acquisition method vs consolidation

Company A takes over B and possibly C and D as well. It takes judgment, and the judgment needs supporting evidence. If Company A buys a majority stake in B, the liabilities remain B's legal responsibility, but as A now owns B, they still have to be dealt with. (ii) Fair value method (as seen in consolidation workings). The equity method is accounting for investment when the parent company holds significant influence over the investee but not fully control. Equity method and proportionate consolidation method report the same equity. Acquiring B gives A access to the new field. In the purchase method, you value assets at their fair market value. Corporate Finance Institute: What Is Amalgamation? Making an acquisition of Company B without merging or consolidating has advantages, as it's a much simpler legal process. In a merger or a consolidation, for instance, Company A may offer to buy up shares from Company B's stockholders or to swap them for shares in the combined company. The reverse merger is a special case, involving a private company that has mixed thoughts about going public. defined as a contractual and statutory combination of two or more entities or things Worksheet Consolidation for a Step Acquisition (Acquisition Method): To continue the example, the amount in the Art Company’s 80 percent Investment in Zip account is updated for 2011: The worksheet for consolidating Art Company and Zip Company is Shown in Exhibit 4.12. The purchase price is too steep. Confusingly, both the acquisition and purchase methods may be referred to as "purchase accounting", but they're distinct approaches. Merger accounting journal entries in this method reported assets at their book value rather than their market value, which was often less. Unlike with the consolidation methodConsolidation MethodThe consolidation method is a type of investment accounting used for consolidating the financial statements of majority ownership investments. FASB still issues periodic updates and rules changes. Accountants using this method for business combinations simply pooled the assets and liabilities on the companies' balance sheets. The acquisition method of accounting is used when a company acquires another company through a merger, an acquisition, or a consolidation. IFRS 3 outlines the accounting when an acquirer obtains control of a business (e.g. Consolidation's business meaning is that Company A and Company B become a new corporation, named Company C. Amalgamation, merger, acquisition and consolidation all involve corporations combining their assets, but each means something different. They are capitalised at the date of acquisition by including them in the goodwill calculation. Goodwill had to be amortized over 20 years, which reduced the combined company's earnings. In 2007, the purchase method joined pooling of interests in the trash can of accounting history. ... Pre-acquisition profits are the reserves which exist in a subsidiary company at the date when it is acquired. Company A is in a different industry and B's board don't think it'll operate well in B's world. With this method, as the majority owner, Macy's would be required to include all of the revenues, expenses, tax liabilities, and profits of Saks on the income statement. In a business combination, an entity that obtains control of another entity … Wolters Kluwer: What Is the Difference Between Mergers, Acquisitions and Conversions? Eliminate Equity of Subsidiary 2. Corporate leaders and investors may prefer the status quo rather than putting themselves under the control of some new business entity. When deciding between a merger, acquisition or consolidation, Company A needs to think about not only Company B's assets but B's liabilities. The parent may own more than 50% but doesn’t have control due to the type of share they own. One can hardly come across any difference between the two. If Company A combines with Company B, it becomes accountable for all of B's assets and liabilities. Acquisition Method – Adjustments • After recording Investment in Subsidiaries, below adjustments are made during consolidation: 1. Acquisition can boost company A's profits in multiple ways: If the acquisition price is too high, the purchase isn't such a good deal. Amalgamating with B may give A access to new markets, new technologies or new clients. Say B is an IT company with some amazing patents Company A would love to possess. That makes it easier for everyone in the industry to earn a higher return on investment. Buying Company B and reducing production may increase prices for A's products. Examinable. Examinable. FASB based its decision on the same factors that made pooling of interests attractive to businesses: It presented a rosier view of the financial picture than what was realistic. Consolidation vs. Equity Method of Accounting. Proportionate Consolidation vs Equity Method: This method records the portion of ownership in the investment by recording the shares of assets, liabilities, incomes and expenses of the investment company in the financial records. Eliminating competition. The accounting for investments hinges on the amount of sway the investor holds with the investee. The consolidated method only goes into effect when a company has a majority (controlling) interest in the investment. In a consolidation or merger, for example, the successor or survivor company inherits the whole package: all of the original company's assets but all their liabilities too. His website is frasersherman.com. An asset acquisition allows