal transaction (845-10-15-6; 845-10-25-4); combined exchanges of finished goods for raw materials or work-in-process may be at fair value if determinable and the transaction has commercial substance (845-10-30-15), while all other same-line-of-business inventory swaps are at carrying amount (845-10-30-16).
  • Spinoffs and other distributions of nonmonetary assets to owners in reorganizations, liquidations, or rescissions of a prior business combination are recorded at the recorded amount with no gain or loss (845-10-30-10; 845-10-55-1); non-pro-rata split-offs of a segment in a plan of reorganization are recorded at fair value (845-10-30-12), and a distribution of a nonbusiness subsidiary is a dividend-in-kind measured at fair value (845-10-25-3; 845-10-30-14).
  • Disclose the nature of nonmonetary transactions, the basis of accounting for assets transferred, and gains or losses recognized (845-10-50-1), plus revenue and costs (or gains and losses) from inventory exchanges recognized at fair value (845-10-50-3); scope excludes business combinations, common-control transfers, share-based payment, stock dividends/splits, financial asset transfers, involuntary conversions, and noncash consideration in Topic 606 or Subtopic 610-20 transactions (845-10-15-4).

For students. Exam questions almost always turn on two switches: does the exchange have commercial substance (fair value plus full gain/loss) or not (carryover basis), and how much boot is involved (25% or more makes it fully monetary; less than 25% gives the boot receiver only a pro rata gain). A common misunderstanding is thinking losses can also be deferred — an entire indicated loss is recognized immediately regardless of commercial substance or boot.

Machine-generated study aid for ASC 845-10. Check the source paragraphs below.

845-10-00Status

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845-10-00-1
The following table identifies the changes made to this Subtopic.
ParagraphActionAccounting Standards UpdateDate
BusinessAmendedAccounting Standards Update No. 2017-0101/05/2017
ContractAddedAccounting Standards Update No. 2014-0905/28/2014
Corporate Joint VentureAmendedAccounting Standards Update No. 2010-0802/02/2010
CustomerAddedAccounting Standards Update No. 2014-0905/28/2014
Fair Value (2nd def.)AddedAccounting Standards Update No. 2025-1012/04/2025
Government GrantAddedAccounting Standards Update No. 2025-1012/04/2025
Monetary AssetsAddedAccounting Standards Update No. 2025-1012/04/2025
Noncontrolling InterestSupersededAccounting Standards Update No. 2017-0502/22/2017
Nonprofit ActivityAddedAccounting Standards Update No. 2010-0201/06/2010
Not-for-Profit EntityAddedAccounting Standards Update No. 2010-0701/28/2010
OwnersAmendedAccounting Standards Update No. 2010-0701/28/2010
RevenueAddedAccounting Standards Update No. 2014-0905/28/2014
845-10-05-1AmendedAccounting Standards Update No. 2017-0502/22/2017
845-10-05-11AmendedAccounting Standards Update No. 2017-0502/22/2017
845-10-05-11AmendedAccounting Standards Update No. 2014-0905/28/2014
845-10-05-12SupersededAccounting Standards Update No. 2017-0502/22/2017
845-10-15-4AmendedAccounting Standards Update No. 2025-1012/04/2025
845-10-15-4AmendedAccounting Standards Update No. 2023-0508/23/2023
845-10-15-4AmendedAccounting Standards Update No. 2019-0811/11/2019
845-10-15-4AmendedAccounting Standards Update No. 2018-0706/20/2018
845-10-15-4AmendedAccounting Standards Update No. 2017-0502/22/2017
845-10-15-4AmendedAccounting Standards Update No. 2014-0905/28/2014
845-10-15-4AmendedAccounting Standards Update No. 2012-0410/01/2012
845-10-15-4AmendedAccounting Standards Update No. 2010-0701/28/2010
845-10-15-8AmendedAccounting Standards Update No. 2014-0905/28/2014
845-10-15-14AmendedAccounting Standards Update No. 2014-0905/28/2014
845-10-15-15AmendedMaintenance Update 2016-05 (PDF)04/12/2016
SupersededAccounting Standards Update No. 2014-0905/28/2014
SupersededAccounting Standards Update No. 2017-0502/22/2017
845-10-15-20AmendedMaintenance Update 2016-05 (PDF)04/12/2016
845-10-15-20AmendedAccounting Standards Update No. 2014-0905/28/2014
845-10-15-20AmendedAccounting Standards Update No. 2010-0201/06/2010
845-10-15-20AmendedAccounting Standards Update No. 2010-0802/02/2010
845-10-25-7SupersededAccounting Standards Update No. 2014-0905/28/2014
845-10-25-8SupersededAccounting Standards Update No. 2014-0905/28/2014
SupersededAccounting Standards Update No. 2017-0502/22/2017
845-10-30-3AmendedMaintenance Update 2016-05 (PDF)04/12/2016
845-10-30-4AmendedAccounting Standards Update No. 2024-0203/29/2024
845-10-30-10AmendedMaintenance Update 2016-05 (PDF)04/12/2016
845-10-30-17SupersededAccounting Standards Update No. 2014-0905/28/2014
845-10-30-18SupersededAccounting Standards Update No. 2014-0905/28/2014
845-10-30-20SupersededAccounting Standards Update No. 2016-0202/25/2016
845-10-30-22SupersededAccounting Standards Update No. 2017-0502/22/2017
845-10-30-22AmendedAccounting Standards Update No. 2010-0201/06/2010
845-10-30-23SupersededAccounting Standards Update No. 2014-0905/28/2014
845-10-30-24SupersededAccounting Standards Update No. 2017-0502/22/2017
845-10-30-25SupersededAccounting Standards Update No. 2017-0502/22/2017
845-10-30-25AmendedAccounting Standards Update No. 2014-0905/28/2014
845-10-30-25AmendedAccounting Standards Update No. 2010-0201/06/2010
845-10-30-25ASupersededAccounting Standards Update No. 2014-0905/28/2014
845-10-30-25AAmendedAccounting Standards Update No. 2012-0410/01/2012
845-10-30-25AAddedAccounting Standards Update No. 2010-0201/06/2010
SupersededAccounting Standards Update No. 2017-0502/22/2017
845-10-30-25BAddedAccounting Standards Update No. 2014-0905/28/2014
845-10-30-25CAddedAccounting Standards Update No. 2014-0905/28/2014
845-10-30-26AmendedAccounting Standards Update No. 2016-0101/05/2016
845-10-50-1AmendedAccounting Standards Update No. 2024-0311/04/2024
845-10-50-2SupersededAccounting Standards Update No. 2014-0905/28/2014
845-10-55-2AmendedAccounting Standards Update No. 2014-0905/28/2014
845-10-55-2AmendedAccounting Standards Update No. 2017-0502/22/2017
845-10-55-2AmendedAccounting Standards Update No. 2012-0410/01/2012
845-10-55-27SupersededAccounting Standards Update No. 2017-0502/22/2017
845-10-55-28SupersededAccounting Standards Update No. 2017-0502/22/2017
SupersededAccounting Standards Update No. 2014-0905/28/2014
845-10-60-2AmendedAccounting Standards Update No. 2014-0905/28/2014
845-10-60-3SupersededAccounting Standards Update No. 2014-0905/28/2014

845-10-05Overview and Background

Source downloaded: .Record version 5c8f74cf0722. Effective date must be checked in the source.

