Mergers & acquisitions

  • An Appetite for M&A: How Food Companies Can Buy and Sell Their Way to Competitive Advantage

    3/24/15 | Advisory services

    Faced with new and challenging market forces, food companies are changing their strategic approach by focusing on capabilities to drive how they organize and operate their businesses. For winning companies, this focus on capabilities is informing their growth path, including their approach mergers, acquisitions, and divestitures.

  • US Health Services Deals Insights - Analysis and trends in US health services activity 2014 and 2015 outlook

    3/9/15 | Healthcare

    In 2014, the pace of deal activity started strong and ended stronger. After the first quarter’s 9.2% increase in deal activity from the first quarter of 2013, we noted a lull in the second and third quarters’ deal pace. However, the fourth quarter of 2014 realized a 29% jump in deal volume as compared to the fourth quarter of 2013. This jump was enough to bring 2014’s total deal activity up 16.3% overall from 2013.

  • Webcast
    Doing a digital deal? Valuation tips for the thoughtful deal maker - March 26, 2015

    Entertainment & media

    Making acquisitions of earlier stage companies and companies outside of a buyer’s core industry creates unique valuation challenges and heightens the need to maintain discipline throughout the M&A process. In this webcast, we will explore some of the critical valuation challenges that EMC dealmakers should manage in this dynamic M&A environment.

  • US technology deal insights - Analysis and trends in US technology 2015

    2/25/15 | Transaction services

    With 2014 noted for a series of record-setting and transformative deals, momentum is expected to carry over into 2015 as deal-makers continue to invest in cloud, mobile and security and seek out emerging technologies such as Internet of Things (IoT).

  • Forging ahead: Fourth-quarter 2014 metals industry mergers and acquisitions analysis

    2/23/15 | Metals

    The metals sector recorded a significant increase in M&A activity during Q4, but 2014 saw a decline in deal value compared to 2013.

  • Intersections: Fourth-quarter 2014 transportation & logistics industry mergers and acquisitions analysis

    2/23/15 | Transportation and logistics

    Analysis of deal activity in 2014 revealed a lackluster year as M&A volume and value remained near ten-year lows. Despite subdued performance, we are cautiously optimistic regarding 2015 as advanced economies continue to recover and emerging and developing economies continue to grow. Looking forward, one key driver of improved activity across modes will likely be the decline in fuel costs globally. We expect these prices to provide additional capital for more M&A.

  • Assembling value: Fourth-quarter 2014 industrial manufacturing industry mergers and acquisitions analysis

    2/23/15 | Industrial products

    Industrial manufacturing M&A value sets a historic high in 2014.

  • Engineering growth: Fourth-quarter 2014 engineering & construction industry mergers and acquisitions analysis

    2/23/15 | Industrial products

    A strong finish in M&A activity for 2014, with a total deal value more than triple last year’s total.

  • Chemical compounds: Fourth-quarter 2014 chemical industry mergers and acquisitions analysis

    2/23/15 | Industrial products

    Chemicals industry M&A activity in 2014 reached the highest deal volume in a decade and the highest value since 2007.

  • Mission control: Fourth-quarter 2014 aerospace and defense industry mergers and acquisitions analysis

    2/23/15 | Aerospace & defense

    Analysis of deal activity in 2014 revealed a significant improvement in transaction activity after a lackluster 2013, with a notable pickup in defense-related transactions. The total deal value, $22.3 billion, was slightly above the 10-year rolling average of $21.2 billion. The number of megadeals, or transactions of $1 billion or greater, doubled from 2013 and included the first defense-oriented megadeal since the Budget Control Act of 2011.

  • Webcast
    On-demand library of CPE-eligible webcasts

    Do you need CPE credit? Browse our library of on-demand CPE programs for your opportunity to earn some CPE and catch up on accounting and financial reporting hot topics at the same time.

  • Pharmaceutical and Life Sciences Deals Insights Quarterly Q4 2014

    2/17/15 | Transaction services

    Deal activity remained strong from the prior quarter as there was over $105 billion in announced and pending deals suggesting robust M&A activity may continue into 2015. As companies complete deals, integration becomes critical to achieving synergies. In this publication, we explore some of the methods being used to maximize synergies in the R&D function. Additionally this quarter's report's market spotlight looks at how Canada is essential to the development of future IP for companies within the industry. Canada has focused on becoming one of the most cost-effective countries for clinical development among the Group of Seven (G7) industrialized nations.