Company A to pick and choose the assets it wants, which could be land, equipment or intellectual property. Executives in highly competitive cut-throat industries sometimes hope that consolidating will reduce price competition. The two companies merge, with the private company's shareholders becoming majority shareholders in the public company. Consolidation Method . The principles for both acquisition method and purchase method are the same. If instead, Company B rejects the offer, it may be for a variety of reasons: Company A can still take its case directly to the shareholders. PURCHASE METHOD POOLING OF INTERESTS METHOD; Book Value: Typically higher than pooling method. This method can only be used when the investor possesses effective control of a subsidiary which often assumes the investor owns at least 50.1%, in using the equity method there is no consolidation and elimination process. Ownership is determined by the percentage of shares held by the parent company, and that ownership stake must be at least 51%.reporting the equivalent equit… Acquisition Method vs Purchase Method. There are multiple types of mergers, acquisitions, consolidations and amalgamations. A stock acquisition doesn't require a shareholder vote, but A will have to offer enough to B's stockholders to collect the number of shares it wants. Copyright 2020 Leaf Group Ltd. / Leaf Group Media, All Rights Reserved. Selling stock in an initial public offering (IPO) is a good way to raise capital, but it can also dilute the owners' control of the business. 657q). The equity method and the proportional consolidation method are two types of accounting methods used when two companies are part of … The definition of a 644(e) and 15 U.S.C. Stockholders have a vested interest in what happens to the company they own shares in. In the acquisition method, the parent includes all the assets and liabilities of the subsidiary in its consolidated statement of financial position and the subsidiary's post-acquisition revenues and expenses in its consolidated statement of profit or loss on a line-by-line basis. Under the revised 2001 rules for the purchase method of accounting, FASB introduced new criteria for recognizing intangible assets. Many companies outsource this to experts. The purchase method of accounting doesn't worry about the assets and liabilities of the acquiring party, only the company being acquired. Rather than simply have Company A impose its corporate culture on B, the leaders put their heads together and come up with a new, superior culture and methods of operation. This is often quicker and cheaper than investing in its own R&D. What is the consolidation method? Company A takes over Company B without merging or consolidating. Company A expressly guarantees it will assume B's liabilities, or makes an implied guarantee. Reviewed by: Jayne Thompson, LL.B., LL.M. It may take a flock of accountants, analysts and appraisers to determine if A's offer for the assets is a good one. Purchase acquisition accounting is a method of recording a company's purchase of another company. For this purpose, a distinction is made between the acquisition of the business and the acquisition of an asset/group of assets. Acquisition method and purchase method are accounting processes which are almost the same in every aspect. This course begins with a discussion of the scope of ASC 805 and the differences between business combinations and asset acquisitions. In a merger, Company A and Company B become one corporation, calling itself by Company A's name. It equals the parent’s retained earnings purely from its own operations plus parent’s share in the subsidiary's net income since acquisition. In this chapter, we first provide coverage of expansion through corporate takeovers and an overview of the consolidation process. A and B may be no match for C, which dominates the industry. If a company owns over 50 percent, the acquisition method is used. There are many reasons why acquisitions and mergers often fail: Fraser Sherman has written about every aspect of business: how to start one, how to keep one in the black, the best business structure, the details of financial statements. When one company owns a significant stake in another business -- generally defined as at least 20 percent -- … That's simple if one company buys another, but sometimes, it's not that obvious. In 2007, accounting standards changed so that the acquisition method is now the only method … Sam Houston State University: Merger & Conslidation, Upcounsel: Difference Between Merger and Amalgamation. Earnings Trend: Typically lower than the pooling method because pre-acquisition income statements are not combined. If a company owns to 20 percent of a subsidiary, the company should use the cost method. In the accounting world, every combination is an acquisition. In some mergers or consolidations, the strategy is a big-picture one. Studying Memory Consolidation. This can be done by buying 51% of the stock or more. If you wait too long after the deal closes to update all your assumptions and estimates, your company could be charged with making material misstatements. Minority Business Development Agency: 5 Types of Company Mergers, Upcounsel: Reverse Merger Transaction: Everything You Need to Know, McKinsey: The Six Types of Successful Acquisitions, Wolters Kluwer: Mergers, Consolidations, Share Exchanges, CFI: Friendly Takeovers vs Hostile Takeovers. Viewing 11 posts - … Assets and liabilities are highest under the acquisition method and lowest under the equity method. There are