Question
On January 3, 2013, Persoff Corporation acquired all of the outstanding voting stock of Sea Cliff, Inc. in exchange for $6,000,000 in cash. Persoff elected
On January 3, 2013, Persoff Corporation acquired all of the outstanding voting stock of Sea Cliff, Inc. in exchange for $6,000,000 in cash. Persoff elected to exercise control over Sea Cliff as a wholly owned subsidiary with an independent accounting system. Both companies have December 31 fiscal year-ends. At the acquisition date, Sea Cliffs stockholders equity was $2,500,000 including retained earnings of $1,700,000. |
Persoff pursued the acquisition, in part, to utilize Sea Cliff s technology and computer software. These items had fair values that differed from their values on Sea Cliff s books as follows: |
Asset | Book Value | Fair Value | Remaining Useful Life | ||
Patented technology | $ | 140,000 | $ | 2,240,000 | 7 years |
Computer software | 60,000 | 1,260,000 | 12 years | ||
Sea Cliffs remaining identifiable assets and liabilities had acquisition-date book values that closely approximated fair values. Since acquisition, no assets have been impaired. During the next three years, Sea Cliff reported the following income and dividends: |
Net Income | Dividends | |||
2013 | $ | 900,000 | $ | 150,000 |
2014 | 940,000 | 150,000 | ||
2015 | 975,000 | 150,000 | ||
December 31, 2015, financial statements for each company appear below. Parentheses indicate credit balances. Dividends declared were paid in the same period. |
Persoff | Sea Cliff | ||||||||
Income Statement | |||||||||
Revenues | $ | (2,720,000 | ) | $ | (2,250,000 | ) | |||
Cost of goods sold | 1,350,000 | 870,000 | |||||||
Depreciation | 275,000 | 350,000 | |||||||
Amortization | 370,000 | 55,000 | |||||||
Equity earnings in Sea Cliff | (575,000 | ) | 0 | ||||||
Net income | $ | (1,300,000 | ) | $ | (975,000 | ) | |||
Statement of Retained Earnings | |||||||||
Retained earnings, 1/1 | $ | (7,470,000 | ) | $ | (3,240,000 | ) | |||
Net income (above) | (1,300,000 | ) | (975,000 | ) | |||||
Dividends declared | 600,000 | 150,000 | |||||||
Retained earnings, 12/31 | $ | (8,170,000 | ) | $ | (4,065,000 | ) | |||
Balance Sheet | |||||||||
Current assets | $ | 490,000 | $ | 375,000 | |||||
Investment in Sea Cliff | 7,165,000 | 0 | |||||||
Computer software | 300,000 | 45,000 | |||||||
Patented technology | 800,000 | 80,000 | |||||||
Goodwill | 100,000 | 0 | |||||||
Equipment | 1,835,000 | 4,500,000 | |||||||
Total assets | $ | 10,690,000 | $ | 5,000,000 | |||||
Liabilities | $ | (520,000 | ) | $ | (135,000 | ) | |||
Common stock | (2,000,000 | ) | (800,000 | ) | |||||
Retained earnings, 12/31 | (8,170,000 | ) | (4,065,000 | ) | |||||
Total liabilities and equity | $ | (10,690,000 | ) | $ | (5,000,000 | ) | |||
Note: Parentheses indicate a credit balance.
a. | Determine the fair value in excess of book value for Persoff's acquisition date investment in Sea Cliff.
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