845-10-05-1
The Nonmonetary Transactions Topic contains only the Overall Subtopic. This Subtopic includes the following four Subsections:
  1. a
    General
  2. b
    Purchases and sales of inventory with the same counterparty
  3. c
    Barter transactions
  4. d
    Exchanges involving monetary considerations
  5. e
845-10-05-2
Most business transactions involve exchanges of cash or other monetary assets or liabilities for goods or services. The amount of monetary assets or liabilities exchanged generally provides an objective basis for measuring the cost of nonmonetary assets or services received by an entity as well as for measuring gain or loss on nonmonetary assets transferred from an entity. Some transactions, however, involve either of the following:
  1. a
    An exchange with another entity (reciprocal transfer) that involves principally nonmonetary assets or liabilities
  2. b
    A transfer of nonmonetary assets for which no assets are received or relinquished in exchange (nonreciprocal transfer).
845-10-05-3
Both exchanges and nonreciprocal transfers that involve little or no monetary assets or liabilities are referred to as nonmonetary transactions and they are presented in the General Subsections as follows:
  1. a
    Nonreciprocal transfers with owners
  2. b
    Nonreciprocal transfers with other than owners
  3. c
    Nonmonetary exchanges.

Nonreciprocal Transfers with Owners

845-10-05-4
Some nonmonetary transactions are nonreciprocal transfers between an entity and its owners. Examples include the following types of stockholder distributions:
  1. a
    Marketable equity securities as dividends
  2. b
    Marketable equity securities, to redeem or acquire outstanding capital stock of the entity
  3. c
    Capital stock of subsidiaries, in corporate liquidations or plans of reorganization that involve disposing of all or a significant segment of the entity (the plans are variously referred to as spinoffs, split-ups, and split-offs)
  4. d
    Nonmonetary assets pursuant to plans of rescission or other settlements relating to a prior business combination, to redeem or acquire shares of capital stock previously issued in a business combination.

Nonreciprocal Transfers with Other than Owners

845-10-05-5
Other nonmonetary transactions are nonreciprocal transfers between an entity and entities other than its owners. Examples are the contribution of nonmonetary assets by an entity to a charitable organization and the contribution of land by a governmental unit for construction of productive facilities by an entity.

Nonmonetary Exchanges

845-10-05-6
Many nonmonetary transactions are exchanges of nonmonetary assets or services with another entity. Examples include the following:
  1. a
    Exchange of product held for sale in the ordinary course of business (inventory) for other property as a means of selling the product to a customer
  2. b
    Exchange of product held for sale in the ordinary course of business (inventory) for similar product as an accommodation - that is, at least one party to the exchange reduces transportation costs, meets immediate inventory needs, or otherwise reduces costs or facilitates ultimate sale of the product—and not as a means of selling the product to a customer
  3. c
    Exchange of productive assets—assets employed in production rather than held for sale in the ordinary course of business - for other productive assets or for an equivalent interest in other productive assets. For example:
    1. 1
      Trade of player contracts by professional sports organizations
    2. 2
      Exchange of leases on mineral properties
    3. 3
      Exchange of one form of interest in an oil-producing property for another form of interest
    4. 4
      Exchange of real estate for real estate.

Other Considerations

845-10-05-7
The guidance in the General Subsections often discusses nonmonetary transactions that are required to be measured at fair value. See Topic 820 for guidance on fair value measurement.
845-10-05-7A
Subtopic 505-60 provides guidance on the distribution of nonmonetary assets that constitute a business to owners of an entity in transactions commonly referred to as spinoffs. That Subtopic also addresses spinoff transactions in which the substance of the transaction may differ from the legal form and provides guidance on how to determine such situations and their required accounting and reporting.

Purchases and Sales of Inventory with the Same Counterparty

845-10-05-8
The Purchases and Sales of Inventory with the Same Counterparty Subsections provide guidance for situations in which an entity sells inventory to another entity from which it also purchases inventory to be sold in the same line of business. The inventory purchase and sales transactions may be pursuant to a single arrangement or separate arrangements, and the inventory purchased or sold may be in the form of raw materials, work-in-process, or finished goods.

Barter Transactions

845-10-05-9
The Barter Transactions Subsections provide guidance on barter transactions and barter credits.
845-10-05-10
In a barter transaction involving barter credits, an entity enters into a transaction to exchange a nonmonetary asset (for example, inventory) for barter credits. Those transactions may occur directly between principals to the transaction or include a third party whose business is to facilitate those types of exchanges (for example, a barter entity). The barter credits can be used to purchase goods or services, such as advertising time, from either the barter entity or members of its barter exchange network. The goods and services to be purchased may be specified in a barter contract or limited to items made available by members of the exchange network. Some arrangements may require the payment of cash in addition to the barter credits to purchase goods or services. Barter credits also may have a contractual expiration date, at which time they become worthless.

Exchanges Involving Monetary Consideration

845-10-05-11
The Exchanges Involving Monetary Consideration Subsections provide guidance on the level of monetary consideration in a nonmonetary exchange that causes the transaction to be considered monetary in its entirety and, therefore, outside the scope of this Subtopic.
  1. a
  2. b
  3. c

Exchanges of a Nonfinancial Asset for a Noncontrolling Ownership Interest

845-10-15Scope and Scope Exceptions

Source downloaded: .Record version 6a61a55d0934. Effective date must be checked in the source.

Overall Guidance

845-10-15-1
The General Subsection of the Scope Section of the Overall Subtopic establishes the pervasive scope for the Nonmonetary Transactions Topic, with specific exceptions noted in the other Subsections of this Section.

Entities

845-10-15-2
The guidance in the Nonmonetary Transactions Topic applies to all entities.

