Tuesday, June 11, 2019
Not Much Fizz in LaCroix Right Now

Wednesday, May 29, 2019
An Example of Calcbench, Excel, and Insight

Monday, May 20, 2019
Research Paper: Capex Spending

Thursday, May 16, 2019
Psst: Got Any Weed?

Wednesday, May 15, 2019
Open Letter: SEC Proposed Rule for BDCs

Friday, May 10, 2019
General Motors and Workhorse

Monday, May 6, 2019
How to Find Earnings Release Data

Tuesday, April 23, 2019
Following Restructuring Costs Over Time

Monday, April 22, 2019
Capex Spending: More Than You Might Think

Saturday, April 13, 2019
When AWS Takes Over the World

Thursday, April 11, 2019
Data Trends in Focus: Restructuring Costs

Sunday, April 7, 2019
How One Customer Crushed It With Calcbench

Thursday, April 4, 2019
TJX Shows Complexity of Leasing Costs Reporting

Tuesday, April 2, 2019
CEO Pay Ratios: Some 2018 Thoughts

Wednesday, March 27, 2019
Corporate Spending: Where It Goes, 2017 vs. 2018

Monday, March 25, 2019
Health Insurers: A Bit Winded?

Friday, March 22, 2019
Our New Master Class Video

Thursday, March 21, 2019
Tech Data’s Goodwill Adjustment

Tuesday, March 19, 2019
There’s Taxes, and There’s Taxes

Saturday, March 16, 2019
Adventures in Tax Cuts and Net Income

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If you like to obsess over the details of a big corporate merger — and why not? How often do these deals actually deliver the synergies executives promise at the start? — then we recommend yet another corner of Calcbench for you to research: our database of SEC comment letters.

We mention this because just last week we saw a letter from the SEC to Molson-Coors Brewing Co., questioning the company about its $12 billion merger announced in October 2016.

Except, as you can see below, the final deal wasn’t for $12 billion. Molson, the acquiring company, chopped $330 million off the final price to acquire Miller-Coors.

We note you completed the acquisition of MillerCoors in October 2016 for $12 billion in cash, subject to a downward purchase price adjustment as described in the purchase agreement. You disclose that you settled the purchase price adjustment with ABI on Jan. 21, 2018 for $330 million and since this settlement occurred after the finalization of purchase accounting, the settlement proceeds will be recorded as a gain within special items, net in your consolidated statement of operations for the three months ended March 31, 2018…

The SEC specifically wanted more detail on how that $330 million discount factors into the assets and liabilities Molson acquired, according to U.S. accounting rules. For whatever reason, the SEC staff didn’t feel that Molson had fully presented those details in its Form 10-K filed earlier this year.

The letter itself went to Molson-Coors in April. Per normal SEC practice, comment letters are only released to the public several weeks later, which is why we noticed it last week. (We were not drinking Molson on the job, we swear.)

As part of the Calcbench quest to tame all financial data and present it to you in easy-to-find, easy-to-read format, we have an index of publicly available SEC comment letters. It’s part of our Interactive Disclosure tool, where comment letters are among the many types of disclosure you can choose to search from the pull-down menu on the left side of your screen.

And as we can see from this letter above, the SEC can get into juicy stuff like purchase price allocation for mergers, revenue recognition, non-GAAP metrics that might push the limits of good taste, and more.

So feel free to crack open a bottle of Labatt’s and dive in — er, to the data, that is.

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