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土豆牛腩 · 2020年09月15日

问一道题:NO.PZ201812100100000103

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问题如下:

John Thronen is an analyst in the research department of an international securities firm. He is preparing a research report on Topmaker, Inc., a publicly traded company that complies with IFRS.

On 1 January 2018, Topmaker invested $11 million in Blanca Co. debt securities (with a 5.0% stated coupon on par value, and interest payable each 31 December). The par value of the securities is $10 million, and the market interest rate in effect when the bonds were purchased was 4.0%. Topmaker designates the investment as amortized cost. As of 31 December 2018, the fair value of the securities is $12 million.

Blanca Co. wants to raise $40 million in capital by borrowing against its financial receivables. Blanca plans to create a special-purpose entity (SPE), invest $10 million in the SPE, have the SPE borrow $40 million, and then use the funds to purchase $50 million of receivables from Blanca. Blanca meets the definition of control and plans to consolidate the SPE. Blanca’s balance sheet is presented in Exhibit 1.

Also on 1 January 2018, Topmaker acquired a 15% equity interest with voting power in Rainer Co. for $300 million. Topmaker has representation on Rainer’s board of directors and participates in Rainer’s policymaking process. Thronen believes that Topmaker underestimated the goodwill and balance sheet value of its investment account in Rainer. To estimate these figures, Thronen gathers selected financial information for Rainer as of 31 December 2018 in Exhibit 2. The plant and equipment are depreciated on a straight-line basis and have 10 years of remaining life.

Thronen notes that, for fiscal year 2018, Rainer reported total revenue of $1,740 million and net income of $360 million, and paid dividends of

$220 million.

During 2018, Rainer sold $60 million in inventory to Topmaker for $80 million. In 2019, Topmaker resold the entire inventory to a third party.

Thronen is concerned about possible goodwill impairment resulting from expected changes in the industry effective at the end of 2019. He calculates the impairment loss based on the projected consolidated balance sheet data shown in Exhibit 3, assuming that the cash-generating unit and reporting unit of Topmaker are the same.

Finally, Topmaker announces its plan to increase its ownership interest in Rainer to 80% effective 1 January 2020. It will account for the investment in Rainer using the partial goodwill method. Thronen estimates that the fair market value of the Rainer’s shares on the expected date of exchange is $2 billion, with the identifiable assets valued at $1.5 billion.


Topmaker’s influence on Rainer’s business activities can be best described as:

选项:

A.

significant.

B.

controlling.

C.

shared control.

解释:

A is correct.

Topmaker’s representation on the Rainer board of directors and participation in Rainer’s policymaking process indicate significant influence. Significant influence is generally assumed when the percentage of ownership interest is between 20% and 50%. Topmaker’s representation on the board of directors and participation in the policymaking process, however, demonstrate significant influence despite its 15% equity interest.

解析:Topmaker在Rainer公司董事会有代表,而且能够参与到Rainer公司的经营决策中,说明Topmaker公司对Rainer公司有重大影响。虽然重大影响的典型持股比例是20%-50%,但是当持股比例和影响程度不一致时,以影响程度为准。

 Topmaker announces its plan to increase its ownership interest in Rainer to 80% effective 1 January 2020. 80%为什么没有控制啊?

1 个答案

王琛_品职助教 · 2020年09月16日

嗨,努力学习的PZer你好:


同学你好,

  • 根据题目的信息,现在 2019 年还没过完 (参考表格 3 的标题 “Estimated Year Ending 31 December 2019” )
  • 你引用的题目关键字也说了,只是计划 (announces its plan),并不是已经达成了 80%
  • 另外,80% 也不一定就是 control,题目说了买到 80% 以后用 partial goodwill method,我们知道这是 acquisition method,但是如果题目说了 80% 的持股比例,同时又说了 significant influence,就以 significant influence 为准

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虽然现在很辛苦,但努力过的感觉真的很好,加油!