Mergers & acquisitions

Webcast

Washington national tax services (WNTS)

Members of PwC's Washington National Tax practice will lead an hour-long webcast that includes a discussion of common M&A transactions and the potential accounting method considerations that may result.

5/13/13 | US Capital Markets and Accounting Advisory Services

When conducting cross border deals, it is important to Identify potential financial reporting differences to maximize deal value and for understanding how financial reporting and regulatory requirements interact. Embedding GAAP changes and managing multi-GAAP reporting post-acquisition requires planning.

5/2/13 | Metals

Deal activity in the metals sector declined in first quarter of 2013, with transaction volumes at their lowest since the first quarter of 2009. While Metals industry M&A activity is projected to be flat over the near term, US plans for infrastructure investment may increase the demand for iron, steel, and aluminum in the United States.

5/1/13 | Transaction services

While the first quarter of 2013 saw technology M&A drop precipitously, the foundation is being laid for more robust deal activity this year as political and economic uncertainties subside. Software M&A was the sole bright spot in the industry for the first quarter driven by companies across industries investing in software-driven functionality and automation in products and services.

4/24/13 | Retail & consumer

This quarter saw one the largest consumer products deals in history with the $23.5B Heinz deal along with five other multi-billion deals and several other significant transactions with alternative deal structures. Consumer confidence rebounded from the decline seen at the end of December driven primarily by improving household financial conditions related to positive trends in the housing and financial markets. We expect companies to continue to focus on expanding internationally, expanding capabilities across omnichannels and look for avenues to improve profitability through divestment of non-core operations.

Corporate Governance Series

4/23/13 | Center for Board Governance

This publication is a guide to help both directors and executives of companies planning an IPO think through the many governance decisions needed. It creates context for the IPO and the directors’ roles and covers building the board, understanding the myriad governance influences, providing proper protection for directors, and preparing for your first year as a public company.

Corporate Governance Series

4/23/13 | Center for Board Governance

This publication highlights five key governance considerations you’ll want to keep in mind as you contemplate a public offering.

M&A snapshot

4/23/13 | Assurance services

This edition of Mergers & acquisitions — a snapshot provides an overview of the accounting rules and a glimpse into some of the issues companies face in the accounting and valuation of acquired IPR&D.

4/11/13 | Transaction services

A very active last two weeks of March helped close out a strong first quarter for U.S. IPOs. Total IPO proceeds raised in the U.S. in the first quarter of 2013 exceeded the first quarter of 2012, despite a decrease in the volume of IPOs, according to IPO Watch, a quarterly and annual survey of IPOs listed on U.S. stock exchanges by PwC US.

4/11/13 | Automotive

Despite 2011’s recovery constraints and challenges, in the macroeconomic environment, there are still signs of growth in the automotive industry. Automotive mergers and acquisitions (M&A) activity in the first half of 2012 has given way to the macroeconomic pressures, resulting in a passive M&A activity for 2012 overall.

4/4/13 | US Capital Markets and Accounting Advisory Services

US companies seeking to acquire acquisition targets headquartered outside of the United States should understand the foreign target’s financial information, including the application of non-US GAAP and the target’s accounting policies, and identify where GAAP and policy are not aligned with the buyer’s basis of preparing its financial information.

3/26/13 | Transaction services

The US healthcare industry experienced a variety of transformative pressures in 2012. Find out more in this US healthcare M&A insights.

3/7/13 | Transaction services

Integration success is critically dependent on an effective finance function to deliver business insight, help ensure compliance and controls, and create operational efficiencies for capturing deal value across the organization.

3/7/13 | Assurance services

Mergers and acquisitions for retail and consumer product companies can be influenced by the brands involved in the transaction. Such "brand-rich" transactions can bring accounting complexities that requires close attention to the valuation and purchase accounting process.

Webcast

Transaction services

Divestiture activity remained brisk during 2012 driven by a continued desire by companies to generate cash, spin-off fast growing segments and exit underperforming or non-core assets. Companies that do the hard work up front to develop an articulated divestiture strategy supported by comprehensive and accurate company data are best positioned for long term success.

2/27/13 | Transaction services

While the pace and value of technology sector deals are expected to mimic that of 2012, the outlook for 2013 technology deals will focus on the new core of mobile, social, analytics and security.

2/21/13 | Transaction services

Financial services mergers & acquisitions (M&A) will face both uncertainty and opportunities in 2013 due to several factors including increased regulatory costs, depressed organic growth, and the greater availability of attractive financing.