Transactions

845-10-15-3
The guidance in the Nonmonetary Transactions Topic applies to all types of nonmonetary transactions including:
  1. a
    Nonmonetary exchanges involving boot. Some exchanges of nonmonetary assets involve a small monetary consideration, referred to as boot, even though the exchange is essentially nonmonetary.(See the Exchanges Involving Monetary Consideration Subsection of Section 845-10-15 for situations outside the scope of this Subtopic.)
845-10-15-4
The guidance in the Nonmonetary Transactions Topic does not apply to the following transactions:
  1. a
    A business combination accounted for by an entity according to the provisions of Topic 805or a combination accounted for by a not-for-profit entity according to the provisions of Subtopic 958-805
  2. b
    A transfer of nonmonetary assets solely between entities or persons under common control, such as between a parent and its subsidiaries or between two subsidiaries of the same parent, or between a joint venture or a corporate joint ventureand its owners(see Subtopic 805-60 for accounting for transfers of nonmonetary assets upon formation of a joint venture)
  3. c
    Acquisition of goods or services or consideration payable to customers involving issuance of the capital stock of an entity under Subtopic 718-10
  4. d
    Stock issued or received in stock dividends and stock splits that are accounted for in accordance with Subtopic 505-20
  5. e
  6. f
    A pooling of assets in a joint undertaking intended to find, develop, or produce oil or gas from a particular property or group of properties, as described in paragraph 932-360-40-7
  7. g
    The exchange of a part of an operating interest owned for a part of an operating interest owned by another party that is subject to paragraph 932-360-55-6
  8. h
    The transfer of a financial asset within the scope of Section 860-10-15
  9. i
    Involuntary conversions specified in paragraph 610-30-15-2
  10. j
    The transfer of goods or services in a contract with a customer within the scope of Topic 606 on revenue from contracts with customers in exchange for noncash consideration (see paragraphs )
  11. k
    The transfer of a nonfinancial asset within the scope of Subtopic 610-20 in exchange for noncash consideration (see paragraphs , which require measurement consistent with paragraphs ).
Transition date:(P) December 16, 2028; (N) December 16, 2029Transition guidance:
832-10-65-2The guidance in the Nonmonetary Transactions Topic does not apply to the following transactions:
  1. a
    A business combination accounted for by an entity according to the provisions of Topic 805or a combination accounted for by a not-for-profit entity according to the provisions of Subtopic 958-805
  2. b
    A transfer of nonmonetary assets solely between entities or persons under common control, such as between a parent and its subsidiaries or between two subsidiaries of the same parent, or between a joint venture or a corporate joint ventureand its owners(see Subtopic 805-60 for accounting for transfers of nonmonetary assets upon formation of a joint venture)
  3. c
    Acquisition of goods or services or consideration payable to customers involving issuance of the capital stock of an entity under Subtopic 718-10
  4. d
    Stock issued or received in stock dividends and stock splits that are accounted for in accordance with Subtopic 505-20
  5. e
  6. f
    A pooling of assets in a joint undertaking intended to find, develop, or produce oil or gas from a particular property or group of properties, as described in paragraph 932-360-40-7
  7. g
    The exchange of a part of an operating interest owned for a part of an operating interest owned by another party that is subject to paragraph 932-360-55-6
  8. h
    The transfer of a financial asset within the scope of Section 860-10-15
  9. i
    Involuntary conversions specified in paragraph 610-30-15-2
  10. j
    The transfer of goods or services in a contract with a customer within the scope of Topic 606 on revenue from contracts with customers in exchange for noncash consideration (see paragraphs )
  11. k
    The transfer of a nonfinancial asset within the scope of Subtopic 610-20 in exchange for noncash consideration (see paragraphs , which require measurement consistent with paragraphs )
  12. l
    A government grant within the scope of Topic 832.

Purchases and Sales of Inventory with the Same Counterparty

Overall Guidance

845-10-15-5
The Purchases and Sales of Inventory with the Same Counterparty Subsections follow the same Scope and Scope Exceptions as outlined in the General Subsection of this Subtopic, see paragraph 845-10-15-1, with specific transaction exceptions noted below.

Transactions

845-10-15-6
The guidance in the Purchases and Sales of Inventory with the Same Counterparty Subsections applies to all inventory purchase and sales arrangements, including the following transactions:
  1. a
    Two or more inventory purchase and sales transactions with the same counterparty that are entered into in contemplation of one another and are combined
  2. b
    Situations in which one inventory transaction is legally contingent upon the performance of another inventory transaction with the same counterparty. In these situations the two transactions are deemed to have been entered into in contemplation of one another and would be considered a single exchange transaction subject to the scope of the Purchases and Sales of Inventory with the Same Counterparty Subsections.
845-10-15-7
The issuance of invoices and the exchange of offsetting cash payments is not a factor in determining whether two or more inventory purchase and sales transactions with the same counterparty shall be considered as a single exchange transaction subject to the scope of the Purchases and Sales of Inventory with the Same Counterparty Subsections.
845-10-15-8
The guidance in the Purchases and Sales of Inventory with the Same Counterparty Subsections does not apply to inventory purchases and sales arrangements that are accounted for as derivatives in accordance with Topic 815 on derivatives and hedging.
  1. a
845-10-15-9
The Purchases and Sales of Inventory with the Same Counterparty Subsections do not address whether transactions that are reported at fair value qualify for revenue recognition. See the Exchanges Involving Monetary Consideration Subsection of Section 845-10-15 for guidance regarding the extent of boot (that is, net cash exchanged) that shall be considered when determining whether the inventory purchase and sales transactions are monetary or nonmonetary in nature.

Barter Transactions

Overall Guidance

845-10-15-10
The Barter Transactions Subsections follow the same Scope and Scope Exceptions as outlined in the General Subsection of this Subtopic, see paragraph 845-10-15-1, with specific transaction qualifications noted below.

Transactions

845-10-15-11
The guidance in the Barter Transactions Subsections applies to the following transactions:
  1. a
    Transactions in which nonmonetary assets are exchanged for barter credits.

Exchanges Involving Monetary Consideration

Overall Guidance

845-10-15-12
The Exchanges Involving Monetary Consideration Subsections follow the same Scope and Scope Exceptions as outlined in the General Subsection of this Subtopic, see paragraph 845-10-15-1, and addresses what level of monetary consideration in a nonmonetary exchange causes the transaction to be considered monetary in its entirety and, therefore, outside the scope of the Exchanges Involving Monetary Consideration Subsections and this Topic.

Transactions

845-10-15-13
The guidance in the Exchanges Involving Monetary Consideration Subsections applies to nonmonetary exchanges involving monetary consideration (boot).

Exchanges of a Nonfinancial Asset for a Noncontrolling Ownership Interest

845-10-25Recognition

Source downloaded: .Record version ee73bea317e6. Effective date must be checked in the source.

Basic Principle

845-10-25-1
A reciprocal transfer of a nonmonetary asset shall be deemed an exchange only if the transferor has no substantial continuing involvement in the transferred asset such that the usual risks and rewards of ownership of the asset are transferred.
845-10-25-2
See Section 845-10-30 for general guidance on gain or loss recognition for nonmonetary transactions.

Spinoffs or Other Distributions of Loans Receivable to Shareholders

845-10-25-3
When an entity distributes loans receivable to its owners by forming a subsidiary, transferring those loans receivable to the subsidiary, and then distributing the stock of that subsidiary to shareholders of the parent, the transaction is not a spinoff because the subsidiary does not constitute a business. Rather, the transaction shall be considered a dividend-in-kind.

