Question
Acquisition of Cats Rule: On January 1, 2019, Buddy Dog Food Company acquired Cats Rule Food Company for $3,000,000 cash and 2,500,000 shares of Buddy,
Acquisition of Cats Rule: On January 1, 2019, Buddy Dog Food Company acquired Cats Rule Food Company for $3,000,000 cash and 2,500,000 shares of Buddy, $5 par common stock which had a fair value of $12 per share on 1/1/19. These amounts were paid to acquire all of the shares of Cats Rule Food Company. Buddy immediately delisted those shares and decided to treat the acquisition as a merger.
Buddy also has agreed to pay the stockholders additional compensation based upon the realized Cats Rule EBITDA over the first 3 years that Buddy owns Cats Rule. The compensation will be 10% of the excess of the 3-year cumulative EBITDA over $2,000,000. A discount rate of 10% is reasonable. The probability distribution that Buddy has estimated for Cats Rule’s cumulative EBITDA is:
3 year Cumulative EBITDA | Probability |
$1,000,000 | .3 |
$2,100,000 | .2 |
$3,000,000 | .4 |
$5,000,000 | .1 |
Other information about the acquisition: The 1/1/19 Buddy’s balance sheet before the acquisition is recorded and Cats Rule balance sheet and related booked asset and liability fair values are below:
Buddy - Book Values | |
Cash | $7,000,000 |
Inventory | 1,000,000 |
Plant & Equipment | 20,000,000 |
Trademarks | |
Goodwill | 8,000,000 |
Total Assets | 36,000,000 |
Current Liabilities | 500,000 |
Bonds Payable | 10,000,000 |
Common Stock | 5,000,000 |
Additional Paid In Capital | 14,000,000 |
Retained Earnings | 6,500,000 |
36,000,000 |
As the Buddy accountant in charge of accounting for the acquisition, you discover the following:
- In-process Research and Development’s fair value is $700,000
- The estimated decrease in cost due to duplicate distribution processes is $500,000 to be realized in the first two years of the combined company.
- Customer contracts and relationships are valued at $1,000,000Cats Rule has an office lease that is below market rate, it is estimated to be valued at $30,000 and Buddy will continue to use the space.
- On 1/1/19, Cats Rule’s bond payable has a $8,000,000 face. It pays 6% annually and has 10 years left until it matures. At 1/1/19, such bonds sell to yield 2%.
Required:
a. Compute the bond’s fair value at 1/1/19. Show all of your work.
b. Show in detail how your computed goodwill or bargain purchase gain as applicable. Label well all of your work.
c. Prepare the entry that Buddy will make on its books to record the acquisition of Cat’s Rule.
d. Prepare the Buddy balance sheet immediately after the acquisition has been recorded, on 1/1/19.5. Assume that you discover on 5/1/19 a lawsuit that had been filed on 12/15/18 about a product safety issue with Cats Rule chews. The estimated liability of the lawsuit is $400,000. Prepare the adjusting entry related to this discovery.
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