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| Firm | Area | Deficiency | Standard | Flags |
|---|---|---|---|---|
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Estimate method, model, or data not evaluated | During the year the issuer acquired a business. The acquired assets primarily consisted of oil and gas properties that had oil and gas reserves assigned (“proved properties”) and properties that had no oil and gas reserves assigned (“unproved properties”). The issuer determined the fair value of the acquired oil and gas properties based on discounted cash flows it developed using various assumptions including future production volumes and certain adjustment factors. The following deficiencies were identified: · The firm did not identify and test any controls that addressed whether all of the acquired leases that were associated with oil and gas properties were recognized. (AS 2201.39) Both financial statement and ICFR audits · full report | AS 2201.39 | Significant risk |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Estimate method, model, or data not evaluated | During the year the issuer acquired a business. The acquired assets primarily consisted of oil and gas properties that had oil and gas reserves assigned (“proved properties”) and properties that had no oil and gas reserves assigned (“unproved properties”). The issuer determined the fair value of the acquired oil and gas properties based on discounted cash flows it developed using various assumptions including future production volumes and certain adjustment factors. The following deficiencies were identified: · The firm did not perform any substantive procedures to test whether all of the acquired leases that were associated with unproved properties were recognized. (AS 2301.08) Both financial statement and ICFR audits · full report | AS 2301.8 | Significant risk |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Estimate method, model, or data not evaluated | During the year the issuer acquired a business. The acquired assets primarily consisted of oil and gas properties that had oil and gas reserves assigned (“proved properties”) and properties that had no oil and gas reserves assigned (“unproved properties”). The issuer determined the fair value of the acquired oil and gas properties based on discounted cash flows it developed using various assumptions including future production volumes and certain adjustment factors. The following deficiencies were identified: · To test the acquired leases that were associated with unproved properties the firm made its selections from a report but did not test or test controls over the completeness of this report. (AS 1105.10) Both financial statement and ICFR audits · full report | AS 1105.10 | Significant risk |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Accuracy/completeness of client data not tested | During the year the issuer acquired a business and engaged a specialist to determine the fair value of the acquired loans. The company's specialist determined this fair value based on discounted cash flows it developed using various inputs and assumptions including expected credit losses loan risk ratings certain loan attributes and whether certain loans should be designated as purchased with credit deterioration. The following deficiencies were identified: · The firm did not identify and test any controls over the accuracy and completeness of the acquired loan information that the issuer provided to the company's specialist that the specialist used to determine the fair value of the acquired loans. (AS 2201.39) Both financial statement and ICFR audits · full report | AS 2201.39 | |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Estimate method, model, or data not evaluated | During the year the issuer acquired a business and engaged a specialist to determine the fair value of the acquired loans. The company's specialist determined this fair value based on discounted cash flows it developed using various inputs and assumptions including expected credit losses loan risk ratings certain loan attributes and whether certain loans should be designated as purchased with credit deterioration. The following deficiencies were identified: · The firm selected for testing a control that consisted of the issuer's review for a sample of loans of the loan risk ratings assigned to certain acquired commercial loans. The firm did not evaluate whether the sample of loans that were reviewed was sufficient to address the risks of material misstatement presented by the different risk characteristics inherent in the population of these acquired commercial loans. (AS 2201.42) Both financial statement and ICFR audits · full report | AS 2201.42 | |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Estimate method, model, or data not evaluated | During the year the issuer acquired a business and engaged a specialist to determine the fair value of the acquired loans. The company's specialist determined this fair value based on discounted cash flows it developed using various inputs and assumptions including expected credit losses loan risk ratings certain loan attributes and whether certain loans should be designated as purchased with credit deterioration. The following deficiencies were identified: · The firm selected for testing a control that consisted of the issuer's review for a sample of loans of the loan risk ratings assigned to certain acquired commercial loans. The firm did not identify and test any controls that addressed the reasonableness of the loan risk ratings assigned to