2/11/13 | Transaction services

In a year highlighted by the much-anticipated Facebook IPO, the third-largest in US history, PwC analyzes the main IPO themes for 2012, a turnaround year.

2/8/13 | Power & utilities

Merger and acquisition activity revealed that six of the top 10 deals in the alternative energy sector, and deals valued $50 million or greater continued its upward trend in the 4th quarter of 2012. Find out more by reading this issue of Power Deals from PwC's US Power and Utilities practice.

2/7/13 | Transaction services

The review indicates that 2012 deal activity has been positive compared to 2011. We expect R&C deal activity will continue its positive momentum during 2013 as companies look to focus on avenues to grow core operations, expand their capabilities to execute across the rapidly developing omnichannel landscape, and increase their global footprint to access higher growth markets.

Webcast

Transaction services

Dealmakers are increasingly using non-traditional forms of consideration to help facilitate negotiations and bridge value gaps on transactions. Learn about the trade-offs and the situations when different types of consideration are typically most beneficial.

1/7/13 | Transportation and logistics

PwC analyzed average US domestic airfares in 2005 to compare how they have changed in relation to labor costs and fuel costs to measure the impact of these economic indicators against an airline company's financial performance. Our latest report analyzes the impacts of recent mega-mergers on the US domestic airline industry.

M&A snapshot

12/13/12 | Assurance services

The acquisition of a business can have a significant impact on both the risk exposures and risk management strategies of the combined entity. In many cases, an acquirer’s financial risk exposure will increase as a result of the acquisition. However, there may be situations in which the acquiree’s operations reduce the acquirer’s current risk exposure. In any event, identifying potential changes in enterprise risks, creating an action plan to address them, and managing changes to risk management strategies post-acquisition are critical to developing short- and long-term solutions for integrating financial risk management considerations in an acquisition.

12/5/12 | Aerospace & defense

Aerospace and defense merger and acquisition activity increased in value and volume in 2011. Large deal transactions contributed to the increase. The outlook for deal activity in 2012 is favorable as non-US companies increase their competitiveness .

Webcast

Transaction services

The globalization of business models and dramatic change in the way businesses operate and compete in today's economy have resulted in a shift in M&A strategy and execution. Increasingly, corporations and investors are going beyond the traditional acquisition/disposal model, using joint ventures and business alliances to achieve their business development objectives. Join us for this PwC webcast to learn how you can navigate these often complicated business models.

Webcast

Transaction services

While uncertainty over the global economic environment and volatile equity markets significantly slowed U.S. deal volume earlier in the year, an uptick in activity during the end of the second quarter and through the third quarter, in conjunction with an active pipeline, indicated the M&A market may be regaining momentum halfway through the year. Watch this PwC webcast to learn the current state of play in the US, the trends impacting dealmaking, and what we envision the deal market could look like in 2013.

11/11/12 | Transaction services

Once bolstered by a series of mega-deals in excess of $10 billion, technology deal value declined in the third quarter and volume remained flat. Smaller IP deals and acquisitions continued while larger technology players remained on the acquisition sideline to focus on their internal operations after substantial consolidation in preceding quarters.

11/9/12 | Consumer finance

Merger and acquisition activity in consumer finance has increased due to regulatory scrutiny, higher capital costs, uncertainty over government sponsored entity (GSE) reform, and general market changes. Consumer finance companies should assess their integration plans while keeping the associated risks and opportunities top of mind.

11/7/12 | Transaction services

US Retail & Consumer M&A insights: Q3 2012 update. Deal activity in the R&C sector declined from recent highs in Q2; however, the overall trend remains positive to the prior year.

11/4/12 | Human resource services

HR Transaction Effectiveness - how do you navigate the maze of critical talent-based decisions that can support deal success? In this issue of HR Innovation, we explore the potential value of mergers, acquisitions, dispositions, joint ventures, and other deals.

10/2/12 | Transaction services

The Second Largest U.S. IPO of 2012, Strong Equities Markets, Healthy Number of Companies Entering Registration Creates Optimism for U.S. IPO Market

9/20/12 | Automotive

This PwC report examines activities in M&A throughout the Automotive sector in the first half of 2012.

9/20/12 | Automotive

This PwC study looks at the ability and willingness of global automotive suppliers to acquire other suppliers.

8/20/12 | Industrial products

Merger and acquisition activity in the transportation and logistics industry showed signs of remaining on pace to exceed 2011 deal value. Prospects for mergers and acquisitions look promising for the second half of the year.