Purchases and Sales of Inventory with the Same Counterparty

845-10-25-3A
See paragraphs for the requirements to combine inventory purchase and sales transactions with the same counterparty that are entered into in contemplation of one another, or that are legally contingent.
845-10-25-4
In situations in which an inventory transaction is not legally contingent upon the performance of another inventory transaction with the same counterparty, the following factors (referred to as indicators) may indicate that a purchase transaction and a sales transaction were entered into in contemplation of one another:
  1. a
    There is a specific legal right of offset of obligations between counterparties involved in inventory purchase and sales transactions. The ability to offset the payable(s) and receivable(s) related to the separately documented inventory purchase and sales transactions indicates that there is a link between them and, therefore, it is an indicator that the separately documented inventory transactions were entered into in contemplation of one another. This indicator is more relevant to settlement provisions relating to inventory purchase and sales transactions that are specifically identified (specified legal right of offset) by both counterparties than to inventory transactions that are netted as part of a master netting agreement that encompasses all transactions (inventory and noninventory) between the two counterparties.
  2. b
    Inventory purchase and sales transactions with the same counterparty are entered into simultaneously. If an inventory purchase transaction is simultaneously entered into with an inventory sales transaction with the same counterparty that is an indication that the transactions were entered into in contemplation of one another.
  3. c
    Inventory purchase and sales transactions were entered into at terms that were off-market when the arrangement was agreed to between counterparties. If an entity enters into an off-market inventory transaction with a counterparty, that is an indication that the transaction is linked to, and entered into, in contemplation of another inventory transaction with that same counterparty. This indicator may be more relevant for transactions with products that have readily determinable market prices, such as exchange-traded commodities, than for transactions with products that are subject to greater discretionary pricing.
  4. d
    Relative certainty that reciprocal inventory transactions with the same counterparty will occur. An entity may sell inventory to a counterparty and enter into another arrangement with that same counterparty whereby that counterparty may, but is not contractually required to, deliver an agreed-upon inventory amount. If that counterparty chooses to deliver its product to the entity, the entity is obligated to purchase that product. The more certain it is that both inventory transactions will occur, the stronger the indication that the two inventory transactions were entered into in contemplation of one another.
None of the above indicators taken individually is determinative nor is the list all-inclusive.
845-10-25-5
If two or more inventory purchase and sales transactions are combined for the purposes of applying the guidance in this Subtopic, an entity shall apply the guidance in paragraphs .

Exchanges Involving Monetary Consideration

845-10-25-6
An exchange of nonmonetary assets that would otherwise be based on recorded amounts but that also involves monetary consideration (boot) shall be considered monetary (rather than nonmonetary) if the boot is significant. Significant shall be defined as at least 25 percent of the fair value of the exchange. If the boot in a transaction is less than 25 percent, the pro rata gain recognition guidance in paragraph 845-10-30-6 shall be applied by the receiver of boot, and the payer of boot would not recognize a gain.

845-10-30Initial Measurement

Source downloaded: .Record version e2d722105bc6. Effective date must be checked in the source.

Basic Principle

845-10-30-1
In general, the accounting for nonmonetary transactions should be based on the fair values of the assets (or services) involved, which is the same basis as that used in monetary transactions. Thus, the cost of a nonmonetary asset acquired in exchange for another nonmonetary asset is the fair value of the asset surrendered to obtain it, and a gain or loss shall be recognized on the exchange. The fair value of the asset received shall be used to measure the cost if it is more clearly evident than the fair value of the asset surrendered. Similarly, a nonmonetary asset received in a nonreciprocal transfer shall be recorded at the fair value of the asset received. A transfer of a nonmonetary asset to a stockholder or to another entity in a nonreciprocal transfer shall be recorded at the fair value of the asset transferred and a gain or loss shall be recognized on the disposition of the asset.
845-10-30-2
The fair value of an entity's own stock reacquired may be a more clearly evident measure of the fair value of the asset distributed in a nonreciprocal transfer if the transaction involves distribution of a nonmonetary asset to eliminate a disproportionate part of owners' interests (that is, to acquire stock for the treasury or for retirement). If one of the parties in a nonmonetary transaction could have elected to receive cash instead of the nonmonetary asset, the amount of cash that could have been received may be evidence of the fair value of the nonmonetary assets exchanged.

Modifications of the Basic Principle

845-10-30-3
A nonmonetary exchange shall be measured based on the recorded amount (after reduction, if appropriate, for an indicated impairment of value as discussed in paragraph 360-10-40-4) of the nonmonetary asset(s) relinquished, and not on the fair values of the exchanged assets, if any of the following conditions apply:
  1. a
    The fair value of neither the asset(s) received nor the asset(s) relinquished is determinable within reasonable limits.
  2. b
    The transaction is an exchange of a product or property held for sale in the ordinary course of business for a product or property to be sold in the same line of business to facilitate sales to customers other than the parties to the exchange.
  3. c
    The transaction lacks commercial substance (see the following paragraph).

Commercial Substance

845-10-30-4
A nonmonetary exchange has commercial substance if the entity's future cash flows are expected to significantly change as a result of the exchange. The entity's future cash flows are expected to significantly change if either of the following criteria is met:
  1. a
    The configuration (risk, timing, and amount) of the future cash flows of the asset(s) received differs significantly from the configuration of the future cash flows of the asset(s) transferred. The configuration of future cash flows is composed of the risk, timing, and amount of the cash flows. A change in any one of those elements would be a change in configuration.
  2. b
    The entity-specific value of the asset(s) received differs from the entity-specific value of the asset(s) transferred, and the difference is significant in relation to the fair values of the assets exchanged. An entity-specific value (referred to as an entity-specific measurement in FASB Concepts Statement No. 7, Using Cash Flow Information and Present Value in Accounting Measurements) is different from a fair value measurement. As described in paragraph 24(b) of Concepts Statement No. 7, an entity-specific value attempts to capture the value of an asset or liability in the context of a particular entity. For example, an entity computing an entity-specific value of an asset would use its expectations about its use of that asset rather than the use assumed by marketplace participants. If it is determined that the transaction has commercial substance, the exchange would be measured at fair value, rather than at the entity-specific value.
A qualitative assessment will, in some cases, be conclusive in determining that the estimated cash flows of the entity are expected to significantly change as a result of the exchange.
Transition date:(P) December 16, 2024; (N) December 16, 2025Transition guidance:
105-10-65-9 A nonmonetary exchange has commercial substance if the entity's future cash flows are expected to significantly change as a result of the exchange. The entity's future cash flows are expected to significantly change if either of the following criteria is met:
  1. a
    The configuration (risk, timing, and amount) of the future cash flows of the asset(s) received differs significantly from the configuration of the future cash flows of the asset(s) transferred. The configuration of future cash flows is composed of the risk, timing, and amount of the cash flows. A change in any one of those elements would be a change in configuration.
  2. b
    The entity-specific value of the asset(s) received differs from the entity-specific value of the asset(s) transferred, and the difference is significant in relation to the fair values of the assets exchanged. An entity-specific value is different from a fair value measurement. An entity-specific value attempts to capture the value of an asset or liability in the context of a particular entity. For example, an entity computing an entity-specific value of an asset would use its expectations about its use of that asset rather than the use assumed by marketplace participants. If it is determined that the transaction has commercial substance, the exchange would be measured at fair value, rather than at the entity-specific value.
A qualitative assessment will, in some cases, be conclusive in determining that the estimated cash flows of the entity are expected to significantly change as a result of the exchange.
845-10-30-5
In the United States and some other tax jurisdictions, a transaction is not given effect for tax purposes unless it serves a legitimate business purpose other than tax avoidance. In assessing the commercial substance of an exchange, tax cash flows that arise solely because the tax business purpose is based on achieving a specified financial reporting result shall not be considered.
845-10-30-6
The exchanges of nonmonetary assets that would otherwise be based on recorded amounts (see paragraph 845-10-30-3) may include an amount of monetary consideration. The recipient of the monetary consideration has realized gain on the exchange to the extent that the amount of the monetary receipt exceeds a proportionate share of the recorded amount of the asset surrendered. The portion of the cost applicable to the realized amount shall be based on the ratio of the monetary consideration to the total consideration received (monetary consideration plus the estimated fair value of the nonmonetary asset received) or, if more clearly evident, the fair value of the nonmonetary asset transferred. The entity paying the monetary consideration shall not recognize any gain on a transaction covered in paragraph 845-10-30-3 but shall record the asset received at the amount of the monetary consideration paid plus the recorded amount of the nonmonetary asset surrendered. If a loss is indicated by the terms of a transaction described in this paragraph or in that paragraph, the entire indicated loss on the exchange shall be recognized.
845-10-30-7
See paragraph 845-10-25-6 for guidance on what level of monetary consideration is deemed significant and results in the exchange to be considered monetary (rather than nonmonetary).