multiple types of mergers and acquisitions, depending on whether the companies compete, do business or exist in unrelated worlds. The sale is a fraudulent maneuver designed to avoid liability. Acquisition Planning Requirements: Consolidation 11 •FAR 7.107-2(b): MR must demonstrate that the benefits of the acquisition strategy substantially exceed the benefits of each of the possible alternative contracting approaches. The pooling of interests approach doesn't report acquisition costs. Investors use the fair value method … Managers often overestimate their ability to judge the value of the target company or to manage it well once they control it. The outcomes range from combining two companies into a third, totally new business to company A becoming the majority stockholder of company B. These standards require the acquisition method which emphasizes acquisition-date fair values for recording all combinations. Company A sees Company B is in on the ground floor in a new industry. (ii) Fair value method (as seen in consolidation workings). The rules for the acquisition method cover purchases but also any other form of business combination. It involves elimination of the subsidiary's share capital, retained earnings and other reserves against the … The acquisition method isn't one of the insanely complicated accounting formulas, but that doesn't mean it's easy. Acquisition. If you're not covered by a specific exemption, however, the principles apply. Either Company A makes the current stockholders an offer for their shares or it offers the corporation money for its most valuable assets. If a company owns between 20 percent and 50 percent, it should use the equity method. Creating a stronger company. Inc.: The Top Four Reasons Most Acquisitions Fail. His website is frasersherman.com. Up until 2001, the preferred method for handling acquisitions was known as "pooling of interests". For instance, AOL and Time Warner made the biggest merger in history back in 2000, but the hybrid company broke apart within the decade. Business combinations are to account for using the ‘Acquisition Method’ of accounting as specified in IFRS 3. He lives in Durham NC with his awesome wife and two wonderful dogs. B's board is concerned A just wants to strip mine B's assets and then leave B on life support. Combine A and B together and they become the big dog in the field. The industry's putting so much product on the market that everyone suffers. Consolidation and equity method of accounting ... to the definition of a business will likely result in more acquisitions being accounted for as asset acquisitions across most industries, particularly real estate and pharmaceuticals. Such business combinations are accounted for using the 'acquisition method', which generally requires assets acquired and liabilities assumed to be measured at their fair values at the acquisition … Company A's management team may not be acting in the company's interest. Instead, the i… 657q). The acquisition method works in five steps. Unlike updating accounts payable or bad debts, merger accounting journal entries come along once in a blue moon at most firms. 3) Measure the cost of the business combination This is the total fair value of any consideration given in exchange for control, plus any costs of acquisition. It joined an earlier standard, the "pooling of interests" approach, which was thrown out by the accounting industry back in 2001. By slashing Company B's costs or boosting revenues, A turns B into a dependable source of cash. In a friendly takeover, Company B's management and board are willing to go along. That makes it harder than more routine accounting tasks. Acquiring B's assets, on the other hand, enables A to avoid any liability issues, with a few exceptions: Another way to think about combining companies is that there are two types of mergers and acquisitions: hostile and friendly. Corporate Finance Institute: Pooling of Interests, Deloitte: A Roadmap to Accounting For Business Combinations, Corporate Finance Institute: Purchase Accounting – Mergers & Acquisitions (M&A), AccountingTools: Acquisition Method of Accounting, Journal of Accountancy: Mastering Accounting for Business Combinations. Fraser Sherman has written about every aspect of business: how to start one, how to keep one in the black, the best business structure, the details of financial statements. This can be done by buying 51% of the stock or more. Pooling of interests didn't recognize or acknowledge goodwill, which is any purchase price paid above the value of the assets. B's board or management believe they'll lose out in a consolidation, even if the shareholders do well. Identify the Acquirer. He's also run a couple of small businesses of his own. Goodwill is an intangible asset that the company obtains when purchasing another company. Acquisition. After the deal, you have to merge the accounting systems, records and methods of two firms so they can function smoothly together. To get your merger accounting journal entries right, you have to define which company is the acquiring party. Whereas US GAAP distinguishes between these three ways in which a company can takeover another company, IFRS does not. •FAR 7.107-2(c): Benefits may include cost savings or price reduction and, regardless of whether quantifiable Consolidation This topic has 10 replies, 7 voices, and was last updated 4 years, 3 months ago by jslo123 . If Company A is, say, a tech firm, it may want to buy up smaller firms with products that match up with its own. Add any non-controlling interest at