certain other acquired commercial loans that were not subject to the loan risk rating review control. (AS 2201.39) Both financial statement and ICFR audits · full report | AS 2201.39 | |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Accuracy/completeness of client data not tested | During the year the issuer acquired a business and engaged a specialist to determine the fair value of the acquired loans. The company's specialist determined this fair value based on discounted cash flows it developed using various inputs and assumptions including expected credit losses loan risk ratings certain loan attributes and whether certain loans should be designated as purchased with credit deterioration. The following deficiencies were identified: · The firm selected for testing controls that consisted of the issuer's review of the accuracy and completeness of certain data related to the acquired loans but did not test the aspects of these controls that addressed the accuracy of certain loan attributes that the company's specialist used. (AS 2201.42 and .44) Both financial statement and ICFR audits · full report | AS 2201.42; AS 2201.44 | |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Accuracy/completeness of client data not tested | During the year the issuer acquired a business and engaged a specialist to determine the fair value of the acquired loans. The company's specialist determined this fair value based on discounted cash flows it developed using various inputs and assumptions including expected credit losses loan risk ratings certain loan attributes and whether certain loans should be designated as purchased with credit deterioration. The following deficiencies were identified: · The firm selected for testing a control that consisted of the issuer's review of acquired loans that were designated as purchased with credit deterioration. The firm did not identify and test any controls over the accuracy and completeness of the loan information that the control owner used in the operation of this control. (AS 2201.39) Both financial statement and ICFR audits · full report | AS 2201.39 | |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Management review controls not fully evaluated | During the year the issuer acquired a business. The acquired assets primarily consisted of oil and gas properties that had oil and gas reserves assigned (“proved properties”) and properties that had no oil and gas reserves assigned (“unproved properties”). The issuer determined the fair value of the acquired oil and gas properties based on discounted cash flows it developed using various assumptions including future production volumes and certain adjustment factors. The following deficiencies were identified: · The firm selected for testing a control that included the issuer's review of the future production volume assumptions used for unproved properties but did not evaluate the specific review procedures the control owner performed to assess the reasonableness of these assumptions. (AS 2201.42 and .44) Both financial statement and ICFR audits · full report | AS 2201.42; AS 2201.44 | Significant risk |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Estimate method, model, or data not evaluated | During the year the issuer acquired a business. The acquired assets primarily consisted of oil and gas properties that had oil and gas reserves assigned (“proved properties”) and properties that had no oil and gas reserves assigned (“unproved properties”). The issuer determined the fair value of the acquired oil and gas properties based on discounted cash flows it developed using various assumptions including future production volumes and certain adjustment factors. The following deficiencies were identified: · The firm did not sufficiently evaluate the reasonableness of the significant future production volume assumptions the issuer used to determine the fair value for unproved properties because the firm's procedures were limited to comparing the future production volumes to the issuer's estimated future development costs by year and concluding that they were highly correlated. (AS 2501.16) Both financial statement and ICFR audits · full report | AS 2501.16 | Significant risk |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Accuracy/completeness of client data not tested | The firm's internal inspection program had inspected this audit and reviewed these areas but did not identify the deficiencies below. During the year the issuer acquired a business. The acquired assets primarily consisted of oil and gas properties that had oil and gas reserves assigned. The issuer used company-employed specialists to estimate the issuer's oil and gas reserves that were used in the (1) valuation of the acquired oil and gas properties and (2) calculation of depletion expense for these acquired oil and gas properties. The issuer determined the fair value of the acquired oil and gas properties based on discounted cash flows it developed using various assumptions including future production volumes. The company's specialists used financial and non-financial data produced by the issuer and assumptions developed by the issuer or the company's specialists to estimate the oil and gas reserves underlying the future production volumes. The following deficiencies were identified: · The firm selected for testing a control that included the issuer's review of the future production volume assumptions. In evaluating the design of this control the firm did not identify that the control owner did not evaluate the methods assess the accuracy and