Applying the Basic Principle

845-10-30-8
Fair value should be regarded as not determinable within reasonable limits if major uncertainties exist about the realizability of the value that would be assigned to an asset received in a nonmonetary transaction accounted for at fair value. An exchange involving parties with essentially opposing interests is not considered a prerequisite to determining a fair value of a nonmonetary asset transferred; nor does an exchange ensure that a fair value for accounting purposes can be ascertained within reasonable limits. If neither the fair value of a nonmonetary asset transferred nor the fair value of a nonmonetary asset received in exchange is determinable within reasonable limits, the recorded amount of the nonmonetary asset transferred from the entity may be the only available measure of the transaction.
845-10-30-9
A difference between the amount of gain or loss recognized for tax purposes and that recognized for accounting purposes may constitute a temporary difference to be accounted for according to Subtopic 740-10.

Nonreciprocal Transfers with Owners

845-10-30-10
Accounting for the distribution of nonmonetary assets to owners of an entity in a spinoff or other form of reorganization or liquidation or in a plan that is in substance the rescission of a prior business combination shall be based on the recorded amount (after reduction, if appropriate, for an indicated impairment of value) (see paragraph 360-10-40-4) of the nonmonetary assets distributed. Subtopic 505-60 provides additional guidance on the distribution of nonmonetary assets that constitute a business to owners of an entity in transactions commonly referred to as spinoffs. A pro rata distribution to owners of an entity of shares of a subsidiary or other investee entity that has been or is being consolidated or that has been or is being accounted for under the equity method is to be considered to be equivalent to a spinoff. Other nonreciprocal transfers of nonmonetary assets to owners shall be accounted for at fair value if the fair value of the nonmonetary asset distributed is objectively measurable and would be clearly realizable to the distributing entity in an outright sale at or near the time of the distribution.
845-10-30-11
See Section 845-10-55 for implementation guidance and illustrations of when an entity transfers pension assets or obligations in a spinoff.
845-10-30-12
A non-pro-rata split-off of a segment of a business in a corporate plan of reorganization shall be accounted for at fair value.
845-10-30-13
A split-off of a targeted business, distributed on a pro rata basis to the holders of the related targeted stock, shall be accounted for at historical cost. If the targeted stock was created in contemplation of the subsequent split-off, the two steps (creation of the targeted stock and the split-off) cannot be separated and shall be viewed as one transaction with the split-off being accounted for at fair value.
845-10-30-14
A dividend-in-kind recognized under paragraph 845-10-25-3 shall be measured initially at fair value by the entity and the recipient.

Purchases and Sales of Inventory with the Same Counterparty

845-10-30-15
A nonmonetary exchange whereby an entity transfers finished goods inventory in exchange for the receipt of raw materials or work-in-process inventory within the same line of business is not an exchange transaction to facilitate sales to customers for the entity transferring the finished goods, as described in paragraph 845-10-30-3(b), and, therefore, shall be recognized by that entity at fair value if both of the following conditions are met:
  1. a
    Fair value is determinable within reasonable limits.
  2. b
    The transaction has commercial substance (see paragraph 845-10-30-4).
845-10-30-16
All other nonmonetary exchanges of inventory within the same line of business shall be recognized at the carrying amount of the inventory transferred. That is, a nonmonetary exchange within the same line of business involving either of the following shall not be recognized at fair value:
  1. a
    The transfer of raw materials or work-in-process inventory in exchange for the receipt of raw materials, work-in-process, or finished goods inventory
  2. b
    The transfer of finished goods inventory for the receipt of finished goods inventory.

Barter Credit Transactions

845-10-30-19
An impairment loss on the barter credits shall be recognized if it subsequently becomes apparent that either of the following conditions exists:
  1. a
    The fair value of any remaining barter credits is less than the carrying amount.
  2. b
    It is probable that the entity will not use all of the remaining barter credits.

Exchanges Involving Monetary Consideration

Overall Guidance

845-10-30-21
As a monetary transaction, both parties would record the exchange at fair value (as discussed in paragraph 845-10-25-6). The ability to satisfactorily measure fair value is a prerequisite to the use of fair value.

Exchanges of a Nonfinancial Asset for a Noncontrolling Ownership Interest

845-10-45Other Presentation Matters

Source downloaded: .Record version 2cfb38cd6726. Effective date must be checked in the source.

Purchases and Sales of Inventory with the Same Counterparty

845-10-45-1
The classification of inventory as raw materials, work-in-process, and finished goods for purposes of the Purchases and Sales of Inventory with the Same Counterparty Subsections shall be the same classification that an entity uses for external financial reporting purposes.

845-10-50Disclosure

Source downloaded: .Record version 1626358220e9. Effective date must be checked in the source.

845-10-50-1
An entity that engages in one or more nonmonetary transactions during a period shall disclose in financial statements for the period all of the following:
  1. a
    The nature of the transactions
  2. b
    The basis of accounting for the assets transferred
  3. c
    Gains or losses recognized on transfers.
Transition date:(P) December 16, 2026; (N) December 16, 2026Transition guidance:
220-40-65-1An entity that engages in one or more nonmonetary transactions during a period shall disclose in financial statements for the period all of the following:
  1. a
    The nature of the transactions
  2. b
    The basis of accounting for the assets transferred
  3. c
    Gains or losses recognized on transfers.
See paragraphs for additional disclosure requirements.

Purchase and Sales of Inventory

845-10-50-3
An entity shall disclose the amount of revenue and costs (or gains and losses) associated with inventory exchanges recognized at fair value.

845-10-55Implementation Guidance and Illustrations

Source downloaded: .Record version 3a4d49448675. Effective date must be checked in the source.

