2023 SEC comment letter trends: Business combinations

Published: Dec. 5, 2023, 7 p.m.

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In each episode of our 2023 SEC comment letter trends series, our guests bring you the latest themes in comment letters from the SEC\\u2019s Division of Corporation Finance.

This week, host Heather Horn is joined by PwC Deputy Chief Accountant Beth Paul to discuss the rise in SEC comment letters on business combinations and share insights for preparers on how to avoid the common pitfalls.\\xa0

In this episode, you\\u2019ll hear:

  • 2:35 - Insights into the increase in comment letters related to business combinations, including sector observations
  • 6:34 - An overview of the themes and trends in comment letters related to business combinations
  • 11:44 - A deep dive into SEC staff comments as well as reminders on disclosure and filing requirements, including significance tests and pro forma reporting
  • 21:07 - A summary of comment letter trends related to fair value\\xa0
  • 23:22 - Considerations on goodwill impairment tests and market cap reconciliations
  • 29:32 - Final advice for preparers dealing with business combinations

Want to learn more? Check out our analysis of SEC comments on business combinations, as well as our Business combinations and Financial statement presentation guides. Also, listen to a previous podcast on business combination accounting. \\xa0

Beth Paul is a Deputy Chief Accountant in PwC\\u2019s National Office responsible for a team of consultants that specialize in business combinations and related areas, such as consolidations, disposals, impairments, and segment reporting.

Heather Horn is PwC\\u2019s National Office thought leader, responsible for developing our communications strategy and conveying firm positions on accounting and financial reporting matters. She is the engaging host of PwC\\u2019s accounting and reporting weekly podcast and quarterly webcast series. With over 30 years of experience, Heather\\u2019s accounting and auditing expertise includes financial instruments and rate-regulated accounting.

Follow PwC\\u2019s accounting podcast on your favorite podcast app for future episodes in this SEC comment letter series, and subscribe to our weekly newsletter to get all of our thought leadership.

Transcripts available upon request for individuals who may need a disability-related accommodation.
Please send requests to us_podcast@pwc.com.

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