Managerial Ability and Intangible Assets: Evidence From Purchase Price Allocations in Mergers and Acquisitions

2019 ◽  
Author(s):  
Shin Hyoung Kwon ◽  
Tingting Ye
Keyword(s):  
Mergers And Acquisitions ◽  
Intangible Assets ◽  
Purchase Price ◽  
Managerial Ability

The Hole in the Doughnut: Accounting for Acquired Intangibles at Krispy Kreme

2006 ◽  
Vol 21 (3) ◽  
pp. 297-312 ◽  
Author(s):  
Lori Holder-Webb ◽  
Mark Kohlbeck
Keyword(s):  
Executive Compensation ◽  
Initial Public Offering ◽  
Financial Reporting ◽  
Real World ◽  
Intangible Assets ◽  
Purchase Price ◽  
Real World Setting ◽  
Exit Costs ◽  
Accounting Courses ◽  
Public Offering

Krispy Kreme Doughnuts, Inc. used a 2000 initial public offering (IPO) to embark on an active expansion and franchise reacquisition program. This case focuses on this high-visibility franchise reacquisition program and several associated and highly controversial accounting issues, and provides an opportunity to examine numerous technical and conceptual issues in a real-world setting. In the case, you will encounter a variety of financial reporting issues—from identification and valuation of uncommon intangible assets in Part 1, to acquisition accounting, purchase-price allocations, contingent consideration, exit costs, executive compensation, and loan impairments in Part 2. The case is appropriate for use in intermediate and advanced accounting courses.

Purchase price adjustment disputes in mergers and acquisitions: an intersection of different dispute resolution procedures and a war of jurisdictions

2019 ◽  
Vol 35 (4) ◽  
pp. 419-439
Author(s):  
Berk Hasan Özdem ◽  
İpek İnce
Keyword(s):  
Mergers And Acquisitions ◽  
Information Asymmetry ◽  
Time Lag ◽  
Case Law ◽  
Legal Issues ◽  
Price Adjustment ◽  
Purchase Price ◽  
Accounting Firm ◽  
Financial Variables ◽  
Arbitration Clause

Abstract Frequently included in mergers and acquisitions (M&A) contracts purchase price adjustment clauses allow for upward or downward adjustments to the purchase price depending on a selected metric to help the parties of a transaction to overcome the information asymmetry about financial variables caused by the time lag between signing and closing. As a complex weave of technical accounting, financial, and legal issues, regardless of how objectively and meticulously conceived and drafted, it is quite often that disruptive issues arise in connection the with these clauses. In addition to the general arbitration clause typically contained in the M&A contracts, as a common practice, parties agree to submit any dispute concerning the values reported in the financial schedules to calculate the amount of an adjustment to an independent accounting firm for an expert determination. Since most of the time contracts do not provide any particular provision as to the relation between these two mechanisms, the practice shows that neither the demarcation of the two from each other nor the interaction between them is always unproblematic. This article, after explaining the price adjustment clauses, discusses the potential problems of which the parties should be well aware and address considering the case law and different approaches.

The role of toeholds on asymmetric information in mergers and acquisitions

2017 ◽  
Vol 34 (2) ◽  
pp. 260-280
Author(s):  
Sebouh Aintablian ◽  
Wissam El Khoury ◽  
Zouhaier M’Chirgui
Keyword(s):  
Asymmetric Information ◽  
Mergers And Acquisitions ◽  
Intangible Assets ◽  
Negative Relationship ◽  
Multinomial Logit Model ◽  
Target Firm ◽  
Content Type ◽  
Tender Offers ◽  
Asymmetry Of Information

Purpose This paper aims to examine empirically the role of toeholds in reducing asymmetric information in mergers and acquisitions by establishing a relationship between the toehold and some relevant characteristics of the acquiring and the target firm. Design/methodology/approach A regression analysis is conducted to examine the relation between the dependent variable (the toehold) and a set of independent variables. A multinomial logit model is used to test for the occurrence of toeholds. A probit selection model and two-step Heckman correction tests are used to correct the data and to check for robustness of the results. Findings The regression results for acquisitions with prior toeholds are consistent with the studied hypotheses that asymmetric information is more observed in foreign acquisitions, in different industries, with tender offers and with higher levels of intangible assets. A negative relationship is found between toehold size and the number of competing bidders. Originality/value Consistent with previous literature, the study finds that majority of bidders abstain from purchasing a toehold before entering a bid contest. The study also emphasizes the role of intangible assets in assessing the efficacy of toeholds under asymmetric information. The ratio of target intangible assets to target total serves as a proxy for asymmetric information. Regression results are consistent with the hypotheses that asymmetry of information is observed when the acquiring and the target firm operate in different countries and industries.

Accounting Discretion and Purchase Price Allocation After Acquisitions

2016 ◽  
Vol 32 (2) ◽  
pp. 241-270 ◽  
Author(s):  
Ivy Xiying Zhang ◽  
Yong Zhang
Keyword(s):  
Intangible Assets ◽  
Fair Value ◽  
Intangible Asset ◽  
Purchase Price ◽  
Asset Valuation ◽  
Economic Determinants ◽  
Sfas 142 ◽  
Reporting Incentives ◽  
Intangible Asset Valuation ◽  
Value Measurement

The recent movement in standards setting toward fair-value-based accounting beyond financial assets and liabilities calls for more empirical evidence on fair-value measurement, especially that of intangible assets. This article studies the initial valuation of goodwill and identifiable intangible assets after acquisitions. We find that the allocation of purchase price to goodwill and identifiable intangible assets is related to the economic determinants of the valuation. However, it is also significantly affected by managerial incentives arising from the differential treatments of goodwill and identifiable intangible assets under Statement of Financial Accounting Standards (SFAS) 142. The same managerial discretions are not exhibited in the purchase price allocation prior to SFAS 142, when goodwill and other intangibles are both amortized. These findings suggest that unverifiable fair value measures are associated with the underlying economics but also deviate from the true values in the presence of management reporting incentives. Further analysis suggests that external appraisers constrain managerial discretion in intangible asset valuation to an extent but do not completely eliminate it.

scholarly journals Do Stringent Environmental Policies Deter FDI? M&A versus Greenfield

2021 ◽  
Author(s):  
Sylwia Bialek ◽  
Alfons J. Weichenrieder
Keyword(s):  
Foreign Direct Investment ◽  
Mergers And Acquisitions ◽  
Environmental Regulation ◽  
Direct Investment ◽  
Environmental Policies ◽  
Purchase Price ◽  
Firm Level ◽  
Mode Of Entry ◽  
Heterogeneous Effects ◽  
Significant Difference

AbstractStrict environmental regulation may deter foreign direct investment (FDI). The paper develops the hypothesis that regulation predominantly discourages FDI that is conducted as Greenfield investment rather than mergers and acquisitions (M&A). The hypothesis is tested with German firm-level FDI data. Empirically, stricter regulation reduces new Greenfield projects in polluting industries, but indeed has a much smaller impact on the number of M&As. This significant difference is compatible with the fact that existing operations often benefit from grandfathering rules, which provide softer regulation for pre-exisiting plants, and with the expectation that for M&As part of the regulation is capitalized in the purchase price. The heterogeneous effects help explaining mixed results in previous studies that have neglected the mode of entry.

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