Implementation Guidance

845-10-55-1
Paragraph 845-10-30-10 does not permit gain or loss recognition for the spinoff of nonmonetary assets to owners of an entity. That prohibition also shall apply to pension-related assets or obligations transferred in a spinoff. The transition asset or obligation remaining in accumulated other comprehensive income and net gain or loss included in accumulated other comprehensive income shall be allocated to each pension plan in proportion to the projected benefit obligations of the two pension plans. Prior service cost included in accumulated other comprehensive income shall be allocated to the pension plans based on the applicable individuals included in the employee groups covered. See paragraphs , which addresses the division of a pension plan. (The accounting treatment for a spinoff that involves a division of a pension plan should be similar to that for a spinoff involving a pension plan that was previously part of a larger pension plan.)
845-10-55-2
The following table summarizes the guidance contained in this Subtopic.
  • ASSET RECEIVED Investment accounted for by the equity method Controlled asset or group of assets that does not meet the definition of a business Controlled group of assets that meets the definition of a business ASSET GIVEN UP Investment accounted for by the equity method A transfer of an equity method investment should be accounted for under the provisions of Topic 860. Fair value (Topic 805) Controlled asset or group of assets that does not meet the definition of a business "If the contract is with a customer and within the scope of Topic 606, apply Topic 606. If the contract is not within the scope of Topic 606, evaluate if the transaction is within the scope of Subtopic 610-20. If so, apply Subtopic 610-20. If the contract is not within the scope of Subtopic 610-20 and is within the scope of Topic 845, apply Topic 845. Otherwise, apply other GAAP. " Fair value (Topic 805) Controlled group of assets that meets the definition of a business "If the controlled group of assets that meets the definition of a business is a conveyance of oil and gas mineral rights, apply Subtopic 932-360. Otherwise, apply Subtopic 810-10." Fair value (Topic 805)

Illustrations

845-10-55-3
This Example illustrates how an employer shall account for the transfer of a pension benefit obligation or plan assets to a spun-off entity's new pension plan.
845-10-55-4
An employer (Entity A) incorporates a division (Entity B) and subsequently spins it off to the owners of the entity. The new entity assumes Entity A's projected benefit obligation under its pension plan (Old Plan) for the employees that are transferred as part of the spinoff. The accumulated benefit obligation for those employees ($30,000) is fully vested at the date of the spinoff. The portion of the projected benefit obligation attributable to the future compensation levels for those employees is $6,000. No plan assets are transferred to the new entity's pension plan (New Plan).
845-10-55-5
The following Cases illustrate two scenarios:
  1. a
    Accounting for a transfer of a pension benefit obligation only (Case A)
  2. b
    Accounting for a transfer of a plan assets and a pension benefit obligation (Case B).
845-10-55-6
The following is the funded status of the pension plans immediately before and after the spinoff.
  • Before Spinoff After Spinoff Old Plan Old Plan New Plan Assets and obligations: Accumulated benefit obligation " $(72,000)" " $(42,000)" " $(30,000)" Effect of future compensation levels " (18,000)" " (12,000)" " (6,000)" Projected benefit obligation " (90,000)" " (54,000)" (a) " (36,000)" (a) Plan assets at fair value " 160,000 " " 160,000 " (b) - (b) Funded status and recognized asset (liability) " $70,000 " " $106,000 " " $(36,000)" Amounts recognized in accumulated other comprehensive income: Transition asset " $(40,000)" " $(24,000)" (c) " $(16,000)" (c) Prior service cost " 25,000 " " 17,500 " (d) " 7,500 " (d) Net gain " (55,000)" " (33,000)" (c) " (22,000)" (c) " $(70,000)" " $(39,500)" " $(30,500)" (a) Allocation based on individual employees covered by each pension plan. (b) Allocation determined by Entity A. (Case assumes that no regulatory requirements apply.) (c) "Allocation based on percentage of total projected benefit obligation ($90,000) assumed by each pension plan, which is 60 percent and 40 percent for the Old Plan and New Plan, respectively." (d) "Allocation based on prior service associated with the future years of service of the individual employees covered by each pension plan. "
845-10-55-7
The journal entries to account for the spinoff are as follows.
  • Entity A
  • Pension asset " $36,000 " Accumulated other comprehensive income—transition asset " 16,000 " Accumulated other comprehensive income—net gain " 22,000 " Stockholders' equity (a) " $66,500 " Accumulated other comprehensive income—prior service cost " 7,500 " (a) The accounting within stockholders' equity is not addressed (other than for components of accumulated other comprehensive income). The equity accounts are those used to account for all assets and liabilities transferred or received as part of the spinoff. No gain or loss results from the spinoff.
    • To record the transfer of a pension benefit obligation and net deferred amounts from Entity A to Entity B
  • Entity B
  • Stockholders' equity (a) " $66,500 " Accumulated other comprehensive income—prior service cost " 7,500 " Pension liability " $36,000 " Accumulated other comprehensive income—transition asset " 16,000 " Accumulated other comprehensive income—net gain " 22,000 " (a) The accounting within stockholders' equity is not addressed (other than for components of accumulated other comprehensive income). The equity accounts are those used to account for all assets and liabilities transferred or received as part of the spinoff. No gain or loss results from the spinoff.
    • To record the receipt of a pension benefit obligation and net deferred amounts from Entity A (Entity B should not recognize the effects of assuming the pension benefit obligation as the cost of either a pension plan amendment or an initiation of a pension plan that is subject to amortization.)
845-10-55-8
In this Case, the plan assets ($28,000) are also transferred to the New Plan. The following is the funded status of the pension plans immediately before and after the spinoff.
  • Before Spinoff After Spinoff Old Plan Old Plan New Plan Assets and obligations: Accumulated benefit obligation " $(72,000)" " $(42,000)" " $(30,000)" Effect of future compensation levels " (18,000)" " (12,000)" " (6,000)" Projected benefit obligation " (90,000)" " (54,000)" (a) " (36,000)" (a) Plan assets at fair value " 160,000 " " 132,000 " (b) " 28,000 " (b) Funded status and recognized asset (liability) " $70,000 " " $78,000 " " $(8,000)" Amounts recognized in accumulated other comprehensive income: Transition asset " $(40,000)" " $(24,000)" (c) " $(16,000)" (c) Prior service cost " 25,000 " " 17,500 " (d) " 7,500 " (d) Net gain " (55,000)" " (33,000)" (c) " (22,000)" (c) " $(70,000)" " $(39,500)" " $(30,500)" (a) Allocation based on individual employees covered by each pension plan. (b) Allocation determined by Entity A. (Illustration assumes that no regulatory requirements apply.) (c) "Allocation based on percentage of total projected benefit obligation ($90,000) assumed by each pension plan, which is 60 percent and 40 percent for the Old Plan and New Plan, respectively." (d) Allocation based on prior service cost associated with the future years of service of the individual employees covered by each pension plan.
845-10-55-9
The journal entries to account for the spinoff are as follows.
  • Entity A
  • Pension asset " $8,000 " Accumulated other comprehensive income—transition asset " 16,000 " Accumulated other comprehensive income—net gain " 22,000 " Stockholders' equity(a) " $38,500 " Accumulated other comprehensive income—prior service cost " 7,500 " (a) The accounting within stockholders' equity is not addressed (other than for components of accumulated other comprehensive income). The equity accounts are those used to account for all assets and liabilities transferred or received as part of the spinoff. No gain or loss results from the spinoff.
    • To record the transfer of plan assets, a pension benefit obligation, and net deferred amounts from Entity A to Entity B
  • Entity B
  • Stockholders' equity (a) " $38,500 " Accumulated other comprehensive income—prior service cost " 7,500 " Pension liability " $8,000 " Accumulated other comprehensive income—transition asset " 16,000 " Accumulated other comprehensive income—net gain " 22,000 " (a) The accounting within stockholders' equity is not addressed (other than for components of accumulated other comprehensive income). The equity accounts are those used to account for all assets and liabilities transferred or received as part of the spinoff. No gain or loss results from the spinoff.
    • To record the receipt of plan assets, a pension benefit obligation, and net deferred amounts from Entity A (Entity B should not recognize the effects of assuming the pension benefit obligation as the cost of either a pension plan amendment or an initiation of a pension plan that is subject to amortization or the receipt of cash as a gain subject to amortization.)