  • US Entertainment Media and Communications deal insights: Q4 2014

    2/13/15 | Entertainment & media

    It was an active year for Cable, Advertising & Marketing and Information & Internet. EMC companies are spending time, effort and money on their strategy and relative position in the digital value chain. PwC reviews deal activity last year and shares its outlook for 2015.

  • North American power deals: Q4 2014 mergers & acquisitions report

    2/10/15 | Power & utilities

    The number of deals valued at more than $50 million came in at 22, up from the 14 deals from a year ago. The total value of the deals grew by 68%, and the average value grew by 7%.

  • 2014 US Capital Markets watch - analysis and trends

    2/10/15 | Transaction services

    The improving U.S. macro environment, record low interest rates, the stock market’s steady rise, and overall low volatility all contributed to strong U.S. capital markets in 2014. These market dynamics also drove initial public offering (IPO) volume leading to value highs not seen since 2000

  • US retail and consumer deals insights: 2014 year in review and 2015 outlook

    2/5/15 | Transaction services

    US retail and consumer (R&C) total transaction value for 2014 hit a five-year high and surpassed the $100 billion mark for the second year in a row.

  • 2014 IPOs Raise Highest Proceeds Since 2000, According to PwC’s Deals Practice

    12/9/14 | Transaction services

    Throughout 2014, the U.S. IPO market put in its strongest performance since 2000, as a broad range of companies took advantage of strong equity markets and an accommodative financing environment to raise capital, according to IPO Watch, a quarterly survey by PwC US.

  • Video
    New consolidation standard - Financial services companies

    12/5/14 | Assurance services

    A new consolidation standard is imminent. Hear how it may impact financial services companies. PwC's Stephanie L. Stewart, Lee Vanderpool, and Craig Cooke discuss the proposal and potential implications.

  • Video
    New consolidation standard

    12/5/14 | Assurance services

    A new consolidation standard is imminent. How will it impact you? Hear PwC's Stephanie L. Stewart, Lee Vanderpool, and Craig Cooke discuss the proposal and potential implications.

  • In the loop
    In the loop: Pushdown accounting: make the right choice for your company

    12/2/14 | Assurance services

    Pushdown accounting is now optional – which approach is best for your company and investors?

  • Webcast
    PwC Deals Practice Initial Public Offerings: The Market, Non-GAAP Measures and Internal controls - January 21, 2015

    Transaction services

    Today’s IPO environment requires companies to stay on top of the latest updates and market conditions. Many companies are looking to support growth strategies, take advantage of new opportunities and proactively manage their capital structures. Accessing the capital markets in the form of a public offering – either through equity, debt or a spin off – requires a great deal of planning and preparation.

  • M&A snapshot
    Companies in distress: Bankruptcy process and reporting consideration (M&A snapshot)

    11/13/14 | Assurance services

    Overview of the bankruptcy process and key financial reporting considerations in bankruptcy.

  • Webcast
    Choosing your next market for strategic growth webcast - November 21, 2014

    Transaction services

    Large multinational corporations (MNCs) have been competing from global platforms for some time. A newer dynamic is the growth of the Small MNC. Businesses which, just a few years back, were happy to compete in their “home” markets increasingly find that entry to new markets is not just a growth strategy, but actually necessary for their long-term survival. But how to access those markets without betting the house?. When is it the right time to expand to a new market? Where do we grow? How do we enter a new market? Who are the competitors? What risks do we face? These are common questions for any business looking to grow, and there's a way to approach market entry to ensure your company is best-positioned for success.

  • North American power deals: Q3 2014 mergers & acquisitions report

    11/5/14 | Power & utilities

    12 deals valued at more than $50 million came in this quarter, consistent with the 12 quarterly deals a year ago. Total deal value and average deal value increased by 141% each as compared to Q3 2013.

  • US retail and consumer deals insights: Q3 2014 update

    11/4/14 | Transaction services

    Eleven mega deals drove significant deal activity in Q3-2014, positioning the R&C deals market to outperform last year's strong performance. Retail sales and economic trends continue to improve, leading to higher levels of consumer confidence as we head into the holiday season. IPO activity slowed in the third quarter of 2014 in terms of both volume and value after strong performance in the second quarter of 2014 with only two IPOs in Q3-2014. However, the pipeline looks stronger for the fourth quarter.

  • Webcast
    PwC Deals Practice Year-End M&A Outlook for 2015 webcast - December 18, 2014

    Transaction services

    This webcast will review the current state of the M&A market in the US, the trends impacting dealmaking, what we envision the deal market could look like in 2015, and key considerations for successfully executing your deal.