8/20/12 | Industrial products

Second quarter merger and acquisition activity in the industrial manufacturing sector remained weak as demand continues to lessen due to the EU crisis. Financial investors are waiting for better clarity on growth prospects in the sector. Divestitures continue to drive M&A activity.

8/20/12 | Industrial products

Chemical industry merger and acquisition deal volume improved slightly during the second quarter while deal value declined due to a decrease in large deals. The global economy continued to slow deal activity in the Eurozone, China, and India.

8/13/12 | Transaction services

Successful deal making requires a focus on the relationship between risk and return but potential blind spots can affect the expected value from an acquisition. This publication discusses how enhanced diligence on valuation issues can improve the price assessment against intrinsic value and reduce the risk of overpaying for targets.

8/13/12 | Assurance services

Successful deal making requires a focus on the relationship between risk and return but potential blind spots can affect the expected value from an acquisition. This publication discusses how enhanced diligence on valuation issues can improve the price assessment against intrinsic value and reduce the risk of overpaying for targets.

7/20/12 | Transaction services

PwC believes that the traditional methods employed to value intangible E&M assets — while still valid — may ultimately need to evolve in the interest of improved reporting. This new publication, Why Entertainment and Media companies should reassess asset valuation in the Digital Age, discusses some timely valuation issues for E&M companies

7/20/12 | Technology

The continued decline in traditional mergers and acquisitions in the technology industry supports the trend of consortium-based minority investments and patent acquisitions. Deal activity will continue to be driven by divestitures and focusing on core business revenue generators.

7/20/12 | Transaction services

PwC believes that the traditional methods employed to value intangible E&M assets — while still valid — may ultimately need to evolve in the interest of improved reporting. This new publication, Why Entertainment and Media companies should reassess asset valuation in the Digital Age, discusses some timely valuation issues for E&M companies

7/18/12 | Transaction services

While uncertainty over the global economic environment and volatile equity markets significantly slowed U.S. deal volume earlier in the year, an uptick in activity during the end of the second quarter, in conjunction with an active pipeline, indicates the M&A market is regaining momentum, according to PwC US.

6/29/12 | Advisory services

This PwC paper looks at infrastructure investment activity and trends in the US in 2010 and 2011, as well as a look ahead to the prospects for deals in 2012 and beyond.

6/27/12 | Transaction services

Following very healthy levels of IPO activity during the first five months of the year, the number of IPO pricings slowed in mid-May, according to PwC US. Overall, the number of U.S. IPOs in the second quarter of 2012 declined to 27, from 44 in the first quarter.

5/31/12 | Industrial products

This edition of PwC's quarterly analysis of global M&A activity in the transportation & logistics industry reveals that the number of deals announced during the first quarter is on par with the previous quarter; however there has been a big jump in total and average deal values. This is mainly due to five mega-deals announced this quarter, defined as announcements with a disclosed value of at least $1 billion. There were 11 total mega-deals announced last year.

5/31/12 | Healthcare

What are the recent investment trends and opportunities in global healthcare markets and what regions are likely to draw future merger and acquisition activity? Our 1Q 2012 edition focuses on investments in the evolving global hospital sector. Global deals activity has gotten off to a slow start in 2012, with softer volumes and smaller deal sizes reflecting continued economic uncertainty in global markets.

5/22/12 | Energy & mining

An up-to-date overview of different financial markets and how they serve the oil and gas

5/21/12 | Technology

PwC's quarterly update discusses how technology businesses continue to lead other sectors in US merger and acquisition activity, generating $28.9 billion of deal value in the quarter despite lower deal volume. Innovation and time to market will continue to fuel technology deals as companies race to stay ahead of their competitors.

5/14/12 | Industrial products

PwC's quarterly analysis of global M&A activity in the industrial manufacturing industry reports that in this quarter deal totals remain subdued with fears of the direction of global manufacturing. At the same time, the US leads the activity as companies pull out of Europe and China's manufacturing growth slows.

5/10/12 | Industrial products

PwC's analysis of global M&A activity in the chemicals industryreports that volume and value of deal activity fell steeply this quarter, continuing a decline that began in the second half of 2011. Responding to concerns over poor first quarter earnings, companies may have shied away from deals to streamline operations and jumpstart earnings growth through organic means.