completeness of the non-financial data and evaluate the reasonableness of the non-financial assumptions used by the company's specialists. (AS 2201.42) Both financial statement and ICFR audits · full report | AS 2201.42 | Significant risk |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Accuracy/completeness of client data not tested | The firm's internal inspection program had inspected this audit and reviewed these areas but did not identify the deficiencies below. During the year the issuer acquired a business. The acquired assets primarily consisted of oil and gas properties that had oil and gas reserves assigned. The issuer used company-employed specialists to estimate the issuer's oil and gas reserves that were used in the (1) valuation of the acquired oil and gas properties and (2) calculation of depletion expense for these acquired oil and gas properties. The issuer determined the fair value of the acquired oil and gas properties based on discounted cash flows it developed using various assumptions including future production volumes. The company's specialists used financial and non-financial data produced by the issuer and assumptions developed by the issuer or the company's specialists to estimate the oil and gas reserves underlying the future production volumes. The following deficiencies were identified: · The firm did not perform procedures to test or sufficiently test controls over the accuracy and completeness of the non-financial data used by the company's specialists. (AS 1105.A8a) Both financial statement and ICFR audits · full report | AS 1105.A8a | Significant risk |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Estimate assumptions not evaluated | The firm's internal inspection program had inspected this audit and reviewed these areas but did not identify the deficiencies below. During the year the issuer acquired a business. The acquired assets primarily consisted of oil and gas properties that had oil and gas reserves assigned. The issuer used company-employed specialists to estimate the issuer's oil and gas reserves that were used in the (1) valuation of the acquired oil and gas properties and (2) calculation of depletion expense for these acquired oil and gas properties. The issuer determined the fair value of the acquired oil and gas properties based on discounted cash flows it developed using various assumptions including future production volumes. The company's specialists used financial and non-financial data produced by the issuer and assumptions developed by the issuer or the company's specialists to estimate the oil and gas reserves underlying the future production volumes. The following deficiencies were identified: · The firm did not evaluate the reasonableness of the significant future production volume assumptions beyond comparing these assumptions to historical production volume information from the acquired business. (AS 1105.A8b) Both financial statement and ICFR audits · full report | AS 1105.A8b | Significant risk |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Estimate assumptions not evaluated | The firm's internal inspection program had inspected this audit and reviewed these areas but did not identify the deficiencies below. During the year the issuer acquired a business. The acquired assets primarily consisted of oil and gas properties that had oil and gas reserves assigned. The issuer used company-employed specialists to estimate the issuer's oil and gas reserves that were used in the (1) valuation of the acquired oil and gas properties and (2) calculation of depletion expense for these acquired oil and gas properties. The issuer determined the fair value of the acquired oil and gas properties based on discounted cash flows it developed using various assumptions including future production volumes. The company's specialists used financial and non-financial data produced by the issuer and assumptions developed by the issuer or the company's specialists to estimate the oil and gas reserves underlying the future production volumes. The following deficiencies were identified: · The firm did not evaluate the reasonableness of the significant non-financial assumptions that were developed by the company's specialists or the issuer and used by the company's specialists to develop the future production volumes. (AS 1105.A8b; AS 2501.16) Both financial statement and ICFR audits · full report | AS 1105.A8b; AS 2501.16 | Significant risk |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Estimate assumptions not evaluated | The firm's internal inspection program had inspected this audit and reviewed these areas but did not identify the deficiencies below. During the year the issuer acquired a business. The acquired assets primarily consisted of oil and gas properties that had oil and gas reserves assigned. The issuer used company-employed specialists to estimate the issuer's oil and gas reserves that were used in the (1) valuation of the acquired oil and gas properties and (2) calculation of depletion expense for these acquired oil and gas properties. The issuer determined the fair value of the acquired oil and gas properties based on discounted cash flows it developed using various assumptions including future production volumes. The company's specialists used financial and non-financial data produced by the issuer and assumptions developed by the issuer or the company's specialists to estimate the oil and gas reserves underlying the future production volumes. The following deficiencies were identified: · The firm did not perform any procedures beyond inquiry to evaluate whether the methods used by the company's specialists were appropriate under the circumstances. (AS 1105.A8c) Both financial statement and ICFR audits · full report | AS 1105.A8c | Significant risk |
