2.4 Debt
Third-party debt issued by a carve-out entity that is the legal
obligor would be reflected in the carve-out entity’s financial statements, including
any transaction costs and interest associated with the debt. Similarly, ASC
805-50-30-12 indicates that an acquiree should recognize in its separate financial
statements an acquisition-related liability incurred by the acquirer only if the
liability represents an obligation of the acquiree in accordance with other U.S.
GAAP. Therefore, in preparing carve-out financial statements, entities should only
attribute parent-entity debt to the carve-out financial statements if the
parent-entity debt represents an obligation of the carve-out entity in accordance
with other U.S. GAAP (e.g., when a legal entity that is included in the carve-out
financial statements is jointly and severally liable with the parent).
For more information, see Sections 2.3.2.5 and 7.5 of Deloitte’s Roadmap Issuer’s Accounting for
Debt.