M&A snapshot

4/25/12 | Assurance services

Companies preparing to go public often face a number of issues related to their financial statements. A common issue is whether push-down accounting should be applied. Push-down accounting is the practice of adjusting the standalone financial statements of an acquired company to reflect the basis of accounting of the buyer. This edition of Mergers & acquisitions - a snapshot, provides an overview of the SEC's rules on push-down accounting and a high-level summary of the complexities and opportunities that can arise in applying the rules to common deal structures.

4/9/12 | Advisory services

Cultural integration and communication issues are top factors that challenge M&A success. Successful organizations see the strategic value in communicating with employees before, during and after and organizational transition.

4/2/12 | Transaction services

Technology, industrial and financial services sectors lead new offerings Market volatility declines, new issuers show strong post-pricing gains

3/29/12 | Transaction services

Technology sector merger and acquisition activity deal value increased despite a drop in deal volume. Tech sector executives will look for acquisitions to distinguish their companies from the competition.

2/16/12 | Transaction services

Amid ever-changing deal dynamics and market conditions, transaction preparation and value generation are more important than ever. Successful corporate divestitures now demand diligent preparation. Sellers must understand all aspects of their business and address issues in advance to speed up the sales process and preserve value. Following a few guiding principles when preparing for a sale will assist sellers in successfully exiting their business in a shorter timeframe and effectively optimize sale value.

2/16/12 | Transaction services

The recent trend toward separation or break-up of businesses, with a view to unlocking value or focusing on higher growth opportunities, has brought divestiture strategy and execution back into focus. An interactive roundtable of corporate business development executives discussed themes on divestitures such as: the basis for divestment decisions; structures; buyers; planning and preparation; speed vs control and key housekeeping matters to consider. A consensus was reached on the top considerations for successful divestitures.

1/23/12 | Advisory services

PwC provides insights on how people and workforce factors impact successful deals and mergers. We surveyed senior management from large capital and middle market US companies that had completed a merger or acquisition in the previous three years.

1/17/12 | Transaction services

This study explores how to reduce the chances of pre- and post-deal problems. It shows how to avoid doing bad deals, how to successfully complete on good deals, and how to make sure a good deal doesn’t turn bad after the deal trophy is on the shelf.

M&A snapshot

12/14/11 | Assurance services

Determining whether an acquired group of assets is a business has proven to be one of the more challenging aspects of applying the current M&A accounting guidance. For many transactions, the determination will be straightforward. However, the current guidance will cause many transactions that are "on the edge," and previously would have been accounted for as asset acquisitions, to be accounted for as business combinations. This edition identifies relevant considerations in determining whether a business has been acquired and why it matters not only upon acquisition but also for disposals and public company reporting.

M&A snapshot

9/26/11 | Assurance services

In a business combination, buyers are required to record the acquired assets and assumed liabilities of a business at their fair values. Fair value reflects the price that market participants would receive to sell an asset or pay to transfer a liability. Assets and liabilities may be used differently by different market participants, resulting in variations in values. Therefore, a market participant's view is an important aspect of the valuation process as a buyer cannot look only to its own intended use of an asset or its ability to transfer a liability at a certain price. This publication provides insight on the identification of market participants, as well as how entities can develop market participant assumptions.

Podcast

Transaction services

M&A in China is booming - both inbound and outbound deals. In this PwC podcast, listen to Alan Chu, China Business Services Leader (US), Curt Moldenhauer, Transaction Services partner (Shanghai) and Malcolm MacDonald, Transaction Services partner (Beijing) discuss some of the opportunities and challenges they see their clients facing, and more importantly, how to navigate around the issues associated with doing deals with China.

M&A snapshot

12/16/10 | Assurance services

The M&A Standards changed how a parent reports the minority shareholder interests in a partially owned subsidiary in its consolidated financial statements. The minority shareholder interests, or noncontrolling interests (''NCI''), are generally presented within equity as if the parent and the minority shareholders have similar economic interests. Previously, NCI were generally presented between liabilities and equity (''mezzanine equity''). This edition focuses on the classification of redeemable NCI and how different minority shareholder rights may lead to different financial reporting by the parent.

M&A snapshot

9/30/10 | Assurance services

In many M&A transactions, companies looking to dispose of non-core businesses or to generate cash may sell only a portion of their operations (e.g., a subsidiary or a business unit). As part of these transactions, a seller may need, or want, to prepare separate financial statements of the operations being sold, commonly referred to as carve-out financial statements. The preparation of these financial statements can be challenging as there is limited guidance covering their composition. This volume of Mergers & Acquisitions - A snapshot, focuses on some of the issues companies may face when preparing carve-out financial statements, how those statements may differ from their own financial statements, and how the M&A Standards may impact...

