FASB ENDORSES THREE PRIVATE COMPANY COUNCIL PROPOSALS

Proposed Alternatives Within U.S. GAAP Expected To Be Issued for Public Comment in Late June

Norwalk, CT, June 10, 2013—The Financial Accounting Standards Board (FASB) today voted to endorse three alternatives within U.S. Generally Accepted Accounting Principles (GAAP) proposed by the Private Company Council (PCC) to address concerns raised about the relevance and complexity of certain aspects of GAAP for private company stakeholders. The FASB expects to issue the three proposals as Exposure Drafts for public comment in late June.

The proposals involve accounting for intangible assets acquired in business combinations, goodwill, and certain types of interest rate swaps.

“Today’s decision by the FASB to endorse three PCC proposals represents significant progress in our joint efforts to address concerns about the complexity and relevance of certain standards for private companies that prepare GAAP-based financial statements,” said FASB Chairman Leslie F. Seidman. “We anticipate issuing the proposals for public comment later this month, and encourage our stakeholders to review them and let us know whether they believe they will improve financial reporting for private companies.”

The first proposal—derived from PCC Issue No. 13-01A, Accounting for Identifiable Intangible Assets in a Business Combination—would not require private companies to separately recognize certain intangible assets acquired in a business combination. The proposal enables private companies that elect the alternative within U.S. GAAP to recognize only those intangible assets arising from noncancelable contractual terms or those arising from other legal rights. Otherwise, an intangible asset would not be recognized separately from goodwill even if it is separable.

The second proposal—derived from PCC Issue No. 13-01B, Accounting for Goodwill Subsequent to a Business Combination—would allow for amortization of goodwill and a simplified goodwill impairment model. This would enable private companies that elect the alternative within U.S. GAAP to amortize goodwill over the useful life of the primary asset acquired in a business combination, not to exceed 10 years. Goodwill would be tested for impairment only when a triggering event occurs that would more likely than not reduce the fair value of a company below its carrying amount. Moreover, goodwill would be tested for impairment at the company-wide level as compared to the current requirement to test at the reporting unit level.

The third proposal—derived from PCC Issue No. 13-03, Accounting for Certain Receive-Variable, Pay-Fixed Interest Rate Swaps—would allow private companies the option to use two simpler approaches to accounting for certain types of interest rate swaps that are entered into by a private company for the purposes of economically converting its variable-rate borrowing to a fixed-rate borrowing. Under both approaches, the periodic income statement charge for interest would be similar to the amount that would result if the private company were to have entered into fixed-rate borrowing instead of variable-rate borrowing. The two approaches would apply to all private companies, except for financial institutions.

For the first two proposals, the FASB directed the staff to conduct additional research during the comment period to assess the applicability of these proposals to public companies and not-for-profit organizations. For PCC Issue No. 13-03, the Board directed the staff to conduct outreach through its normal channels, including advisory groups and other meetings in which the FASB participates.

At the PCC’s July 16, 2013, meeting, the PCC and the FASB plan to discuss PCC Issue No. 13-02, “Applying Variable Interest Entity Guidance to Common Control Leasing Arrangements.”

More information on the PCC Issues can be found on the PCC projects website.


About the PCC

The PCC was established by the Financial Accounting Foundation (FAF) Board of Trustees to work with the FASB to determine alternatives within U.S. GAAP for private companies. For more information on the PCC, please visit the PCC website.

About the Financial Accounting Standards Board

Since 1973, the Financial Accounting Standards Board has been the designated organization in the private sector for establishing standards of financial accounting and reporting. Those standards govern the preparation of financial reports and are officially recognized as authoritative by the Securities and Exchange Commission and the American Institute of Certified Public Accountants. Such standards are essential to the efficient functioning of the economy because investors, creditors, auditors, and others rely on credible, transparent, and comparable financial information. For more information about the FASB, visit our website at www.fasb.org.