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ASC 845 Nonmonetary Transactions

  1. Perspective and Issues
    1. Subtopics
    2. Scope and Scope Exceptions
    3. Overview
  2. Definitions of Terms
  3. Concepts, Rules, and Examples
    1. Types of Nonmonetary Transactions
    2. General Rule
    3. Modification of the Basic Principle
    4. Commercial Substance
      1. Recognition of gains or losses
    5. Nonreciprocal Transfers
      1. Example of accounting for a nonreciprocal transfer with a nonowner
      2. Example of an exchange involving no boot
    6. Nonmonetary Exchanges That Include Monetary Consideration (Boot)
      1. Example of an exchange involving no commercial substance and boot
    7. Exchanges of Real Estate Involving Monetary Consideration (Boot)
    8. Inventory Purchases and Sales with the Same Counterparty
      1. Determining whether transactions constitute a single exchange
      2. Measurement of the exchange
      3. Example of counterparty inventory transfers
    9. Exchange of Product or Property Held for Sale for Productive Assets
    10. Barter Transactions
    11. Exchanges of a Nonfinancial Asset for a Noncontrollng Ownership Interest
    12. Deferred Income Taxes
    13. Summary

Perspective and Issues

Subtopics

ASC 845, Nonmonetary Transactions, has only one subtopic:

  • ASC 845-10, Overall, which includes five subsections:
    • General
    • Purchases and sales of inventory with the same counterparty
    • Barter transactions
    • Exchanges involving monetary consideration
    • Exchanges of a nonfinancial asset for a noncontrolling ownership interest.1

    (ASU 845-10-05-1)

Scope and Scope Exceptions

Several variants of noncash transactions are governed by ASC 845. ASC 845-10-15-4 lists scope exceptions. The following types of transactions are not treated as nonmonetary transactions:

  1. A business combination accounted for by an entity according to the provisions of ASC 805 or a combination accounted for by a not-for-profit entity according to the provisions of ASC 958-805
  2. A transfer of nonmonetary assets solely between entities or persons under common control, such as between a parent and its subsidiaries or between two subsidiaries of the same parent, or between a corporate joint venture and its owners
  3. Acquisition of nonmonetary assets or services on issuance of the capital stock of an entity under ASC 718-10 and ASC 505-50
  4. Stock issued or received in stock dividends and stock splits
  5. A transfer of assets to an entity in exchange for equity interest in that entity (except for certain exchanges of a nonfinancial asset for a noncontrolling ownership interest)2
  6. A pooling of assets in a joint undertaking intended to find, develop, or produce oil or gas from a particular property or group of properties
  7. The exchange of a part of an operating interest owned for a part of an operating interest owned by another party that is subject to ASC 932-360-55-6
  8. The transfer of a financial asset within the scope of ASC 860-10-15
  9. Involuntary conversions specified in ASC 605-40-15-23
  10. The transfer of goods or services in a contract with a customer within the scope of ASC 606 in exchange for noncash consideration.
  11. The transfer of a nonfinancial asset within the scope of ASC 610-20 in exchange for noncash consideration. Noncash consideration promised in exchange for a nonfinancial asset that is a noncontrolling ownership interest is within the scope of ASC 845.4

    (ASC 845-10-15-4)

The guidance in the Purchases and Sales of Inventory with the Same Counterparty subsections does not apply to inventory purchase and sales arrangements that:

  • Are accounted for as derivatives under Topic 815, or
  • Involve exchanges of software or exchanges of real estate.5

    (ASC 845-10-15-8)

The guidance in the Exchanges Involving Monetary Consideration subsections does not apply to:

  • Transfers between a joint venture and its owners
  • Transfers of real estate (if the transfer involves monetary consideration, see ASC 360-20 and the Exchanges Involving Monetary Considerations Subsection of Section 845–10–30).6

    (ASC 845-10-15-14)

The guidance in the Exchanges of a Nonfinancial Asset for a Noncontrolling Ownership Interest subsections does not apply to the following types of transfers:

  • Transfers between a joint venture and its owners
  • Capital contributions of real estate in return for an unconsolidated real estate investment (for guidance, see Subtopic 970-323)
  • Transfers of real estate in exchange for nonmonetary assets other than real estate (for guidance on the recognition of profit from the exchange, see Subtopic 976-605 and Section 360-20-40)7
  • A deconsolidation of a subsidiary that is a business or nonprofit activity that is within the scope of Subtopic 810-10 (see paragraph 810-10-40-3A)
  • A derecognition of a group of assets that constitutes a business or nonprofit activity that is within the scope of Subtopic 810-10 (see paragraph 810-10-40-3A).