  • Q3 2014 US technology deal insights

    10/29/14 | Transaction services

    While momentum continues apace with slightly fewer but larger deals, the third quarter experienced an unprecedented series of spin off announcements from technology titans that signal fundamental competitive shifts. Healthy valuations, built-up cash reserves and the ability to leverage equity enabled strategic buyers to lead the way, while private equity remained active on both the buy and sell side.

  • How non-GAAP Measures Can Impact Your IPO

    10/29/14 | Transaction services

    A successful IPO depends on a thorough understanding of how non-GAAP measures can impact the way your company is viewed by potential investors.

  • M&A snapshot
    Companies in distress - A successful turnaround requires decisive decision (M&A snapshot)

    10/15/14 | Assurance services

    Signs your company might be in distress and actions it can take to turn the business around.

  • PwC IPO Watch Finds Q3 IPO Market Proceeds Raise $38.1 Billion

    10/8/14 | Transaction services

    The US IPO market continued to demonstrate significant investor interest in initial public offerings (IPOs) in the third quarter of 2014.

  • In the loop
    In the loop: Selling part of your business? New rules for reporting disposals

    9/22/14 | Assurance services

    Fewer disposals are expected to be reported as "discontinued operations" under new guidance.

  • Video

    9/8/14 | Assurance services

    Spin-off transactions are increasing in the marketplace. Is there one in your future? PwC's Neil Dhar, Ravi Rao and Beth Paul discuss the current market trends, key considerations for carve-out financial statements, and how to be successful both during and after a spin-off.

  • In the loop
    In the loop: Spin-off transactions - creating a new public entity

    9/3/14 | Assurance services

    Spin-offs represent a growing trend in recent years. Is there one in your future? Gain insight into the spin-off process including developing carve-out financial statements and creating a sustainable stand-alone entity.

  • Q2 2014 US Health Services deals insights

    8/27/14 | Transaction services

    We see a steady pace in the volume of deals for the health services sectors from the first to second quarters with 143 and 138 announced deals (281 total deals), respectively. This volume is also consistent on a year to date basis with 2013 and its 289 announced deals. However, we also note that on a quarterly basis, the second quarter of 2014’s deal volume (138 deals) has declined almost 13% from the same period in 2013 (158 deals).

  • Assembling value: Second-quarter 2014 industrial manufacturing industry mergers and acquisitions analysis

    8/20/14 | Industrial products

    Industrial manufacturing mergers and acquisitions activity surged in the second quarter, driven by large deals. Dealmakers seeking strategic assets represented the overwhelming majority of all transactions.

  • Chemical compounds: Second-quarter 2014 chemical industry mergers and acquisitions analysis

    8/20/14 | Industrial products

    Chemicals M&A activity in the second quarter of 2014 more than doubled in value and volume when compared to the same period last year. Mid-market transactions accounted for 68% of total deal activity and over 20% of value.

  • Forging ahead: Second-quarter 2014 metals industry mergers and acquisitions analysis

    8/20/14 | Metals

    Metals industry mergers and acquisitions rebounded in the second quarter, as deals were driven by metals companies diversifying their assets and seeking to manage overcapacity.

  • Engineering growth: Second-quarter 2014 engineering & construction industry mergers and acquisitions analysis

    8/20/14 | Industrial products

    The value of merger and acquisition (M&A) deals in the engineering and construction (E&C) sector in 2Q14 surged to $67 billion from $15 billion in the prior quarter. As a result of the transactions that were involved, the average deal size rose to among the highest levels on record.

  • Intersections: Second-quarter 2014 transportation & logistics industry mergers and acquisitions analysis

    8/20/14 | Transportation and logistics

    The pace of transportation and logistics transactions accelerated during the second quarter, as measured by both announced value and volume. However, 2014 is not expected to set records for mergers and acquisitions in the sector.

  • Mission control: Second-quarter 2014 aerospace and defense industry mergers and acquisitions analysis

    8/12/14 | Aerospace & defense

    An uptick in mega deals and the ongoing interest in divested assets and private equity backed businesses, propelled aerospace & defense M&A second quarter value to the highest quarterly total in three years.

