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Valuation for Financial Reporting : Fair Value Measurements and ...

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62 <strong>Valuation</strong> <strong>for</strong> <strong>Financial</strong> <strong>Reporting</strong>the fair values of liabilities incurred by an acquiring entity. 3 This adjusted purchaseprice may be alternately defined as the sum of all cash <strong>and</strong> stock paid, debt incurred,<strong>and</strong> liabilities assumed. In this example, the enterprise purchase price is assumed to be$209,000,000 based on the following assumptions:Cash Paid * $150,000,000Liabilities Assumed **Current Liabilities *** 25,000,000Current Maturities of Long-Term Debt 4,000,000Long-Term Debt 30,000,000Adjusted Purchase Price $209,000,000*Including capitalized acquisition costs [will change under SFAS No. 141R]**Amounts stated at fair value***Excluding externally funded debtAs used here, the term adjusted purchase price equates to the total paid <strong>for</strong> all ofthe acquired company’s assets, <strong>and</strong> includes all payments <strong>and</strong> liabilities assumed. It isimportant to distinguish this measurement from the invested capital concept, which isdefined as the sum of debt <strong>and</strong> equity in an enterprise on a long-term basis, 4 shownhere as $184,000,000 ($209,000,000 $25,000,000).At this point, it is useful <strong>for</strong> the analyst to underst<strong>and</strong> the overall magnitude of theintangible assets. This can be easily achieved by subtracting from the adjusted purchaseprice (or total asset value) the estimated fair value of the current <strong>and</strong> tangible assets. Ananalysis of the company’s balance sheet <strong>and</strong> asset records as of the valuation date revealsthe recorded or carrying value of the assets is $67,500,000, which consists of:Cash $1,500,000Marketable Securities 4,000,000Accounts Receivable 17,000,000Inventory 12,000,000Prepaid Expenses 3,000,000L<strong>and</strong> <strong>and</strong> Building 10,000,000Machinery <strong>and</strong> Equipment 15,000,000Organization Costs <strong>and</strong> Other Intangibles 5,000,000Total Current <strong>and</strong> Tangible Assets $67,500,000The next step is to adjust recorded values to fair values, including final auditedamounts, if available. In reality, separate valuations may be undertaken of materialtangible assets. For example, a machinery <strong>and</strong> equipment analyst may be brought in toindependently value the fixed assets if it is determined that (1) the fixed assets arematerial, <strong>and</strong> (2) the book values do not represent fair value. Similarly, the fair valuesof receivables <strong>and</strong> other current assets may not be reflected by their carrying value <strong>and</strong>may require adjustment to fair value. For purposes of this analysis, it is assumed thatadjustments are required to certain asset accounts <strong>and</strong> that the fair values of cash,

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