Purchases and Sales of Inventory with the Same Counterparty

845-10-55-10
The application of the indicators (see paragraph 845-10-25-4) depends on the relative facts and circumstances and requires significant judgment. The assessment of that judgment in a given fact pattern is based on the assumed facts; accordingly, judgment will vary in differing fact patterns.
845-10-55-11
This Example illustrates the following:
  1. a
    Whether the described transaction shall be viewed as a single exchange transaction as discussed in paragraphs
  2. b
    Whether the nonmonetary exchange of inventory within the same line of business shall be recognized at fair value as discussed in paragraphs .
845-10-55-12
Oil Entity A produces heavy crude oil (dense, viscous crude oil) in California and has refining operations in other parts of the United States including West Texas. Given its supply-chain management needs, Entity A would like to acquire West Texas intermediate crude oil in the most cost-efficient manner.
845-10-55-13
As part of its analysis in determining the most cost-efficient approach to acquiring West Texas intermediate crude oil, Entity A uses the following available information regarding the current oil needs (demand) and excess oil capacity (supply) of the various oil entities.
  • Entity Demand/Location Supply/Location Entity A West Texas intermediate crude oil/Texas Heavy crude oil/California Entity B Heavy crude oil/California Sweet crude oil/Oklahoma Entity C Sweet crude oil/Oklahoma West Texas intermediate crude oil/Texas
845-10-55-14
Entity A enters into an arrangement to sell Entity B a specified quantity of its California production and enters into a separate arrangement at the same time to purchase a specified quantity of Entity B's sweet crude oil production in Oklahoma. Also at the same time, Entity A enters into an arrangement to sell Entity C the sweet crude oil in Oklahoma purchased from Entity B, and enters into a separate arrangement at the same time to acquire a specified quantity and quality of West Texas intermediate crude oil from Entity C for its West Texas refining operations.
845-10-55-15
Entity A issues invoices and purchase orders for each transaction and each is gross-cash settled at market prices. Although the quantities differ, there is an insignificant difference in total value of oil being exchanged in each transaction. Entity A would not sell its inventory to Entity B or Entity C without an understanding that the counterparty will perform. Entity A considers all crude oil to be the same class of inventory (that is, raw materials) for purposes of financial reporting. Entity A does not account for these arrangements as derivatives; therefore, the guidance in Subtopic 815-10 is not applicable.
845-10-55-16
Based on an evaluation of the circumstances, Entity A's inventory purchase and sales transactions with Entity B were entered into in contemplation of one another because the sole purpose of selling inventory was to procure inventory from the same counterparty in the most cost-efficient manner. While it is a matter of judgment as to whether Entity A entered into its inventory purchase and sales transactions with Entity B in contemplation of one another, certain factors support this assessment. For instance, the transaction to sell inventory was entered into simultaneously with the transaction to purchase inventory. In addition, the sole purpose of selling heavy crude oil inventory is to facilitate the purchase of sweet crude oil inventory. Although the purpose of a transaction is not explicitly identified as an indicator in the consensus guidance, it is nevertheless relevant to the assessment of whether the inventory transactions were entered into in contemplation of one another. While the inventory transactions were not settled on a net basis nor were they entered into at off-market prices, the other indicators, together with the specific facts and circumstances described above, provide persuasive evidence that the transactions were entered into in contemplation of one another. Therefore, although each transaction was separately documented and gross-cash settled at market prices, the inventory transactions should be deemed a single exchange between Entity A and Entity B for purposes of applying the guidance in the Purchases and Sales of Inventory with the Same Counterparty Subsections. From the perspective of Entity A, an analysis of the inventory purchase and sales transactions between Entity A and Entity C would result in the same conclusion as the analysis of the transactions between Entity A and Entity B.
845-10-55-17
Entity A would recognize the single exchange transactions with both Entity B and Entity C at carryover basis because, from Entity A's perspective, the same class of inventory (raw materials for raw materials) was surrendered and received.
845-10-55-18
This Example illustrates the following:
  1. a
    Whether the described transaction shall be viewed as a single exchange transaction as discussed in paragraphs
  2. b
    Whether the nonmonetary exchange of inventory within the same line of business shall be recognized at fair value as discussed in paragraphs .
845-10-55-19
Dealer A in Suburb X has an excess inventory of cars relative to near-term expected demand and does not have enough pickup trucks to meet near-term expected demand. Dealer B in Suburb Y has an excess inventory of pickup trucks and not enough cars to meet near-term expected demand. Dealer A negotiates an arrangement to sell a specified number of cars to Dealer B and, although not committed to do so, Dealer B may deliver pickup trucks of equivalent value at wholesale prices to Dealer A. Dealer A must purchase pickup trucks from Dealer B if Dealer B chooses to deliver the trucks the following week. Historically, Dealer B has always delivered the trucks to Dealer A under these types of arrangements. At the time Dealer A delivers its cars to Dealer B, Dealer A believes Dealer B will ship the trucks the following week. Each transaction is separately documented and gross-cash settled at wholesale prices on the date of delivery.
845-10-55-20
Based on an evaluation of the circumstances, Dealer A's inventory sales transaction was entered into in contemplation of a reciprocal inventory purchase transaction from Dealer B because, as a condition of selling inventory to Dealer B, Dealer A must accept delivery of trucks from Dealer B at a later date, if Dealer B chooses to make such a delivery. Consistent with past history, when Dealer A enters into this kind of arrangement with Dealer B, Dealer A fully expects to purchase the trucks. Therefore, the sale of the cars should be considered combined with the purchase of the trucks.
845-10-55-21
While it is a matter of judgment as to whether Dealer A entered into its inventory sales transaction in contemplation of the inventory purchase transaction, certain factors support this assessment. For instance, a transaction to sell cars to Dealer B was entered into with an anticipated transaction to purchase trucks from Dealer B (if Dealer B chooses to deliver the trucks) simultaneously. Even though the transaction to purchase trucks depended on whether Dealer B chose to deliver, Dealer A believed that there was a high degree of certainty that Dealer B would deliver. In addition, because the inventory pricing is at wholesale, it indicates that these transactions were not on the same terms as transactions with their typical retail customers. While this last factor is not related to a specific indicator (see guidance in paragraph 845-10-25-4), it is relevant in assessing the nature of the relationship between Dealer A and Dealer B in the context of the purchase and sales transactions. While Dealer A and Dealer B did not agree to net-settle the inventory transactions, the expectation of a reciprocal purchase transaction from Dealer B in the context of the relationship between Dealer A and Dealer B indicates that the sale transaction by Dealer A to Dealer B was entered into in contemplation of the purchase transaction from Dealer B. Therefore, although each transaction was separately documented and gross-cash settled, these inventory transactions should be deemed a single exchange for purposes of applying the Purchases and Sales of Inventory with the Same Counterparty Subsection of Section 845-10-30.
845-10-55-22
When evaluating the inventory transactions as a single nonmonetary exchange, Dealer A would recognize the transactions at carryover basis because the same class of inventory is being exchanged (finished goods exchanged for finished goods).
845-10-55-23
This Example illustrates the following:
  1. a
    Whether the described transaction shall be viewed as a single exchange transaction as discussed in paragraphs
  2. b
    Whether the nonmonetary exchange of inventory within the same line of business shall be recognized at fair value as discussed in paragraphs .
845-10-55-24
Multinational Manufacturer A has a longstanding business relationship with multinational Manufacturer B, whereby each manufacturer will buy and sell inventory from the other on an as-needed basis at market prices. Manufacturer A sells materials to Manufacturer B based on a purchase order from Manufacturer B. Two days later, Manufacturer B sells materials to Manufacturer A based on a separate purchase order from Manufacturer A. Neither transaction was predicated on the occurrence of the other transaction occurring through either an implied arrangement or a contractual arrangement, and, historically, Manufacturer A has sold twice as much in value to Manufacturer B as Manufacturer B has sold to Manufacturer A. Both of these inventory transactions are gross-cash settled at market prices.
845-10-55-25
Based on an evaluation of the circumstances, Manufacturer A's inventory purchase and sales transactions were not entered into in contemplation of one another.
845-10-55-26
This assessment is supported by reciprocal inventory purchase and sales transactions not being negotiated between the two counterparties at the same time. In addition, there is no correlation between the value of goods delivered to Manufacturer B and the value of goods received from Manufacturer B. Although this last factor is not explicitly identified in the guidance in this Subtopic, it further strengthens the assessment that the inventory transactions were not entered into in contemplation of one another. Consequently, the inventory purchase and sales transactions would not be deemed a single exchange for purposes of applying the Purchases and Sales of Inventory with the Same Counterparty Subsection of Section 845-10-30 and would be considered separate monetary transactions subject to the guidance in other relevant generally accepted accounting principles (GAAP).