  • Q2 2014 US technology deal insights

    8/7/14 | Transaction services

    Extending the positive momentum from the second half of 2013, equity markets set new highs, IPO markets reached activity levels not seen in years, VC investments harkened back to 2000 levels, and economic outlooks remained modestly optimistic across sectors. Private equity (PE) continued to play an active role in technology, though challenged by strategic buyers who are able to leverage healthy valuations and substantial amounts of cash on hand.

  • Pricing & Profitability: Deals Desk – A key business enabler to meet customer demands

    8/5/14 | Technology

    As companies look to maintain market competitiveness and to meet the demands of increasingly sophisticated customers while also managing their profitability, many are implementing a deals desk function as a key business enabler.

  • PwC Reports Robust IPO Market Surpasses $21 Billion in Q2 Proceeds, Best Quarter Volume Since 2007

    7/10/14 | Transaction services

    The market for initial public offerings (IPOs) finished on a strong note late in the second quarter of 2014, recording the highest quarterly deal volume since the fourth quarter of 2007.

  • The valuation impact caused by changing times: Why economic obsolescence matters for retail companies

    6/25/14 | Assurance services

    Economic obsolescence can become a significant issue when a company has or is acquiring assets – such as store or restaurant locations – that generate separate identifiable streams of cash flows. This publication discusses factors that typically cause economic obsolescence and the potential impact, including illustrative examples and case studies.

  • Video
    Top five IPO readiness tips

    6/17/14 | Assurance services

    Considering an IPO? Hear the top five top areas companies should contemplate, as shared by PwC's Mike Gould, Lee Vanderpool, David Bohl, Francesca Bellome, Brian Staniszewski and Alyona Teeter.

  • M&A snapshot
    Cross-border acquisitions - Post-acquisition considerations (M&A snapshot)

    6/9/14 | Assurance services

    In cross-border deals, buyers shouldn't underestimate aspects of a transaction that require attention post-acquisition.

  • Valuation multiples and purchase allocation trends

    5/22/14 | Transaction services

    What are the latest comparable statistics for mergers and acquisitions and active trades in the financial services industry? Check out PwC's quarterly valuation summaries for the Banking, Insurance and Asset Management sectors. Insights include: trends in market multiples, related transactions, and transaction benchmarking analysis.

  • Q1 2014 US Health Services deals insights

    5/21/14 | Transaction services

    In the first quarter of 2014, the total volume of deals remained consistent with the same period in 2013; however, the value of announced deals rose 152% to $12.3 billion.

  • Q1 2014 US technology deal insights

    5/21/14 | Transaction services

    Technology deals for the first quarter of 2014 started strong, continuing the momentum of the second-half surge of 2013. Equity markets remained near record highs and IPO activity remained robust in an improving economy. Software and Internet deals continue to dominate as cloud, mobile and data drive much of the industry focus today.

  • IPR&D acquired in a business combination – How many pieces?

    5/21/14 | Pharmaceuticals & life science

    This Pharmaceutical and Life Sciences Alert focuses on in-process research and development (IPR&D) in acquisition accounting.

  • In the loop
    In the loop: How new accounting elections could affect your deal or IPO strategy

    5/20/14 | Assurance services

    In the loop is an executive-level series addressing important financial reporting and regulatory issues. Our first edition discusses how changes in private company accounting could affect future deal or financing strategies.

  • US Entertainment Media and Communications deal insights: Q1 2014

    5/14/14 | Transaction services

    The entertainment, media and communications (EMC) deal market is off to a strong start with a few high dollar deals announced in the first quarter. We cover the landscape of deals including private equity and cross-border deals, and dive deep into the emergence of Multi-Channel Networks (MCN) as the new hot property in the digital video space. We recap recent deal activity in the most active sectors, including: Broadcasting, Communications, Internet Related/Information Services, Recreation & Leisure and Film/Content.

  • US retail and consumer deals insights: Q1 2014 update

    5/14/14 | Transaction services

    Deal activity is off to a good start led by numerous large deals, and confirms our positive outlook for 2014. Core retail trade sales improved in March which may give some rise in optimism for the remainder of the year after a slow start. IPO activity moderates in the first quarter after coming off a strong performance in 2013. However, the R&C pipeline is the strongest the sector has seen in recent years.

  • M&A snapshot
    Cross-border acquisitions - Accounting considerations relating to income taxes (M&A snapshot)

    5/12/14 | Assurance services

    In cross-border deals, the acquisition of a foreign business can introduce complexities in accounting for income taxes.

