368 Chapter 11 CONSOLIDATION THEORIES, PUSH-DOWN ACCOUNTING, AND CORPORATE JOINT VENTURES Answers to Questions 1 Parent company theory views consolidated financial statements from the viewpoint of the parent company and entity theory views consolidated financial statements from the viewpoint of the business entity under which all resources are controlled by a single management team. By contrast, contemporary theory sometimes reflects the parent company viewpoint and at other times it reflects the viewpoint of the business entity. A detailed comparison of these theories is presented in Exhibit 11-1 of the text. 2 Only contemporary theory is changed by current pronouncements of the Financial Accounting Standards Board. While such pronouncements can and do change the current accounting and reporting practices, they do not change the logic or the consistency of either parent company or entity theory. 3 The valuation of subsidiary assets on the basis of the price paid for the majority interest seems justified conceptually when substantially all of the subsidiary stock is acquired by the parent. But the conceptual support for this approach disappears when only a slim majority of subsidiary stock is acquired. In addition, the valuation of the minority interest based on the price paid by the parent company has practical limitations because minority interest does not represent equity ownership in the usual sense. The ability of minority stockholders to participate in
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1 Parent company theory views consolidated financial statements from the viewpoint of the parent company and entity theory views consolidated financial statements from the viewpoint of the business entity under which all resources are controlled by a single management team. By contrast, contemporary theory sometimes reflects the parent company viewpoint and at other times it reflects the viewpoint of the business entity. A detailed comparison of these theories is presented in Exhibit 11-1 of the text.
2 Only contemporary theory is changed by current pronouncements of the Financial Accounting Standards Board. While such pronouncements can and do change the current accounting and reporting practices, they do not change the logic or the consistency of either parent company or entity theory.
3 The valuation of subsidiary assets on the basis of the price paid for the majority interest seems justified conceptually when substantially all of the subsidiary stock is acquired by the parent. But the conceptual support for this approach disappears when only a slim majority of subsidiary stock is acquired. In addition, the valuation of the minority interest based on the price paid by the parent company has practical limitations because minority interest does not represent equity ownership in the usual sense. The ability of minority stockholders to participate in management is limited and minority shares do not possess the usual marketability of equity securities.
4 Consolidated assets are equal to their fair values under entity theory only when the book values of parent company assets are equal to their fair values. Otherwise, consolidated assets are not equal to their fair values under either parent company or entity theories.
5 The valuation of the minority interest at book value might overstate the equity of minority shareholders because of the limited marketability of shares held by minority stockholders and because of the limited ability of minority stockholders to share in management through their voting rights. Valuation of
the minority interest at book value also overstates or understates the minority interest unless the subsidiary assets are recorded at their fair values.
6 Consolidated net income under parent company theory and income to the majority stockholders under entity theory should be the same. This is illustrated in Exhibit 11-5, which shows different income statement amounts for cost of sales, operating expenses, and income allocated to minority stockholders, but the same income to majority stockholders. Note that consolidated net income under parent company and contemporary theories reflects income to majority stockholders.
7 Income to the parent company stockholders under the equity method of accounting is the same as income to the controlling stockholders under entity theory. But income to controlling stockholders is not identified as consolidated net income as it would be under parent company or contemporary theories.
8 Consolidated income statement amounts under entity theory are the same as under contemporary theory when subsidiary investments are made at book value because contemporary theory follows entity theory in eliminating the effects of intercompany transactions from consolidated financial statements. But contemporary theory differs from entity theory in accounting for differences between investment cost and book value acquired.
9 Contemporary theory corresponds to entity theory in matters relating to unrealized and constructive gains and losses from intercompany transactions. In other words, unrealized and constructive gains and losses are allocated between majority and minority interests in the same manner under these two theories.
10 Push-down accounting simplifies the consolidation process. The push-down adjustments are recorded in the subsidiary's separate books at the time of the business combination; thus, it is not necessary to allocate the unamortized cost-book value differentials in the consolidation working papers.
11 A joint venture is an entity that is owned, operated, and jointly controlled by a small group of investor-venturers to operate a business for the mutual benefit of the venturers. Some joint ventures are organized as corporations, while others are organized as partnerships or undivided interests. Each venturer typically participates in important decisions of a joint venture irrespective of ownership percentage.
12 Investors in corporate joint ventures use the equity method of accounting and reporting for their investment earnings and investment balances as
370Chapter 11
required by APB Opinion No. 18. The cost method would be used only if the investor could not exercise significant influence over the corporate joint venture.