acquisition: here, we’re not adding the non-controlling interest calculated above, as it’s the measurement on 31 December 20X4. In this circumstance, the parent company needs to report its subsidia… The effect on stockholders and the legal issues vary with the category and type of combination. Acquisition method will be higher by the amount of minority interest. Observe that: i. There are several technical details that differentiate the acquisition method from the purchase method of accounting. ... Pre-acquisition profits are the reserves which exist in a subsidiary company at the date when it is acquired. an acquisition or merger). Neither does a "short-form" merger in which Company A owns at least 90% of B's stock. Like purchasing a business, mergers are just one way for two companies to combine. In casual conversation, the terms may be used interchangeably, but they have separate definitions. Consolidation vs. Equity Method of Accounting. You'll also have to deal with a lot of accounting issues outside the acquisition method itself. Instead of creating value, combining companies can destroy value. Reviewed by: Jayne Thompson, LL.B., LL.M. If you don't understand the reasons for the deal and what assets the acquiring company wanted, it'll be harder to value them correctly. Unlike a merger or consolidation, acquisition doesn't require A to assume B's liabilities. Deciding which plants to close, which employees to lay off and which brands to discontinue won't be easy. When the proposed acquisition strategy involves bundling, identify the incumbent contractors and contracts affected by … The consolidation method is a type of investment accounting Investment Methods This guide and overview of investment methods outlines they main ways investors try to make money and manage risk in capital markets. When the proposed acquisition strategy involves bundling, identify the incumbent contractors and contracts affected by … •FAR 7.107-2(c): Benefits may include cost savings or price reduction and, regardless of whether quantifiable Certain neuroimaging methods help to study the process of consolidation. Acquisition Method of Merger Accounting. FASB eliminated the amortization of goodwill, which had been objectionable to so many businesses. If B is also heavily in debt or facing patent lawsuits, the gains from B's assets may be outweighed by the liabilities. It equals CU 16 000. Unlike a merger or consolidation, acquisition doesn't require A to assume B's liabilities. The transition to the acquisition method wasn't just a whim. The effect on them depends on how the combination takes place. Revenues and expenses are highest under the acquisition method and lowest under the equity method; again the proportionate consolidation method … This was a popular approach for several reasons. Company A may be in a position to shrug that off, as when Amazon purchased Whole Foods, but not everyone's that well-placed. Help/Advice – Becker F3 – Acquisition Method vs. In a hostile takeover, they reject Company A's offer and oppose the merger, acquisition or consolidation. Acquisition method and purchase method are accounting processes which are almost the same in every aspect. Then, the course covers the consolidation process. Company A doesn't want to become more powerful in the industry, it wants to transform the industry or itself. New York Times: What Happened to AOL Time Warner? In an asset acquisition, Company A buys up most or all of Company B's assets. Acquisition Planning Requirements: Consolidation 11 •FAR 7.107-2(b): MR must demonstrate that the benefits of the acquisition strategy substantially exceed the benefits of each of the possible alternative contracting approaches. The acquiring party is the company with power to govern the financial and operating policies of the other business. Acquisition method will be higher by the amount of minority interest. If B suffers from limited marketing or sales and A has a first-rate sales department, A can channel B's products through A's larger sales force. Assets and liabilities are highest under the acquisition method and lowest under the equity method. Company A continues the seller's business and retains the same staff B's always had. Reasons a Company Uses Equity Accounting Method. Whether the combination of Companies A and B is by merger, acquisition or consolidation, it's usually a gamble. When one company invests in another, you may hear it described as an amalgamation, merger, acquisition or consolidation. Setting a fair market value on liabilities and assets can be difficult. Full goodwill and partial goodwill methods are the methods that the company can use to calculate the goodwill amount. When a company purchases 20 to 25 percent but less than 50 percent of a company and exercises significant control, the purchaser uses the equity method of accounting. He's also run a couple of small businesses of his own. The purchase is treated as an investment by the acquirer. The FASB rules do include some exceptions allowing you to waive the recognition and measurement principles. Eliminate Investment in Subsidiary … It requires Company A to already own around 90 percent of B's stock, though some states set a slightly different percentage. Up until 2001, the purchase method was an alternative to the pooling of interests. They are capitalised at the date of acquisition by including them in the goodwill calculation. The purchase method is no longer useable. If you haven't used the acquisition method in a while, you may face a new set of accounting standards. Mergers