Exchanges Involving Monetary Consideration

845-10-60Relationships

Source downloaded: .Record version 196c088b2a92. Effective date must be checked in the source.

Other Expenses

845-10-60-1
For guidance on accounting for contributions made, see Subtopic 720-25.

Barter Transactions

Revenue Recognition

845-10-60-2
For guidance on accounting for advertising barter transactions, see the guidance on noncash consideration in paragraphs .

Exchanges Involving Monetary Consideration

845-10-S00StatusSEC

Source downloaded: .Record version 7588a2c169d9. Effective date must be checked in the source.

845-10-S00-1
The following table identifies the changes made to this Subtopic.
ParagraphActionAccounting Standards UpdateDate
845-10-S99-1AmendedAccounting Standards Update No. 2012-0308/27/2012

845-10-S30Initial MeasurementSEC

Source downloaded: .Record version 47138b704352. Effective date must be checked in the source.

Exchanges of a Nonfinancial Asset for a Noncontrolling Ownership Interest

845-10-S30-1
See paragraph 845-10-S99-2, SEC Observer Comment: Accounting by a Joint Venture for Businesses Received at Its Formation, for SEC Staff views on the application of purchase accounting in the formation of new joint venture.
845-10-S30-2
See paragraph 845-10-S99-3, SEC Observer Comment: Interpretation of Subtopic 845-10, for SEC Staff views on exchanges of nonfinancial assets for a noncontrolling ownership interest.

Transfers of Nonmonetary Assets by Promoters or Shareholders

845-10-S30-3
See paragraph 845-10-S99-1, SAB Topic 5.G, for SEC Staff views on transfers of nonmonetary assets by promoters or shareholders before an initial public offering.

845-10-S99SEC MaterialsSEC

Source downloaded: .Record version 7854218d6bb2. Effective date must be checked in the source.

SEC Staff Guidance

845-10-S99-1
The following is the text of SAB Topic 5.G, Transfers of Nonmonetary Assets by Promoters or Shareholders.
  • Facts: Nonmonetary assets are exchanged by promoters or shareholders for all or part of a company's common stock just prior to or contemporaneously with a first-time public offering.
  • Question: Since FASB ASC paragraph 845-10-15-4 (Nonmonetary Transactions Topic) states that the guidance in this Topic is not applicable to transactions involving the acquisition of nonmonetary assets or services on issuance of the capital stock of an enterprise, what value should be ascribed to the acquired assets by the company?
  • Interpretive Response: The staff believes that transfers of nonmonetary assets to a company by its promoters or shareholders in exchange for stock prior to or at the time of the company's initial public offering normally should be recorded at the transferors' historical cost basis determined under GAAP.
  • The staff will not always require that predecessor cost be used to value nonmonetary assets received from an enterprise's promoters or shareholders. However, deviations from this policy have been rare applying generally to situations where the fair value of either the stock issued FN1 or assets acquired is objectively measurable and the transferor's stock ownership following the transaction was not so significant that the transferor had retained a substantial indirect interest in the assets as a result of stock ownership in the company.
    • FN1 Estimating the fair value of the common stock issued, however, is not appropriate when the stock is closely held and/or seldom or ever traded.
845-10-S99-2
The following is the text of SEC Observer Comment: Accounting by a Joint Venture for Businesses Received at Its Formation.
  • The SEC staff will object to a conclusion that did not result in the application of Topic 805 to transactions in which businesses are contributed to a newly formed, jointly controlled entity if that entity is not a joint venture. The SEC staff also would object to a conclusion that joint control is the only defining characteristic of a joint venture.
845-10-S99-3
The following is the text of SEC Observer Comment: Interpretation of Subtopic 845-10.
  • The SEC staff will require registrants to account for the exchange of consolidated businesses, even if in the same line of business, as a fair value transaction under the guidance of Topic 805. The SEC staff believes that Topic governs the acquisition of a consolidated business when acquired for nonmonetary assets, including equity method investments.

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