Alternatively, investors in unincorporated joint ventures use the equity method of accounting and reporting as explained in Interpretation No. 2 of APB Opinion No. 18 or proportional consolidation for undivided interests specified as a special industry practice.
Total value of Smith implied by purchase price ($720,000/.8) $900,000Minority interest percentage 20%Minority interest $180,000
2 a Only the parent's percentage of unrealized profits from upstream sales is eliminated under parent company theory.
3 b
Subsidiary's income of $200,000 x 10% minority interest $ 20,000Less: Patent amortization ($70,000/10 years x 10%) (700)Minority interest expense $ 19,300
4 a
Implied fair value - $840,000 = patents at acquisition
Book value of 100% of identifiable net assets $840,000Add: Patents at acquisition ($54,000/90%) 60,000Total implied value 900,000Percent acquired 80%Purchase price under entity theory $720,000
5 b
Purchase price - ($840,000 x 80%) = patents at acquisition
Book value $840,000 x 80% = underlying equity $672,000Add: Patents at acquisition ($54,000/90%) 60,000Purchase price (contemporary theory) $732,000
372Chapter 11
Solution E11-4
1 Goodwill
Parent company theoryCost of investment in Staff $500,000Fair value acquired ($400,000 x 80%) 320,000Goodwill $180,000
Entity theoryImplied value based on purchase price ($500,000/.8) $625,000Fair value of Staff's net assets 400,000Goodwill $225,000
2 Minority interest
Parent company theoryBook value of Staff's net assets $260,000Minority interest percentage 20%Minority interest $ 52,000
Combined separate incomes of Palumbo and Seal $800,000Less: Palumbo's share of unrealized profits from upstream inventory sales ($30,000 x 80%) (24,000)Less: Minority interest expense ($300,000 x 20%) (60,000)Consolidated net income $716,000
2 Entity theory
Combined separate incomes $800,000Less: Unrealized profits from upstream sales (30,000)Total consolidated income $770,000
Income allocated to majority stockholders ($500,000 + [$270,000 x 80%]) $716,000
Income allocated to minority stockholders ($300,000 - $30,000) x 20% $ 54,000
Solution E11-8 Parent Contemporary Company Entity Theory Theory Theory
Combined separate incomes $180,000 $180,000 $180,000
Less: Unrealized inventory profits
from downstream sales ($60,000 - $30,000) x 50% (15,000) (15,000) (15,000)
Less: Unrealized profit on upstream sale of land ($96,000 - $70,000) x 100% (26,000) (26,000) ($96,000 - $70,000) x 80% (20,800)
Less: Minority interest expense ($60,000 - $26,000) x 20% (6,800) $60,000 x 20% (12,000) Consolidated net income $132,200 $132,200
Equipment $ 180,000Other liabilities 90,000Push down equity 1,700,000
To record revaluation of 90% of the net assets and elimination of retained earnings as a result of a business combination with Pioneer Corporation. Push down equity = ($600,000 fair value-book value differential x 90%) + $360,000 goodwill + $800,000 retained earnings.
Equipment-net $ 200,000Other liabilities 100,000Push down equity 1,800,000
To record revaluation of 100% of the net assets and elimination of retained earnings as a result of a business combination with Pioneer. Push down equity = $600,000 fair value-book value differential + $400,000 goodwill + $800,000 retained earnings.
Solution E11-10
Each of the investments should be accounted for by the equity method as a one-line consolidation because the joint venture agreement requires consent of each venturer for important decisions. Thus, each venturer is able to exercise significant influence over its joint venture investment irrespective of ownership interest.
