Private Companies and Financial Reporting

Private companies:  Consider these financial reporting shortcuts

private publicFor years, private companies and their stakeholders have complained that the Financial Accounting Standards Board (FASB) catered too much to large, public companies and ignored the needs of smaller, privately held organizations that have less complex financial reporting issues. In other words, they’ve said that U.S. Generally Accepted Accounting Principles (GAAP) are too complicated for them. The FASB answered these complaints by approving the establishment of the Private Company Council (PCC), a new body to improve the process of setting accounting standards for private companies.  The PCC advises the FASB on appropriate accounting treatment for private companies.  Under PCC’s advice the FASB has issued some Accounting Standards Updates (ASUs) that apply exclusively to private companies.

“Little GAAP”
Currently there are four ASUs that apply only to private companies:

  1. ASU No. 2014-02, Intangibles — Goodwill and Other (Topic 350): Accounting for Goodwill. Under this alternative, private companies may elect to amortize goodwill on their balance sheets over a period not to exceed 10 years, replacing the requirement to test for impairment annually with a requirement to test when a triggering event occurs that indicates the asset may be impaired.
  2. ASU No. 2014-03, Derivatives and Hedging (Topic 815): Accounting for Certain Receive-Variable, Pay-Fixed Interest Rate Swaps — Simplified Hedge Accounting Approach. This alternative provides entities with a practical expedient to qualify for cash flow hedge accounting treatment when they use vanilla interest rate swaps to convert variable-rate borrowings into fixed-rate borrowings.
  3. ASU No. 2014-07, Consolidation (Topic 810): Applying Variable Interest Entities Guidance to Common Control Leasing Arrangements. This allows a lessee to elect an alternative not to apply VIE guidance to a lessor entity under certain circumstances.  It’s important to note that the FASB is currently considering expanding this alternative: In June 2017, the FASB issued a proposal that would expand the accounting alternative to include all private company common control arrangements if both are not public business entities.
  4. ASU No. 2014-18, Business Combinations (Topic 805): Accounting for Identifiable Intangible Assets in a Business Combination. This alternative exempts private companies from recognizing certain hard-to-value intangible assets — such as non-competes and certain customer-related intangibles — acquired in a business combination, separately from goodwill.  If elected, the guidance established with ASU 2014-02 must be adopted to amortize goodwill.

No effective dates or preferability assessments
After the FASB issued these alternatives, it updated the guidance to remove the effective dates. It also has exempted private companies from having to make a preferability assessment before adopting one of these accounting alternatives. Under the previous rules, a private company that wanted to adopt an accounting alternative after its effective date had to first assess whether the alternative was preferable to its accounting policy at that time.

Forgoing an initial preferability assessment allows private companies to adopt a private company accounting alternative when they experience a change in circumstances or management’s strategic plan. It also allows private companies that were unaware of an accounting alternative to adopt the alternative without having to bear the cost of justifying preferability.

Right for you?
Simplified reporting sounds like a smart idea, but regulators, lenders and other stakeholders may require a private company to continue to apply traditional accounting models, especially if the company is large enough to consider going public or may merge with a public company. We can help private companies weigh the pros and cons of electing these alternatives. To learn more, contact George Pickard, CPA, MSA, Ciuni & Panichi, Inc. Senior Manager at gpickard@cp-advisors.com or 216-831-7171.

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