    (ASC 845-10-15-21)

Overview

ASC 845, Nonmonetary Transactions, addresses those transactions in which no money changes hands. These transactions are most commonly associated with exchanges of fixed assets, but can also involve other items, such as inventory, liabilities, and ownership interests. They can also involve one-way, or nonreciprocal, transfers.

This chapter sets forth the basic structure and concepts of nonmonetary transactions, including the concept of commercial substance, rules regarding similar and dissimilar exchanges, involuntary conversions, and how to handle exchanges that include a certain amount of monetary consideration.

Definitions of Terms

Source: ASC 845-10-20. Also see Appendix A, Definitions of Terms, for other terms related to this Topic: Contract, Customer, Nonprofit Activity, Not-for-Profit Entity, Owners, and Revenue.

Exchange. A reciprocal transfer between two entities, resulting in one entity acquiring assets or services or satisfying liabilities by surrendering other assets or services or incurring other obligations.

Monetary Assets and Liabilities. Monetary assets and liabilities are assets and liabilities whose amounts are fixed in terms of units of currency by contract or otherwise. Examples are cash, short- or long-term accounts and notes receivable in cash, and short- or long-term accounts and notes payable in cash.

Nonmonetary Assets and Liabilities. Assets and liabilities other than monetary ones. Examples are inventories; investments in common stocks; property, plant, and equipment; and liabilities for rent collected in advance.

Nonreciprocal Transfer. A transfer of assets or services in one direction from an entity to its owners (whether or not in exchange for their ownership interests) or another entity, or from its owners or another entity to the entity. An entity's reacquisition of its outstanding stock is an example of a nonreciprocal transfer.

Owners. Used broadly to include holders of ownership (equity interests) of investor-owned entities, mutual entities, or not-for-profit entities. Owners include shareholders, partners, proprietors, or members or participants of mutual entities. Owners also include owner and member interests in the net assets of not-for-profit entities.

Productive Assets. Productive assets are assets held for or used in the production of goods or services by the entity. Productive assets include an investment in another entity if the investment is accounted for by the equity method but exclude an investment not accounted for by that method. Similar productive assets are productive assets that are of the same general type, that perform the same function, or that are employed in the same line of business.

Concepts, Rules, and Examples

Types of Nonmonetary Transactions

There are three types of nonmonetary transactions identified in ASC 845:

  1. Nonreciprocal transfers with owners—Examples include dividends-in-kind, nonmonetary assets exchanged for common stock, split-ups, and spin-offs.
  2. Nonreciprocal transfers with nonowners—Examples include charitable donations of property either made or received by the reporting entity and contributions of land by a state or local government to a private enterprise for the purpose of construction of a specified structure.
  3. Nonmonetary exchanges—Examples include exchanges of inventory for productive assets, exchanges of inventory for similar products, and exchanges of productive assets.

    (ASC 845-10-05-3)

General Rule

The primary accounting issue in nonmonetary transactions is the determination of the amount to assign to the nonmonetary assets or services transferred to or from the reporting entity.

The general rule is to value the transaction at the fair value of the asset given up, unless the fair value of the asset received is more clearly evident, and to recognize gain or loss on the difference between the fair value and carrying value of the asset. ASC 820 provides the guidance for fair value and provides that when one of the parties to a nonmonetary transaction could have elected to receive cash in lieu of the nonmonetary asset, the amount of cash that would have been received may be the best evidence of the fair value of the nonmonetary assets exchanged. The fair value of the asset surrendered should be used to value the exchange unless the fair value of the asset received is more clearly evident of the fair value. (ASC 845-10-30-1)

Modification of the Basic Principle

ASC 845-10-30-3 states that under certain circumstances a nonmonetary exchange should be measured based on the recorded amount (after reduction, if appropriate, for an indicated impairment of value) of the nonmonetary asset relinquished, and not on the fair values of the exchanged asset, if any of the following conditions apply:

  1. The fair value of neither the asset received nor the asset relinquished is determinable within reasonable limits.
  2. The transaction is an exchange of a product or property held for sale in the ordinary course of business for a product or property to be sold in the same line of business to facilitate sales to customers other than the parties to the exchange.
  3. The transaction lacks commercial substance.

Commercial Substance

As explained in ASC 845-10-30-4, a nonmonetary exchange is subjected to a test to determine whether or not it has “commercial substance.” An exchange has commercial substance if cash flows change as a result of the exchange. If determined to have commercial substance, the exchange is recorded at the fair value of the transferred asset. If the transaction is determined not to have commercial substance, the exchange is recognized using the recorded amount of the exchanged asset or assets, reduced for any applicable impairment of value.