M&A snapshot

3/11/10 | Assurance services

FASB Accounting Standard Codification Topic 810 incorporates FAS 167, Amendments to FASB Interpretation No. 46(R)), which is the U.S. standard on consolidation (the Consolidation Standard). The Consolidation Standard is effective as of January 1, 2010 for calendar year end companies and the impact will soon be reported in the first quarter reporting cycle. As a result of applying the new guidance, certain entities may need to be consolidated while other entities may need to be deconsolidated. Determining who consolidates is just the beginning.

M&A snapshot

2/25/10 | Assurance services

In many M&A transactions, when the buyer and seller cannot agree on the total purchase price in an acquisition, the two parties agree to an additional payment, or contingent consideration, based on the outcome of future events. These payments are commonly referred to as earnouts and are typically based on revenue or earnings targets that the acquired company must meet after the acquisition date. The accounting for these arrangements under the M&A Standards represents a significant change from past practice.

M&A snapshot

11/30/09 | Assurance services

In many M&A transactions, a buyer may acquire assets it does not intend to use. Prior to the M&A Standards, buyers generally would assign little or no value to assets that are not intended to be used when accounting for an M&A transaction. Now, such assets are required to be recognized at fair value from a market participant perspective, even if that perspective differs from that of the actual buyer. One common type of asset that a buyer does not intend to actively use that is receiving considerable attention is called a "defensive asset."

M&A snapshot

7/1/09 | Assurance services

Accounting for partial acquisitions and disposals - it's not so simple! In an economic environment where many companies are buying and selling portions of businesses, the M&A Standards will have an impact on how companies account for these types of transactions. At first glance, the fundamental concept of "control" that drives the accounting seems easy to understand. If a company gains control, the acquisition is a business combination. If a company loses control, it deconsolidates the subsidiary. If a company maintains control, the transaction is recorded in equity. Simple, right? Not so fast!

M&A snapshot

4/1/09 | Assurance services

Doing a deal? How will you compensate employees of the target? The new M&A Standards may impact your decision. Determining whether employee arrangements represent compensation for service prior to and/or after the acquisition will have a direct impact on the amount included as purchase price versus the amount expensed in the future. This installment of Mergers & Acquisitions - A snapshot explores some of the more common issues related to employee compensation arrangements typically seen in business combinations... contingent consideration, golden parachutes and stay bonuses, and exchanges of stock compensation awards. Employee compensation decisions agreed upon during deal negotiations could impact the acquirer's future financial results.

M&A snapshot

3/1/09 | Assurance services

Are you ready for volatility in your effective tax rate? The new M&A standards will likely impact a company's effective tax rate. This impact will be felt by acquisitive companies in all industries, public and private, and as early as the first quarter of 2009 because parts of the new M&A standards apply to prior acquisitions. This installment of Mergers & Acquisitions—A snapshot focuses on how the accounting for merger and acquisition transactions will create volatility in an acquirer's effective tax rate in periods before and after an acquisition.

M&A snapshot

2/1/09 | Assurance services

Did you know that the new M&A standards could impact your company regardless of whether you plan to close a deal? Given the current economic environment, understanding the new M&A standards may not be a priority for many companies, particularly if M&A activity is not on the horizon in the foreseeable future. However, companies should be careful not to overlook the new M&A standards, as they may have a significant impact, even without a deal. This installment of Mergers & Acquisitions - A snapshot will help you avoid last-minute surprises by understanding how the new accounting and reporting standards for M&A may affect your financial reporting even though you haven’t closed a deal.

M&A snapshot

12/1/08 | Assurance services

Since the adoption of FAS 142, the goodwill impairment standard, the equity markets have generally trended upward. Accordingly, impairments may not have been as frequent as we expect to see them today. This edition of Mergers & Acquisitions - A snapshot, focuses on some of the issues companies may face in preparing goodwill impairment tests in the current environment. It also serves as a refresher on certain aspects of the framework for conducting those tests.

M&A snapshot

10/1/08 | Assurance services

Recognizing that the new standards affecting mergers and acquisitions — FAS 141(R) and FAS 160 — will dramatically change the way companies negotiate and account for M&A, PwC has launched the first in a series of publications that will help companies keep abreast of emerging issues resulting from the new standards, as well as provide them with ideas on modifying current strategies and employing new ones for future deals. This first installment of Mergers & Acquisitions - A snapshot focuses on how the accounting treatment for M&A transactions will depend considerably on whether the deal closes before or after the effective date of the new standards.