ASC 855-10
Overall
855 Subsequent Events
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ASC 855-10 governs how entities account for and disclose events that occur after the balance sheet date but before the financial statements are issued or available to be issued. Events providing additional evidence about conditions that existed at the balance sheet date are "recognized subsequent events" and must be reflected in the financial statements (855-10-25-1); events reflecting conditions arising only after the balance sheet date are "nonrecognized" and are only disclosed if needed to keep the statements from being misleading (855-10-25-3; 855-10-50-2). It applies to all entities but yields to any other Codification Topic that addresses the same post-balance-sheet event (855-10-15-4).
Key points (7)
- An entity shall recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the balance sheet date, including estimates inherent in preparing the statements (855-10-25-1).
- An entity shall not recognize subsequent events evidencing conditions that did not exist at the balance sheet date but arose afterward (855-10-25-3); examples include post-balance-sheet debt or stock issuances, business combinations, fires, and changes in fair value or FX rates (855-10-55-2).
- SEC filers and conduit bond obligors for publicly traded conduit debt evaluate subsequent events through the date the financial statements are issued (855-10-25-1A); all other entities evaluate through the date the statements are available to be issued (855-10-25-2).
- A non-SEC-filer must disclose the date through which subsequent events were evaluated and whether that date is the issuance date or the available-to-be-issued date (855-10-50-1), including in revised (reissued) financial statements for both the original and revised statements (855-10-50-4).
- For nonrecognized subsequent events that must be disclosed to keep the statements from being misleading, disclose the nature of the event and an estimate of its financial effect or a statement that such an estimate cannot be made (855-10-50-2); pro forma data, sometimes columnar on the face of the historical statements, should be considered (855-10-50-3; 855-10-45-1).
- In reissued financial statements, an entity shall not recognize events occurring after the statements were originally issued or available to be issued unless the adjustment is required by GAAP or regulatory requirements (855-10-25-4).
- The Topic applies to all entities and only to subsequent events not addressed elsewhere; other Topics govern where applicable, e.g., 740-10-25-15 (tax positions), 260-10-55-12 (stock splits/dividends and EPS), and 450-30-25-1 (gain contingencies) (855-10-15-2 through 15-5).
For students. Exams love the recognized vs. nonrecognized distinction: the test is whether the underlying condition existed at the balance sheet date (litigation settled after year-end for events occurring before year-end is recognized; litigation from a post-year-end event is not). A common misunderstanding is that all significant post-year-end events get booked — most only get disclosed, and SEC filers are exempt from disclosing the evaluation date.
Machine-generated study aid for ASC 855-10. Check the source paragraphs below.
855-10-00Status
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855-10-05Overview and Background
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855-10-15Scope and Scope Exceptions
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Overall Guidance
Entities
Transactions
- aIncome Taxes—See paragraph 740-10-25-15 for guidance on changes in judgment after the balance sheet date that results in subsequent recognition, derecognition, or change in measurement of a tax position taken in a prior annual period.
- bEarnings per Share—See paragraph 260-10-55-12 for guidance on the effect on earnings per share of changes in the number of common shares as a result of a stock dividend or stock split that occurs after the balance sheet date but before the financial statements are issued or are available to be issued.
- cGain Contingencies—See paragraph 450-30-25-1 for guidance on gain contingencies that are rarely recognized after the balance sheet date but before the financial statements are issued or are available to be issued.
855-10-25Recognition
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Recognized Subsequent Events
- aIt is an SEC filer.
- bIt is a conduit bond obligor for conduit debt securities that are traded in a public market (a domestic or foreign stock exchange or an over-the-counter market, including local or regional markets).
Nonrecognized Subsequent Events
855-10-45Other Presentation Matters
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Nonrecognized Subsequent Events
855-10-50Disclosure
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Date Through Which Subsequent Events Have Been Evaluated
- aThe date through which subsequent events have been evaluated
- bWhether that date is either of the following:
- 1The date the financial statements were issued
- 2The date the financial statements were available to be issued.
- 1
Nonrecognized Subsequent Events
- aThe nature of the event
- bAn estimate of its financial effect, or a statement that such an estimate cannot be made.
Revised Financial Statements
- aThe issued or available-to-be-issued financial statements
- bThe revised financial statements.
855-10-55Implementation Guidance and Illustrations
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Implementation Guidance
- aIf the events that gave rise to litigation had taken place before the balance sheet date and that litigation is settled after the balance sheet date but before the financial statements are issued or are available to be issued, for an amount different from the liability recorded in the accounts, then the settlement amount should be considered in estimating the amount of liability recognized in the financial statements at the balance sheet date.
- bSubsequent events affecting the realization of assets, such as inventories, or the settlement of estimated liabilities, should be recognized in the financial statements when those events represent the culmination of conditions that existed over a relatively long period of time.