  • Evaluating environmental liabilities and their impacts on future earnings (Observations from the front lines)

    5/12/14 | US Capital Markets and Accounting Advisory Services

    Unexpected expenditures and accounting adjustments – like those arising from environmental obligations – can dramatically impact capital budgeting and future earnings. Companies have found that practices vary widely across sectors and both engineering and accounting expertise are critical in assessing environmental obligations.

  • Webcast
    Mergers & Acquisitions Webcast - On-demand (CPE-eligible)

    Assurance services

    Our Mergers & Acquisitions webcast originally held on Tuesday, May 20th covers accounting, financial reporting and valuation considerations in connection with the acquisition of a business. The webcast features Beth Paul, PwC Strategic Thought Leader, Ravi Rao, National Office SEC Services Partner, and Dimitri Drone and Matt Sabatini, both Partners in our Transaction Services group. Watch a replay or participate in the on demand (CPE-eligible) version of this webcast.

  • Assembling value: First-quarter 2014 industrial manufacturing industry mergers and acquisitions analysis

    4/28/14 | Industrial products

    Industrial manufacturing mergers and acquisitions activity rose in the second half of the year, with oil and gas end-markets driving deals in the industrial machinery sector. Deal strategies are expected to shift to growth-oriented transactions in 2014.

  • Chemical compounds: First-quarter 2014 chemical industry mergers and acquisitions analysis

    4/28/14 | Industrial products

    Chemical industry mergers and acquisitions increased in advanced economies, with shale gas opportunities playing a major factor in the United States. Chemicals industry companies are pursuing a variety of deal strategies, including joint ventures, spin-offs, and complete divestitures.

  • Mission control: First-quarter 2014 aerospace and defense industry mergers and acquisitions analysis

    4/28/14 | Aerospace & defense

    Deal activity in the aerospace and defense (A&D) industry was off to a slow start in 2014. While aerospace-focused deals are expected to continue at high valuations, the defense mergers & acquisitions (M&A) market remains sluggish. Unless long-term defense priorities become clearer, a sustained increase in the overall pace of A&D M&A is unlikely.

  • Engineering growth: First-quarter 2014 engineering & construction industry mergers and acquisitions analysis

    4/28/14 | Industrial products

    Large deals continue to drive engineering and construction industry mergers and acquisitions, especially in the oil, gas, and petrochemical sectors. Risk aversion is impacting deal activity in emerging markets.

  • Specialty third-party logistics providers: A busy market for transactions in 2014

    4/23/14 | Transaction services

    The number of logistic transactions is on the rise and private equity and industry players continue to look for strategic purchases, particularly of specialty 3PL providers. Third-party logistics providers are becoming increasingly indispensable due to their high level of customization, service quality, or service accuracy. Because of the number of well-capitalized players and the need for this operational intelligence and sophisticated capabilities, we expect this momentum of deals to continue.

  • M&A snapshot
    Cross-border acquisitions - Navigating SEC reporting requirements (M&A snapshot)

    4/7/14 | Assurance services

    This is the second in our series focused on navigating the waters of a cross-border acquisition. The series looks at various aspects along the deal continuum, including pre-acquisition due diligence and strategies, financial reporting requirements, tax implications, and post-acquisition considerations. This edition provides insights on SEC and other financial reporting requirements that may apply in a cross-border acquisition.

  • PwC’s Q1 IPO Watch Finds IPOs Continue to Dominate the Capital Markets as Activity More than Doubles Compared to Q1 2013

    4/2/14 | Transaction services

    The robust market for initial public offerings (IPOs) continued in the first quarter of 2014, and momentum is expected to remain strong into the second quarter, according to IPO Watch, a quarterly survey of IPOs listed on U.S. stock exchanges by PwC US.

  • Acquiring Innovation: Strategic deal-making to create value through M&A

    4/2/14 | Transaction services

    M&A in pursuit of innovation is a high-potential source of growth. That's what we learned in a survey of tech companies, where 76 percent of innovation-focused acquisitions met or exceeded expectations. Led by the right inorganic growth strategy and accompanied by a holistic approach to deal execution, business leaders in all industry sectors can apply key lessons learned from innovation-intensive industry sectors to their own business and accelerate growth. Read to explore the key success factors in acquiring innovation.

  • Game on: Private Equity Investment in Africa

    4/2/14 | Transaction services

    Over the past several years, interest in Africa as a destination for investment has been growing at a steady clip. Private equity was the first to make serious inroads into this heterogeneous continent of 54 countries. More recently, multinational corporations and a variety of other investors have entered the fray.