The 40 percent venturer:
Income from Sun-Belt ($500,000 x 40%) $ 200,000Investment in Sun-Belt ($8,500,000 x 40%) $3,400,000
The 15 percent venturer
Income from Sun-Belt ($500,000 x 15%) $ 75,000Investment in Sun-Belt ($8,500,000 x 15%) $1,275,000
Capital stock 1,000,000 1,000,000Retained earnings 900,000 900,000Minority interestd 188,000 Total stockholders' equity 1,900,000 2,088,000 Total liabilities and
stockholders' equity $2,864,000 $2,892,000
a Parent company theory: Combined plant assets of $1,950,000 + ($80,000 x 3/5 undepreciated excess)Entity theory: Combined plant assets of $1,950,000 + ($100,000 x 3/5 undepreciated excess)
b Parent company theory: $80,000 patents - $16,000 amortizationEntity theory: $100,000 patents - $20,000 amortization
c Parent company theory: Minority interest equals Scone's equity of $800,000 x 20%
d Entity theory: [Scone's equity of $800,000 + ($60,000 undepreciated plant assets + $80,000 unamortized patents)] x 20%
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Solution P11-2
Preliminary computationImplied value of Pisces based on purchase price ($160,000/.8) $200,000Book value 170,000Excess to undervalued equipment $ 30,000
1 Pisces Corporation and SubsidiaryConsolidated Income Statement
Allocation of income to: Minority interestb $ 4,100 Majority interest $ 56,400
a$75,000 depreciation - $500 piecemeal recognition of gain on equipment through depreciation + ($30,000 excess 6 years) excess depreciationb($30,000 reported income - $5,000 unrealized gain on equipment + $500 piecemeal recognition of gain on equipment - $5,000 excess depreciation)x 20% interest
2 Pisces Corporation and SubsidiaryConsolidated Balance Sheet
Parent company theory1a Income from Sign for 2003 ($90,000 x 70%) $ 63,000
1b Goodwill at December 31, 2003 $ 70,000($595,000 cost- $525,000 fair value)
1c Consolidated net income for 2003
Palace's separate income $300,000Add: Income from Sign 63,000 $363,000
1d Minority interest income for 2003
Net income of Sign of $90,000 x 30% $ 27,000
1e Minority interest December 31, 2003
Sign's stockholders' equity $790,000 x 30% $237,000
Entity theory
2a Income from Sign for 2003 ($90,000 x 70%) $ 63,000
2b Goodwill at December 31, 2003
Imputed value ($595,000/70%) $850,000Fair value of Sign's net assets 750,000Goodwill $100,000
2c Total consolidated income for 2003
Income to majority stockholders ($300,000 + $63,000) $363,000Add: Minority interest income ($90,000 x 30%) 27,000Total consolidated income $390,000
2d Minority interest income (computed in 2c above) $ 27,000
2e Minority interest at December 31, 2003
(Book equity $790,000 + $100,000 goodwill) x 30% $267,000
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Solution P11-4
Preliminary computationsParent company theoryInvestment in Smedley $224,000Fair value of 80% interest acquired ($240,000 x 80%) 192,000Goodwill $ 32,000
Entity TheoryImplied value of Smedley ($224,000/.8) $280,000Fair value of net assets 240,000Goodwill $ 40,000
Pierre used an incomplete equity method in accounting for its investment in Smedley. It ignored the intercompany upstream sales of inventory. Income from Smedley on an equity basis would be:Share of Smedley’s income ($50,000 x .8) $ 40,000Less: Unrealized profits in ending inventory from
upstream sale ($8,000 x 50% x 80%) (3,200)Income from Smedley $ 36,800
Pierre Corporation and SubsidiaryComparative Consolidated Income Statements
for the year ended December 31, 2004 Contem- Parent porary Company Entity Theory Theory Theory
Sales $1,000,000 $1,000,000 $1,000,000Less: Cost of sales (575,000) (575,000) (575,000)
Gross profit 425,000 425,000 425,000
Expenses (200,000) (200,000) (200,000)
Less: Unrealized profit on upstream sale of inventory ($23,000 - $15,000) x 50% x 100% (4,000) (4,000) ($23,000 - $15,000) x 50% x 80% (3,200)Minority interest expense ($50,000 - $4,000) x 20% (9,200) $50,000 x 20% (10,000)
Consolidated net income $211,800 $211,800
Total consolidated income $221,000
Allocated to majority stockholders $211,800
Allocated to minority stockholders ($50,000 - $4,000) x 20% $ 9,200
Pierre Corporation and SubsidiaryComparative Statements of Retained Earnings
for the year ended December 31, 2004 Contem- Parent porary Company Entity Theory Theory Theory
Retained earnings December 31, 2003 $360,000 $360,000 $360,000Add: Consolidated net income 211,800 211,800Add: Net income to majority stockholders 211,800
571,800 571,800 571,800Less: Dividends to majority stockholders (120,000) (120,000) (120,000)
Retained earnings December 31, 2004 $451,800 $451,800 $451,800
Solution P11-4 (continued)
Pierre Corporation and SubsidiaryComparative Consolidated Balance Sheets
at December 31, 2004
Contem- Parent porary Company Entity Theory Theory Theory
Stockholders' equityCapital stock 300,000 300,000Retained earnings 194,000 194,000Minority interest ($150,000 - $20,000) x 20% 26,000 ($150,000 + $50,000 - $20,000) x 20% 36,000 Total stockholders' equity 520,000 530,000
Total equities $640,000 $650,000
Supporting computations Contemporary Entity Theory Theory
Cost or imputed value $128,000 $160,000Book value of 80% 88,000Book value of 100% 110,000Goodwill $ 40,000 $ 50,000
Investment cost $128,000Add: 80% of retained earnings increase ($50,000 - $10,000) x 80% 32,000Less: 80% of $20,000 unrealized profits (16,000)Investment balance $144,000
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Solution P11-6 [AICPA adapted]
1 X carries its investment in Y on a cost basis. This is evidenced by the appearance of dividend revenue in X Company's income statement and by the absence of income from subsidiary.