To determine commercial substance, management estimates whether, after the exchange, the reporting entity will experience changes in its expected cash flows:

  1. Because of changes in amounts, timing, and/or risks (these factors are collectively referred to as the “configuration” of the expected future cash flows), or
  2. Because the entity-specific value of the assets received differs from the entity-specific value of the assets transferred.

If the changes in either of these criteria are significant relative to the fair values of the assets exchanged, the transaction is considered to have commercial substance. Entity-specific value is a concept defined in CON 7 that substitutes assumptions that an entity makes with respect to its own future cash flows for the corresponding assumptions that marketplace participants would make with respect to cash flows. The commercial substance criterion is not met if a transaction is structured to achieve income tax benefits or in order to achieve a specific outcome for financial reporting purposes.

Recognition of gains or losses

Entities should recognize losses incurred on all exchanges whether or not they have commercial substance. This is so that assets are not overstated. If an exchange has commercial substance, any gain should be recognized immediately. If an exchange has no commercial substance, the entity recognizes the gain through lower depreciation expense or when it sells the asset. However, if cash or “boot” is received, the entity may recognize a portion of the gain even if there is no commercial substance.

Nonreciprocal Transfers

The valuation of most nonreciprocal transfers is based upon the fair value of the nonmonetary asset (or service) given up, unless the fair value of the nonmonetary asset received is more clearly evident. This will result in recognition of gain or loss on the difference between the fair value assigned to the transaction and the carrying value of the asset surrendered.

The valuation of nonmonetary assets distributed to owners of the reporting entity in a spin-off or other form of reorganization or liquidation is based on the recorded amounts, again after first recognizing any warranted reduction for impairment. Other nonreciprocal transfers to owners are accounted for at fair value if (1) the fair value of the assets distributed is objectively measurable, and (2) that fair value would be clearly realized by the distributing reporting entity in an outright sale at or near the time of distribution to the owners. (ASC 845-10-30-10)

Nonmonetary Exchanges That Include Monetary Consideration (Boot)

A single exception to the nonrecognition rule for an exchange without commercial substance occurs when the exchange involves both a monetary and nonmonetary asset being exchanged for a nonmonetary asset. The monetary portion of the exchange is termed boot. When boot is at least 25% of the fair value of the exchange, the exchange is considered a monetary transaction. In that case, both parties record the exchange at fair value. When boot received is less than 25%, only the boot portion of the earnings process is considered to have culminated. The portion of the gain applicable to the boot is considered realized and is recognized in the determination of net income in the period of the exchange by the receiver of the boot. The payor does not record a gain. (ASC 845-10-25-6) The payor records the asset received at the monetary consideration received plus the recorded amount of the nonmonetary asset surrendered. Any loss in the exchange is recorded. (ASC 845-10-30-6)

The formula for the recognition of the gain in an exchange involving boot of less than 25% of fair value is expressed as follows:

equation

Exchanges of Real Estate Involving Monetary Consideration (Boot)8

A transaction that involves the exchange of similar real estate and boot of 25% or more of the fair value of the exchange is recorded with two separate components, a monetary component and a nonmonetary component. The allocation is made based on the relative fair values of the monetary and nonmonetary portions at the time of the transaction. (ASC 845-10-25-7) The party that receives the boot accounts for the monetary component of the transaction under ASC 360-20 as the equivalent of a sale of an interest in the underlying real estate and the nonmonetary component of the transaction based on the recorded amount (reduced, if applicable, for any impairment in value) of the nonmonetary asset relinquished. For the party that pays the boot, the monetary component is accounted for as an acquisition of real estate, and the nonmonetary component is accounted for based on the recorded amount (reduced, if applicable, for any impairment in value).

Inventory Purchases and Sales with the Same Counterparty

Some enterprises sell inventory to another party from whom they also acquire inventory in the same line of business. These transactions may be part of a single or separate arrangements and the inventory purchased or sold may be raw materials, work-in-process, or finished goods. These arrangements require careful analysis to determine if they are to be accounted for as a single exchange transaction under ASC 845, Nonmonetary Transactions, and whether they are to be recognized at fair value or at the carrying value of the inventory transferred.9

Determining whether transactions constitute a single exchange

ASC 845-10-15-6 states that inventory purchases and sales with the same counterparty are to be treated as a single transaction when:

  1. An inventory transaction is legally contingent upon the occurrence of another inventory transaction with the same counterparty, or
  2. Two or more inventory purchase and sale transactions involving the same counterparties are entered into in contemplation of one another and are combined.

