Established businesses often have many different types of inputs, processes, and outputs, whereas new businesses often have few inputs and processes and Detailed analysis can be necessary to determine the scope of the accounting guidance as well the entity that is subject to its requirements. Some examples include accounting and financial reporting for common control (or "put-together") transactions, assessing the necessity for push-down accounting and distinguishing between equity and cost method investments. Company A acquires Company B in a business combination accounted for under ASC 805. In general, Company A should classify the cash outflow based on what is likely to be the predominant use of cash. Duration of the patent right or license of the product, b. Redundancy of a similar medication/device due to changes in market preferences, c. Unfavorable court decisions on claims related to product liability or patent ownership, d. Regulatory decisions over patent rights or licenses, e. Development of new drugs treating the same disease, f. Changes in the environment that make the product ineffective (e.g., a mutation in the virus that is causing a disease, which renders it stronger), g. Changes or anticipated changes in participation rates or reimbursement policies of insurance companies, h. Changes in government reimbursement or policies (e.g., Medicare, Medicaid) for drugs and other medical products. The patent would be accounted for under ASC 350-30-25 and treated as a single intangible asset or grouped with other intangible assets associated with the currently marketed product and would be amortized over a finite life. Add paragraphs 805-20-15-2 through 15-4, and the new Subsection title, The definition of a business affects many areas of accounting including acquisitions, disposals, goodwill, and consolidation. The intellectual property acquired by Company A does not represent IPR&D. Company A should perform the screen test and consider whether substantially all of the purchase price is concentrated in a single identifiable asset. Question: How should Company B account for the acquired IPR&D? Highlights of the Update FASB Issues PCC Alternative for Identifiable Intangible Assets in a Business Combination 2 of 13 2. Further, to be capable of this, a business must have, at a minimum, an input and a substantive process that together significantly contribute to the ability to create an output. © 2017 - Sat Dec 26 22:28:03 UTC 2020 PwC. Overview. Our knowledge can help you develop strategies to withstand regulatory scrutiny, anticipate potential areas of focus in filings and meet constantly evolving expectations for clear and transparent financial reporting. The amendments in this Update make the guidance in Updates 2014-02, 2014-03, 2014-07, and 2014-18 effective immediately by removing their effective dates. When making the unit of account determination, companies may consider, among other things, the following factors: Company A acquired Company B, which is accounted for as an acquisition of a business under ASC 805. Risks associated with the further development of the related IPR&D project; Amount and timing of benefits expected to be derived from the developed asset, Expected economic life of the developed asset, Whether there is an intent to manage advertising and selling costs for the developed asset separately or on a combined basis, Once completed, whether the product would be transferred as a single asset or multiple assets. Many stakeholders provided feedback that the definition of a business in Topic 805, Business Combinations, is applied too … Once the associated R&D efforts are completed, the carrying value of the acquired IPR&D is reclassified as a finite-lived asset and amortized over its useful life. Non-public business entities who have not yet adopted this guidance must make an assessment under the previous guidance. 'result' : 'results'}}. PwC Not-for-profit entities – mergers and acquisitions • Provides guidance for - Combinations of two or more NPOs - NPO acquisitions of for-profit organizations - Noncontrolling interests (minority interests) - Goodwill - Intangible assets • Codified in ASC 958-805 In IFRS, the guidance related to accounting for business combinations is included in IFRS 3, Business Combinations. If Company A expects to utilize the technology to support the commercialization process or to manufacture goods, the presumption is that amortization would be recorded as part of cost of goods sold. If enabling technology meets the criteria for recognition as an intangible asset, it could be a separate unit of account if it does not share the useful life, growth, risk, and profitability of the products in which it is used. Start adding content to your list by clicking on the star icon included in each card. Each member firm is a separate legal entity. US Pharmaceutical & Life Sciences Assurance Leader, PwC US. Company A acquires Company B, a small pharma company, in a transaction accounted for as an acquisition of a business under ASC 805. FASB ASC Topic 805, Business Combinations, is a specialized accounting area that has evolved over the years and continues to be the subject of simplification initiatives by FASB. Based on the fact that none of the acquired compounds are similar, and two of the compounds are the predominant assets acquired, the screen test is likely not met and a full assessment must be performed. Rather than merely describing these standards, we endeavor to explain Given that the nature of this cash flow has aspects of more than one class of cash flows as well as the lack of authoritative guidance in this area, we believe that classification in either operating or investing is acceptable. As a result, all of the consideration will be allocated to the IPR&D project. Company A pays Company B a $3 million non-refundable fee to license Company B’s know-how and technology related to a compound in the research stage. under common control is outside the scope of the business combinations guidance in ASC 805-10,1 ASC 805-20, and ASC 805-30 and is addressed in the “Transactions Between Entities Under Common Control“ subsections of ASC 805-50. 2014-18, Business Combinations (Topic 805): Accounting for Identifiable Intangible Assets in a Business Combination (consensuses of the Private Company Council [PCC]), which simplify the subsequent accounting for goodwill and the accounting for certain identifiable intangible assets in a business combinat ion.