ASC 805 Business Combinations
What it does Traceability ASC 606 Aprilis overview
ASC 805 · Business combinations

Purchase accounting analysis,prepared in minutes.

Upload the purchase agreement, the valuation report and the target's trial balance. Aprilis works through the acquisition and produces a review-ready workpaper: consideration, fair values, deferred taxes, goodwill and the day-one entry.

Deal documents in, purchase accounting out

What actually happens

01 · Upload
The deal documents
STOCK PURCHASE AGREEMENT & VALUATION REPORT
3.1  Base purchase price
Aggregate base purchase price of $26,000,000, subject to the adjustments described in this Agreement.
3.4  Repayment of company debt
Buyer shall pay $3,500,000 directly to the lender; such payment shall reduce the amount otherwise payable to the Sellers.
4.1  Earnout
Additional consideration of up to $4,000,000 based on post-closing revenue performance.
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02 · Screen
Business or asset acquisition
Inputs
Workforce, technology, customers
Present
Substantive process
Applied to create outputs
Present
Concentration test
Fair value not in a single asset
Not met
A business → the acquisition method. An asset acquisition instead allocates cost on relative fair value, with no goodwill.
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03 · Aprilis analyzes
Consideration and fair values
Fixed consideration
Price, closing cash, working capital
27,500,000.00
Less: debt payoff
A liability assumed, settled at closing
( 3,500,000.00 )
Contingent consideration
Earnout at acquisition-date fair value
2,490,000.00
Retention awards and settlements of pre-existing relationships separated out
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04 · Download
Review-ready workpaper
Consideration transferred26,490,000.00
Identifiable intangibles20,700,000.00
Net deferred tax liability( 5,212,500.00 )
Goodwill15,252,500.00
Day-one entryBalanced ✓
11 tabs · live formulas · sourced to the deal documents

Every figure in the delivered workbook is a live Excel formula, not a pasted number.

Scope

What Aprilis handles on an ASC 805 engagement.

From the signed agreement through to the workbook your reviewer and your auditor open.

Consideration transferred

Price, closing cash and working-capital adjustments, escrow, earnout at fair value - and what is not consideration: debt repaid at closing, retention awards, settlements of pre-existing relationships.

Assets acquired and liabilities assumed

Each line at acquisition-date fair value, tied back to the target's balance sheet, with the step-ups identified.

Identifiable intangibles and useful lives

Customer relationships, developed technology, trade names, backlog and covenants - each with its valuation method, life and annual amortization.

Deferred taxes on the step-ups

Temporary differences at the rate the documents state, measured against stated tax bases. A figure the documents cannot support is flagged, never quietly used.

Goodwill, or a bargain purchase

The residual, computed from the workpaper's own figures - and if it comes out negative, the reassessment ASC 805-30-25-4 requires before any gain is recognized.

Step acquisitions and NCI

A previously held interest remeasured to fair value with the gain or loss, and any noncontrolling interest carried into goodwill.

Measurement period and subsequent changes

Provisional amounts tracked and revised to final, with the effect on goodwill shown. Later changes in the earnout's fair value go to earnings, not goodwill.

The day-one entry and disclosures

A balanced acquisition entry with every line a cross-tab formula, the debt payoff as its own settlement entry, transaction costs expensed, and the memo and disclosure support beside it.

Source traceability

Every figure names the document and section it came from, or how it was derived, on the face of the workpaper.

The difference

Same conclusion. Far less of your week.

Aprilis performs the analysis. You stay in control.

Traditional
01Read the agreement, the valuation report and the schedules
02Work out what is consideration and what is not
03Build the allocation, the deferred taxes and the goodwill bridge
04Draft the entry, the memo and the disclosures
05Assemble it all for review and for the auditor
Weeks of work per acquisition
With Aprilis
01Upload the deal documents
02Review the completed workpaper
Minutes to a first draft
Not a black box

Built for review.

You see the assumptions, the calculations, the source documents and the accounting guidance behind every conclusion. If you disagree with a judgement, you can find it, change it, and watch the goodwill move.

Live formulas

Consideration, net assets, deferred taxes and goodwill are linked cells. Change an input and the entry recomputes.

Sourced inputs

Each figure names the agreement, the valuation report or the trial balance it came from. Anything the documents do not support is flagged, never assumed.

Stated judgements

The tax rate, the treatment of the debt payoff, provisional amounts - each appears as a visible input with its basis beside it.

Checks on the face

The entry must balance and the net assets must tie to the target's balance sheet. The workpaper says so, on the page.

Who uses it

For the people who own the purchase accounting.

Controllers & CAOs Technical accounting teams Serial acquirers PE-backed companies CPA firms

Particularly teams closing acquisitions without a dedicated purchase-accounting specialist in house, where the opening balance sheet, the deferred taxes and the audit support all have to be right the first time.

Security

Your client data stays yours.

Encrypted in transit. All traffic runs over HTTPS with secure session cookies.
Never used to train models. Your documents are not sold, shared, or used as training data.
Isolated by account. Files and projects are scoped to their owner and cannot be reached by another user.
SOC 2 Type 1 (Security). Independently examined by a licensed CPA firm. Report available to customers under NDA.

Have an acquisition you are working through right now?

See what Aprilis produces from the deal documents.