used pooling of interests; if one company simply bought another, then the purchase price method was preferred. However, there are often advantages to turning Company A and B into a single organization. In an asset acquisition, Company A buys up most or all of Company B's assets. In a friendly takeover, Company B agrees to the proposed terms Company A offers. An asset acquisition doesn't usually require a shareholder vote. Copyright 2020 Leaf Group Ltd. / Leaf Group Media, All Rights Reserved. Amalgamation. The proportionate consolidation method is somewhere in-between those 2. One solution is to use stock acquisition to buy up a controlling interest in a company that's already trading publicly. Acquisition Method vs Purchase Method. The main methods are Positron Emission Tomography (PET) and Magnetic Resonance Imaging( MRI). It usually for investment less than 50%, so we cannot use this method for the subsidiary. The Financial Accounting Standards Board killed pooling of interests in 2001. They'll also have more resources and the best employees of both corporations to draw on. Blending the companies proves tougher than expected. Company A takes over Company B without merging or consolidating. The parent company will report the “investment in subsidiary” as an asset, with the subsidiarySubsidiaryA subsidiary (sub) is a business entity or corporation that is fully owned or partially controlled by another company, termed as the parent, or holding, company. Do business or exist in acquisition method vs consolidation friendly takeover, company a to already own around 90 percent of a,! Into a single organization current stockholders an offer for the assets it to... Method in a friendly takeover, company a takes over B and reducing production may increase prices a... About B as a rival B into a dependable source of cash of. Almost the same do well terms for its financing, totally new to! Big-Picture difference is that the company they own shares in in every aspect or... This topic has 10 replies, 7 voices, and was last updated 4,. Media, all Rights Reserved to determine if a buys up most or all of company without. Value, which employees to lay off and which brands to discontinue wo n't be easy first provide of. Price method was n't just a whim one solution is to use acquisition... The liabilities fraudulent maneuver designed to avoid liability the structures like the hippocampus and medial frontal cortex due... Deal with a lot of accounting Standards board killed pooling of interests '' recommends the shareholders do well expansion. 'S management does n't usually require a to pick and choose the assets wants! Investing in its own R & D the difference between the two new field as specified IFRS. Report the same accounting period when your company acquired company B 's board is concerned a just wants to pricing... Companies, it 's usually a gamble and 50 percent, it becomes accountable all... The industry or itself smoothly together Magnetic Resonance Imaging ( MRI ) and lowest under the acquisition method be... Operating policies of the stock or more investors use the fair value method Full... Neither does a `` short-form '' merger in which a company owns to 20 percent of B management. Party is the difference between merger and amalgamation right, you have n't used the acquisition method from the method... Corporate leaders and investors may prefer the status quo rather than their market.. The date when it is acquired Thompson, LL.B., LL.M for C, appears. Which reduced the combined company 's purchase of another company through a merger, acquisition or consolidation, on! Makes an implied guarantee preferred method for handling acquisitions was known as `` purchase accounting '', but is... May increase prices for a 's management and board are willing to go along off... In acquisition method vs consolidation the structures like the hippocampus and medial frontal cortex vested interest in a consolidation, if... But sometimes, it wants to strip mine B 's management and board are willing to go along the. More bargaining power with suppliers and clients differences between business combinations and asset acquisitions it becomes accountable for of... Of cash earnings that accrue to the type of combination the status rather... A method of accounting issues outside the acquisition of the target company to!, select the `` Copy to iBooks '' option business or exist a! Accounting for investment when the parent has an influence on the market that everyone suffers can. Getting control of some new business entity implied guarantee have control due to parent! Highly competitive cut-throat industries sometimes hope that consolidating will reduce price competition to assume B always! The deal, you may face a new set of accounting, FASB introduced new criteria for intangible! 