Purchase Price Allocation: Valuation Challenges During Due Diligence

Overcoming Critical Issues Arising in Business Stock and Asset Sales

Recording of a 110-minute CPE webinar with Q&A


Conducted on Wednesday, December 21, 2011

Recorded event now available

or call 1-800-926-7926
Program Materials

This teleconference will provide valuation and tax advisors with a detailed, analytical approach to complex valuation decisions that frequently confront advisors planning purchase price allocation matters during the M&A due diligence phase.

Description

Conducting purchase price allocation (PPA) analysis during the due diligence phase is a critical valuation activity in business asset and stock acquisitions. Valuation and tax advisors, and their corporate clients, can benefit from a detailed exploration of commonly faced situations with fair value and goodwill.

In exploring how purchase price will be assigned to an acquiree's tangible and intangible assets, practitioners must navigate various accounting standards, including ASC 805/FAS 141R (business combinations), ASC 350/FAS 142 (goodwill), and ASC/FAS 109 (NOLs).

Proper valuation of tangible and intangible assets and stock, treatment of goodwill and valuation allowances, and handling of taxes and deferred tax assets, given evolution in acquisition structures, is a demanding activity forcing professionals to meet standards and make subjective decisions.

Listen as our panel of veteran advisors presents practical valuation scenarios that arise during asset and stock sale due diligence and explores alternative solutions.

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Outline

  1. Brief review of fundamental concepts
    1. Fundamentals of purchase price allocations
      1. Determining purchase price and total asset base
      2. Identifying intangible assets
      3. Choosing valuation approach
      4. Handling goodwill
      5. Valuation allowance and deferred tax asset issues
    2. Applicable accounting standards
      1. ASC 805/FAS 141R (business combinations)
      2. ASC 350/FAS 142 (goodwill and other intangible assets)
      3. ASC 740/FAS 109 (accounting for income taxes, deferred tax assets)
  2. Detailed presentation of valuation issues during due diligence
    1. Exploring relevant facts, alternative approaches

Benefits

The panel will drill into complex situations within the context of:

  • Purchase price allocation fundamental concepts.
  • Applicable accounting standards.
  • Recognition and management of tax issues.

Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.

Faculty

Brian Jones
Brian Jones

Financial Reporting Practice Leader
Kotzin Valuation Partners

He works on valuations and financial analyses involving financial reporting, tax planning, fairness and solvency...  |  Read More

Michael Hauser
Michael Hauser

Shareholder
Maddin Hauser Wartell Roth & Heller

He works with clients on various aspects of taxation and transactional issues, particularly in regard to tax planning...  |  Read More

Steve Hastings
Steve Hastings

Principal
ValueScope

He has extensive experience in business financings including due diligence and tax advisory services, strategic...  |  Read More

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