- aSale of a bond or capital stock issued after the balance sheet date but before financial statements are issued or are available to be issued
- bA business combination that occurs after the balance sheet date but before financial statements are issued or are available to be issued (Topic 805 requires specific disclosures in such cases.)
- cSettlement of litigation when the event giving rise to the claim took place after the balance sheet date but before financial statements are issued or are available to be issued
- dLoss of plant or inventories as a result of fire or natural disaster that occurred after the balance sheet date but before financial statements are issued or are available to be issued
- eChanges in estimated credit losses on receivables arising after the balance sheet date but before financial statements are issued or are available to be issued
- fChanges in the fair value of assets or liabilities (financial or nonfinancial) or foreign exchange rates after the balance sheet date but before financial statements are issued or are available to be issued
- gEntering into significant commitments or contingent liabilities, for example, by issuing significant guarantees after the balance sheet date but before financial statements are issued or are available to be issued.
855-10-60Relationships
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Property, Plant, and Equipment
Income Taxes
855-10-65Transition and Open Effective Date Information
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855-10-S00StatusSEC
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| Paragraph | Action | Accounting Standards Update | Date |
| 855-10-S99-2 | Amended | Accounting Standards Update No. 2010-04 | 01/15/2010 |
855-10-S25RecognitionSEC
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Type I Subsequent Events
Dividends Declared by the Subsidiary after the Balance Sheet Date
855-10-S50DisclosureSEC
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Dividends Declared by a Subsidiary After the Balance Sheet Date
855-10-S99SEC MaterialsSEC
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SEC Staff Guidance
- Question: What is the staff's position with respect to dividends declared by the subsidiary subsequent to the balance sheet date?
- Interpretive Response: The staff believes that such dividends either be given retroactive effect in the balance sheet with appropriate footnote disclosure, or reflected in a pro forma balance sheet. In addition, when the dividends are to be paid from the proceeds of the offering, the staff believes it is appropriate to include pro forma per share data (for the latest year and interim period only) giving effect to the number of shares whose proceeds were to be used to pay the dividend. A similar presentation is appropriate when dividends exceed earnings in the current year, even though the stated use of proceeds is other than for the payment of dividends. In these situations, pro forma per share data should give effect to the increase in the number of shares which, when multiplied by the offering price, would be sufficient to replace the capital in excess of earnings being withdrawn.
- In considering when financial statements have been issued, the SEC staff observed that Rules 10b-5 and 12b-20 under the Securities Exchange Act of 1934 and General Instruction C(3) to Form 10-K specify that financial statements must not be misleading as of the date they are filed with the Commission. For example, assume that a registrant widely distributes its financial statements but, before filing them with the Commission, the registrant or its auditor becomes aware of an event or transaction that existed at the date of the financial statements that causes those financial statements to be materially misleading. If a registrant does not amend those financial statements so that they are free of material misstatement or omissions when they are filed with the Commission, the registrant will be knowingly filing a false and misleading document. In addition, registrants are reminded of their responsibility to, at a minimum, disclose subsequent events, FN1 while independent auditors are reminded of their responsibility to assess subsequent events FN2 and evaluate the impact of the events or transactions on their audit report. FN3
- FN1 See AU Section 560, Subsequent Events, paragraphs 5 and 8 and Section 855-10-50.
- FN2 See AU 560 and AU Section 561, Subsequent Discovery of Facts Existing at Date of the Auditor's Report.
- FN3 See AU Section 530, Dating of the Independent Auditor's Report, and AU 560, paragraph 9.
- A registrant and its independent auditor have responsibilities with regard to post-balance-sheet-date subsequent events, as well as the application of authoritative literature applicable to such events. See Topic 855 and AU 560, Subsequent Events, paragraph 3.
- Generally, the staff believes that financial statements are "issued" as of the date they are distributed for general use and reliance in a form and format that complies with generally accepted accounting principles (GAAP) and, in the case of annual financial statements, that contain an audit report that indicates that the auditors have complied with generally accepted auditing standards (GAAS) in completing their audit. Issuance of financial statements then would generally be the earlier of when the annual or quarterly financial statements are widely distributed to all shareholders and other financial statement users FN4 or filed with the Commission. Furthermore, the issuance of an earnings release does not constitute issuance of financial statements because the earnings release would not be in a form and format that complies with GAAP and GAAS.
- FN4 Posting financial statements to a registrant's web site would be considered wide distribution to all shareholders and other financial statement users if the registrant uses its web site to disclose information to the public in a manner consistent with the requirements of Regulation FD. See the Commission's interpretive guidance in Exchange Act Release No. 58288 (Aug. 7, 2008).