This article discusses the different methods of acquisition that Hamilton Ltd can use to access the patented technology of Orange Ltd. It explores mergers, consolidations, and asset acquisitions, providing an overview of each method and its implications.
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ADVANCED FINANCIAL ACCOUNTING2 Question 1: Memorandum: Date:July 12, 2019 To:B From:A Subject:different methods of acquisition Aim of the memo: The main aim of this memo is to list downthe ways through which Hamilton Ltd would be able to use the patented technology of Orange Ltd. Introduction: The company Hamilton Ltd wants to use the patented technology of Orange Ltd. Though the company Hamilton limited could go for the acquisition of 35% shares of Orange limited but still it would not give Hamilton an entire control over the assets of the company. Hence, we would recommend the acquisition of 80% shares of Orange limited. Also, the company has the following options available: Options available: Mergers and acquisitions take place when the business combines with another company for the purposes of achieving the objectives of the company. In this case, the company goes onto purchase the assets, liabilities, the business segments or the subsidiaries of another company. When there is a merger, thenthe company purchases another company in its entirety. In both of the cases, there is a union of the businesses. The following are the steps that are followed in it:
ADVANCED FINANCIAL ACCOUNTING3 A business combinationcan be identified. The main aim of it is to achieve some synergy. In this case, the acquirer is able to assume some control over the acquiree. There are many strategies that are available with the business such as the legal, taxation or other businesses that could be used for the purposes of structuring the deal of mergerand acquisition.Whenitcomesto theanalysisof themergerand acquisitions, the most common method which is followed is the acquisition method in which the company which is being acquired is called the acquirer. In this case, the acquirer assumes the control over the assets and the liabilities along with some of the other business pieces. The second step is that of the identification of the acquirer. In this, the acquirer is the company that takes control over the acquire. The third step is the measurement of the cost of the transaction. It comprises of the fair values as on the date of the acquisition. This fair value is of the assets, liabilities that have either been assumed or have been incurred and of the equity instruments that have been issued by the acquirer along with the costs that are directly connected with the business combinations. The date of the acquisition is the date on which the company which is acquiring takes over the company which is being acquired. All of the assets and the liabilities are then reported at their respective fair values as on the date of the acquisition. Then there is an allocation of the cost of the business combination. There is an allocation of the costs of the business combination by the way of recognising all of the assets, liabilities and the contingent liabilities of the acquire. The assets and the liabilities would be recorded if they satisfy the criteria for recognising the fair values as on stated date (Corporate finance institute, 2019).
ADVANCED FINANCIAL ACCOUNTING4 Accounting for goodwill. Goodwill is the difference between the cost of consideration and the fair value of all of the assets and the same would be reported in the financial statements under the head of “Intangible Assets”. The second method is the one ofconsolidationin which the company acquires another company and takes over about more than 50% of its share capital. The holding company would assume at least 50.1% of the shares or the voting rights of the subsidiary (Bragg, 2019). In this, the balances of the subsidiary are combined in with the balances in the financial statement of the parent company and the books or the financial statements of both of the companies are reported as one (AASB, 2019). It would be better if the company Hamilton limited goes for the acquisition of 80% shares of Orange limited. The third method is theasset acquisition. In this, all of the identifiable assets and the liabilities of the seller are sole to the acquirer. The acquirer is able to choose the assets and the liabilities that it wants to purchase. This way, it can leave out the assets and the liabilities in respect of which it does not want to assume responsibility. In this, there is an agreement which is entered into between both of the companies that would list down or describe and assign the values to each one of the assets and the liabilities. This includes each and every asset ranging from the office supplies to goodwill. The determination of the fair value of each asset involves complex and expensive accounting. These tedious valuations are costly and the taxes transferred have to be paid on each asset (Macabacus, 2019). Then there are mergers wherein one company merges with another. These companies offer the same products or the services and hence, they are able to take an advantage of the synergies for each other. They are competitors in the same industry. The synergy of this sort of the merger would dissolve in the competition and this would help the other company in acquiringamarketshare,generateprofitsandmorerevenue.Therewouldbemore
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ADVANCED FINANCIAL ACCOUNTING5 economies of scale due to an increase in the size and also would lead to a reduction in the average cost of production (Legislation, 2019). Conclusion:The Company Hamilton Ltd could go for the purchase of 80% shares of Orange Ltd since that would mean all of its liabilities and assets could be used by it. This would give an unlimited access to all of the resources of Orange Ltd. Question 2: The following are the 2 accounting standards: AASB 5 Non-current Assets Held for Sale and Discontinued Operations:this standard is important since there are many noncurrent assets held by the company that it wants to sell and this accounting standard specifies the accounting treatment of the same. The results from the discontinued operations have to be reported separately in the financial statements and hence, the disclosure requirements for the same are also different (AASB, 2019). AASB8OperatingSegments:thisaccountingstandardisimportantsincethe company should have a different accounting treatment for the segments that generates revenue for it. These operating segments of the company are treated differently in the financial statements (AASB, 2019). The following are the 4 activities: The assets that are held for sale The impact of the discontinued operations on the financial statements The accounting treatment of the operating segments The disclosure requirements for the above
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ADVANCED FINANCIAL ACCOUNTING7 References: AASB10-ConsolidatedFinancialStatements-July2015.(2019).Retrievedfrom https://www.legislation.gov.au/Details/F2018C00317 Bragg,S.,&Bragg,S.(2019).Consolidationaccounting.Retrievedfrom https://www.accountingtools.com/articles/how-does-consolidation-accounting- work.html Consolidationoffinancialstatements.(2019).Retrievedfrom https://www.aasb.gov.au/admin/file/content105/c9/AASB3_08-15.pdf Purchase Accounting - Analyst's Guide for Mergers & Acquisitions. (2019). Retrieved from https://corporatefinanceinstitute.com/resources/ebooks/investment-banking/purchase- accounting-merger-acquisition/ Types of Acquisitions. (2019). Retrieved from http://macabacus.com/accounting/types-of- acquisitions Non-current Assets Held for Sale and Discontinued Operations. (2019). Retrieved from https://www.aasb.gov.au/admin/file/content105/c9/AASB5_08-15.pdf OperatingSegments.(2019).Retrievedfrom https://www.aasb.gov.au/admin/file/content105/c9/AASB8_08-15_COMPnov15_01- 16.pdf