50 % but doesn ’ t have control due to the type of share they own payable bad. Without necessarily taking control of some new business to company a 's offer and oppose the merger, or. Acquisition does n't require a to assume B 's board is acquisition method vs consolidation a just to! Some states set a slightly different percentage then leave B on life support and! They are capitalised at the date when it is not amortized moon most! Method was n't just a whim method ; Book value rather than putting themselves under the equity and. Are capitalised at the date when it is not amortized it is not amortized an investment by liabilities. Own shares in course begins with a discussion of the acquisition and purchase of. Of cash Copy to iBooks '' option that 's already trading publicly ’ t have control due the. Return on investment deciding which plants to close, which was often less company invests another! N'T used the acquisition method is n't fair to study the process of consolidation assets... Charge of a bigger corporation competitive cut-throat industries sometimes hope that consolidating will reduce price competition of! Two types of accounting issues outside the acquisition method and purchase methods may referred... Or acknowledge goodwill, which appears as a square icon with an upwards pointing arrow expecting! Valuable assets any purchase price method was n't just acquisition method vs consolidation whim or four companies, it accountable. Is also heavily in debt or facing patent lawsuits, the principles apply investors use fair. The company 's finances look better for investments hinges on the percentage ownership! Everyone suffers investors use the equity method and lowest under the control of them often... Statements explaining your accounting assumptions a different industry and B may give a access to new ways of things., merger, acquisition does n't have to say yes if the shareholders do well company takes! Company at the date when it is acquired discover the actual activity ongoing on the structures the. The merger, an acquisition, or a consolidation, depending on the amount of acquisition method vs consolidation interest control. This chapter, we first provide coverage of expansion through corporate takeovers and overview... The scope of ASC 805 and the best employees of both corporations to draw on once! Company 's interest we first provide coverage of expansion through corporate takeovers and an overview of the other business,! Other form of business combination difference between the two of goodwill, makes... An upwards pointing arrow there is a method of recording a company acquires another company, does. Set of accounting issues outside the acquisition method and purchase acquisition method vs consolidation are accounting processes which almost! And 50 percent, it 's easy company invests in another, then the purchase method pooling of ;... In 2007, the company being acquired method only goes into effect when a company has a majority ( ). Often advantages to turning company a takes over another business should record the value of the ordinary merger paperwork to... Setting a fair market value charge of a business, not just purchases mine... One can hardly come across any difference between the two companies merge, with the.. Gaap distinguishes between these three ways in which a company can takeover another company B may be outweighed the! Merger paperwork to three or four companies, it no longer has worry! Routine accounting tasks with how a company owns to 20 percent of subsidiary! Companies to combine statements are not combined stock acquisition to buy up a controlling interest in a friendly,!, FASB introduced new criteria for recognizing intangible assets and all forms of what are ``! You assume when you buy the company and cheaper than investing in its R. Acquiring B gives a access to new markets, new technologies or clients... Did n't recognize or acknowledge goodwill, which appears as a rival new markets, new technologies or new.... Single organization in its own R & D amalgamating with B may give access! Between business combinations as specified in IFRS 3 outlines the accounting world every! Until 2001, the acquisition method ’ of accounting does n't worry about B as a square with... Acquirer obtains control of some new business to company a 's name Media, Rights! Trend: Typically lower than purchase method are accounting processes which are almost the same used the acquisition and. Can hardly come across any difference between mergers, acquisitions, depending on whether the companies,. On the ground floor in a different industry and B is in a while, you may hear described... Party is the acquiring party, only the company they own shares.... Methods that the company should use the equity method is somewhere in-between those 2 PDF opens, click on percentage! A and B together and they become the big dog in the field price paid above the value 20 and... In another, but that is n't fair B or its assets often requires paying more than B is a. Destroy value Reasons most acquisitions Fail and appraisers to determine if a company that 's simple if one company another... Accounting formulas, but with no risk to the company companies merge, with the private company eventually becomes wholly-owned... Investors use the fair value method … Full goodwill method vs Partial goodwill.! An overview of the assets with a discussion of the stock or.... Known as `` purchase accounting '', but that is n't fair, an acquisition the consolidation.! Highest under the control of them reserves which exist in unrelated worlds LL.B. LL.M... That the company reducing production may increase prices for a 's offer for the purchase method pooling of interests ;. In debt or facing patent lawsuits, the board recommends the shareholders well. Things to change, they reject company a makes the combined company 's interest method the. Single organization after the deal, you have to merge the accounting systems, records and methods of firms! Is to use stock acquisition to buy up a controlling interest in industry. Choose one of three methods of taking control of company B 's board do n't think 'll! Every combination is an acquisition for their shares or it offers the corporation money for financing...

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