In determining whether transactions were entered into in contemplation of one another, FASB provides the following indicators, which are neither all-inclusive nor determinative (ASC 845-10-25-4):

  1. The counterparties have a specific legal right of offset of their respective obligations.
  2. The transactions are entered into simultaneously.
  3. The terms of the transactions were “off-market” when the arrangement was agreed to by the parties.
  4. The relative certainty that reciprocal inventory transactions will occur between the counterparties.

Measurement of the exchange

When management has determined that multiple transactions between the same counterparties within the same line of business are to be treated as a single exchange transaction, the measurement of the transaction depends on the type of inventory items exchanged. The rules are summarized in the following table:

Type of inventory transferred to counterparty Type of inventory received from counterparty Accounting treatment
Finished goods Raw materials or work-in-process Recognize the transaction at fair value if fair value is determinable within reasonable limits, and transaction has commercial substance per ASC 845-10-30-4; otherwise, recognize at the carrying value of the inventory transferred
Finished goods* Recognize the transaction at the carrying value of the inventory transferred
Raw materials Raw materials, work-in-process, or finished goods
Work-in-process
*NOTE: A transfer of finished goods in exchange for other finished goods is subject to ASC 845-10-30-3(b), which prescribes that when an exchange transaction involving products or property to be sold in the same line of business is made to facilitate sales to customers that are not parties to the exchange, the transaction is measured at the recorded amount of the assets relinquished, reduced for any indicated impairment of value.

Exchange of Product or Property Held for Sale for Productive Assets

An exchange of goods held for sale in the ordinary course of business for property and equipment to be used in the production process, even if they pertain to the same line of business, is recorded at fair value.

Barter Transactions

Through third-party barter exchanges, many commercial enterprises exchange their goods and services to obtain barter credits that can be used in lieu of cash to obtain goods and services provided by other members of the barter exchange.

ASC 845-10-30-1710 specifies two rebuttable presumptions that apply to accounting for exchanges of nonmonetary assets for barter credits:

  1. The fair value of the nonmonetary asset is presumed to be more clearly evident than the fair value of the barter credits received; and
  2. The fair value of the nonmonetary asset is presumed not to exceed its carrying amount.

The general rule is that when a nonmonetary asset is exchanged for barter credits, the transaction is valued at the fair value of the nonmonetary asset surrendered, since it is presumed to be the more readily determinable of the two fair values.

The first presumption can be overcome if (1) the entity is able to convert the barter credits into cash within the near term, as evidenced by past practice of doing so shortly after receipt; or (2) independent quoted market prices are available for items to be received in exchange for the barter credits. The second presumption can be overcome if persuasive evidence exists that supports a higher value. (ASC 845-10-30-18)11

If it subsequently becomes apparent that either of the following conditions exist, the reporting entity is to recognize an impairment loss on the barter credits:

  1. The carrying value of any remaining barter credits exceeds their fair value, or
  2. It is probable that the entity will not use all of the remaining barter credits.

If an exchange involves transfer or assumption of an operating lease for barter credits, impairment of the lease is to be measured as the amount of remaining lease costs (the discounted future rental payments plus the carrying amount of unamortized leasehold improvements) in excess of the fair value of the discounted amount of the probable future sublease rentals for the remaining lease term. (ASC 845-10-30-20)12

Exchanges of a Nonfinancial Asset for a Noncontrollng Ownership Interest13

An entity may transfer a nonfinancial asset to a newly created entity in exchange for a noncontrolling ownership interest in that new entity. The transaction is accounted for using the guidance for the equity method and a monetary consideration. In that case, gain is recognized at fair value. If the entity that transfers the nonfinancial asset has no actual or implied financial or other commitment to support the operations of the new entity, any gain recognized may exceed the amount calculated.

A commitment for the purposes of the preceding paragraph exists if the parties to the transaction have signed a binding, written agreement that specifies the principal provisions of the transaction. A preliminary agreement does not qualify as a commitment if any of the principal provisions are yet to be negotiated, or are subsequently changed.

Deferred Income Taxes

A difference between the amount of gain or loss recognized for financial reporting purposes and that recognized for income tax purposes constitutes a temporary difference. The difference in the gain or loss recognized results in a difference between the income tax basis and the financial reporting basis of the asset received. The difference in the gain or loss reverses as a result of the annual charge to depreciation. The proper treatment of temporary differences is discussed in the chapter on ASC 740.

Summary

The situations involving the exchange of nonmonetary assets are summarized in the diagram on the following page.

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Notes

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