2 X holds 1,400 shares of Y. X Company's percentage ownership is 70%, as determined by the relationship of X Company's dividend revenues and Y Company's dividends paid ($11,200/$16,000). Y has 2,000 outstanding shares ($200,000/$100) and X holds 70% of these, or 1,400 shares.
3 Y Company's retained earnings at acquisition were $100,000.
Imputed value of Y ($245,000 cost/70%) $350,000Less: Patents (applicable to 100%) (50,000)Book value and fair value of Y's identifiable net assets 300,000Less: Capital stock (200,000)Retained earnings $100,000
4 The nonrecurring loss is a constructive loss on the purchase of X bonds by Y Company.
Working paper entry:Mortgage bonds payable (5%) $100,000Loss on retirement of X bonds 3,000
X bonds owned $103,000
To eliminate intercompany bond investment and bonds payable and to recognize a loss on the constructive retirement of X bonds.
5 Intercompany sales X to Y are $240,000 computed as follows:
7 Adjustment to determine consolidated cost of goods sold:
Consolidated Cost of Goods Sold | Combined cost of goods sold $640,000 | $240,000 Intercompany purchasesUnrealized profit in | 5,000 Unrealized profit in beginning ending inventory 8,000 | inventory | 403,000 To balance $648,000 | $648,000Consolidated cost of | goods sold $403,000 |
Unrealized profit in ending inventory is equal to the combined less consolidated inventories ($130,000 - $122,000).
Unrealized profit in beginning inventory is plugged as follows: ($640,000 + $8,000) - ($240,000 + $403,000) = $5,000
8 Minority interest expense of $8,700 is computed as follows:
Net income of Y $34,000Less: Patent amortization ($50,000/10 years) 5,000Adjusted income of Y 29,000Minority interest percentage 30%Minority interest expense $ 8,700
9 Minority interest of $117,000 at the balance sheet date is computed:
Stockholders' equity of Y Company $360,000Add: Unamortized patents 30,000Equity of Y plus unamortized patents 390,000Minority interest percentage 30%Minority interest on balance sheet date $117,000
10 Consolidated retained earnings
Retained earnings of X end of year $200,000Add: X's share of increase in Y's retained earnings since acquisition ($160,000 - $100,000) x 70% 42,000Less: Unrealized profit in Y's ending inventory (8,000)Less: X's patent amortization since acquisition $20,000 x 70% (14,000)Less: Loss on constructive retirement of X's bonds (3,000)Consolidated retained earnings-end of year $217,000
Cash $ 30,000Accounts receivable-net 70,000Inventories 80,000 Total current assets $180,000
Land $ 75,000Buildings-net 150,000Equipment-net 75,000 Total plant assets 300,000
Goodwill 20,000 Total assets $500,000
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable $ 40,000Other liabilities 60,000 Total liabilities $100,000
Capital stock $200,000Push-down capital 200,000 Total stockholders' equity 400,000 Total liabilities and stockholders' equity $500,000
3 If Splash reports net income of $90,000 under the new push-down system for the calendar year 2004, Played's income from Splash will also be $90,000 under a one-line consolidation.
Preliminary computation:Cost of 80% interest in Sanue $3,000,000Book value acquired ($2,000,000 x 80%) 1,600,000 Excess cost over book value acquired $1,400,000Excess allocated to:Inventories $1,600,000 x 80% $1,280,000Equipment-net $(500,000) x 80% (400,000)Goodwill for the remainder 520,000 Excess cost over book value acquired $1,400,000
Equipment-net $ 400,000Push-down capital 2,600,000
2 Entity theory
Preliminary computation:Implied value of net assets ($3,000,000/.8) $3,750,000Book value of net assets 2,000,000 Total excess $1,750,000Excess allocated to:Inventories $1,600,000Equipment-net (500,000)Goodwill for remainder 650,000 Total excess $1,750,000