  • M&A Integration: Looking beyond the here and now. PwC’s 2014 M&A Integration Survey Report

    4/1/14 | Transaction services

    In 2008 and 2011, our tri-annual M&A Integration survey reports underscored the need for early planning and an accelerated transition as critical factors for successful integration.
    This 2014 survey report confirms these factors remain in today’s deals, and offers additional insights – showing that while early planning and rapid transition remain important, the commitment to integration completion over the long-term can be the deciding factor for deal success.

  • Private company accounting alternatives on goodwill (Observations from the front lines)

    3/25/14 | US Capital Markets and Accounting Advisory Services

    Recently the FASB issued an Accounting Standards Update to permit private companies to amortize goodwill acquired in a business combination, and to apply a simplified goodwill impairment model. This change is intended to help reduce reporting complexity for private companies; however, private companies should carefully consider this alternative, especially for those considering an initial public offering.

  • US health services deals insights: analysis and trends in US health services activity 2013 and 2014 outlook

    3/24/14 | Transaction services

    In 2013, the most notable deal activity was in the hospital sector. While hospital deal volume was down, hospital deal value increased from $1.9 billion in 2012 to $18.6 billion in 2013.

  • M&A snapshot
    Cross-border acquisitions - Due diligence and pre-acquisition risk considerations (M&A snapshot)

    3/6/14 | Assurance services

    This is the first in a series focused on navigating the waters of a cross-border acquisition. This edition focuses on the pre-acquisition phase, including how GAAP differences can impact valuation and how a company can manage the financial risk exposure that arises from a cross-border acquisition.

  • Operational controllership: The quiet evolution

    2/20/14 | Transaction services

    Today the landscape is changing, as the operational controllership function is less about technical accounting and financial reporting support (handled by specialist technical teams) and more about creating value for the company while managing risk. The operational controller roles across the companies have evolved into new focus areas, such as reducing legal entities or improving shared services or working proactively with deal and commercial teams—all designed to drive more simplifica­tion, standardization, cost savings or revenue growth.

  • Private Company Platforms – NYSE ACE Portal & NASDAQ Private Market (Observations from the front lines)

    2/13/14 | US Capital Markets and Accounting Advisory Services

    The broadening of private company securities sales has helped drive the development of two new offerings from the NYSE and NASDAQ OMX. Both solutions, although different in approach and focus, are designed to provide a platform and market structure for private companies to manage and conduct the sale of private company securities.

  • 2013 US Capital Markets watch - analysis and trends

    2/12/14 | Transaction services

    Welcome to PwC’s inaugural 2013 US Capital Markets Watch. Reflecting the integrated nature of capital markets, we have broadened the discussion beyond Initial Public Offerings (IPOs) to include the equity follow-on market, the convertible market, debt markets, and spin-offs.

  • Being prepared in a hot IPO market (Observations from the front lines)

    1/23/14 | US Capital Markets and Accounting Advisory Services

    Strong demand for IPOs continued in the fourth quarter of 2013, capping a robust year for the capital markets and setting the stage for continued growth in 2014. The window for raising capital in a robust IPO market tends to open with bursts of popularity then close quickly. This requires a constant state of readiness for the required IPO document that is filed with the Securities and Exchange Commission “SEC”. Don’t let unforeseen financial reporting items be the road block to accessing the IPO markets.

  • M&A snapshot
    We’re acquiring a company with significant in-process research and development (IPR&D) activities. What's next? (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.

  • M&A snapshot
    Financial risk management considerations in an acquisition (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.

  • M&A snapshot
    Don't let push-down accounting push you around (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.

  • M&A snapshot
    Did I buy a group of assets or a business? Why should I care? (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
    Market participants: how their views impact your values (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.

  • M&A snapshot
    Noncontrolling interests -- why minority shareholder rights matter (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
    Carve-out Financial Statements--A challenging process (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
    The Consolidation Standard--determining who consolidates is just the beginning (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
    Accounting for contingent consideration - Don't let earnouts lead to earnings surprises (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
    Acquired assets not intended to be used: You may need to record them, even if you don't use them! (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
    Accounting for partial acquisitions and disposals - it's not so simple! (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
    Doing a deal? Be careful about employee compensation decisions (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
    Even your tax rate will change (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
    Deal or no deal: Why you should care about the new M&A standards (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
    Goodwill impairment testing: What's old is new again (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
    How timing your transactions in light of the new standards will impact your business and communication with stakeholders (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.