| PricewaterhouseCoopers LLP United States · PricewaterhouseCoopers International Limited | Business Combinations Accuracy/completeness of client data not tested | During the year the issuer acquired a business. The firm selected for testing a control that consisted of the issuer's review of the valuation of certain assets acquired and liabilities assumed. The firm did not identify and test any controls over the accuracy and completeness of a system-generated report that the control owners used in the operation of this control for certain liabilities assumed. (AS 2201.39) ICFR audit only · full report | AS 2201.39 | |
| PricewaterhouseCoopers LLP Canada · PricewaterhouseCoopers International Limited | Business Combinations Accuracy/completeness of client data not tested | During the year the issuer completed a business combination and used various significant assumptions including reserves and resources estimates from a report (“technical report”) prepared by external specialists engaged by the acquired company to estimate and record the fair value of an acquired asset and assumed liability. The issuer utilized internal specialists (the “company's employed specialists”) to assess the reasonableness of the reserves and resources estimates reflected in the technical report by remodeling the estimates and comparing the results to the estimates reflected in the technical report. The firm selected for testing a control that consisted of the issuer's review of the financial and non-financial assumptions including the reserves and resources estimates reflected in the technical report that were used by the issuer to estimate the fair value of the acquired asset and assumed liability. This control used the remodeled reserves and resources estimates developed by the company's employed specialists. The following deficiency was identified: • The firm did not identify and test any controls over the accuracy and completeness of the reserves and resources estimates remodeled by the company's employed specialists that were used in the operation of this control including the (1) accuracy and completeness of issuer-produced non-financial data and (2) relevance and reliability of external data all of which were utilized by the company's employed specialists to remodel the reserves and resources estimates. (AS 2201.39) Both financial statement and ICFR audits · full report | AS 2201.39 | |
| PricewaterhouseCoopers LLP Canada · PricewaterhouseCoopers International Limited | Business Combinations Estimate assumptions not evaluated | During the year the issuer completed a business combination and used various significant assumptions including reserves and resources estimates from a report (“technical report”) prepared by external specialists engaged by the acquired company to estimate and record the fair value of an acquired asset and assumed liability. The issuer utilized internal specialists (the “company's employed specialists”) to assess the reasonableness of the reserves and resources estimates reflected in the technical report by remodeling the estimates and comparing the results to the estimates reflected in the technical report. The firm selected for testing a control that consisted of the issuer's review of the financial and non-financial assumptions including the reserves and resources estimates reflected in the technical report that were used by the issuer to estimate the fair value of the acquired asset and assumed liability. This control used the remodeled reserves and resources estimates developed by the company's employed specialists. The following deficiency was identified: • The firm did not identify that the control owners did not (1) evaluate the reasonableness of the financial and non-financial assumptions developed by the issuer and/or the company's employed specialists and used by the company's employed specialists to remodel the reserves and resources estimates and (2) evaluate the appropriateness of the methods used by company's employed specialists to remodel the reserves and resources estimates. (AS 2201.42 and .44) Both financial statement and ICFR audits · full report | AS 2201.42; AS 2201.44 | |
| PricewaterhouseCoopers LLP Canada · PricewaterhouseCoopers International Limited | Business Combinations Reliance on a specialist or pricing service | During the year the issuer completed a business combination and used various significant assumptions including reserves and resources estimates from a report (“technical report”) prepared by external specialists engaged by the acquired company to estimate and record the fair value of an acquired asset and assumed liability. The issuer utilized internal specialists (the “company's employed specialists”) to assess the reasonableness of the reserves and resources estimates reflected in the technical report by remodeling the estimates and comparing the results to the estimates reflected in the technical report. The firm's approach for substantively testing the fair value of the acquired asset and assumed liability from the business combination was to test the issuer's process. The following deficiency was identified: • The firm did not evaluate the reasonableness of the reserves and resources estimates as reflected in the technical report which were considered by the firm to be significant assumptions used by the issuer to estimate the fair value of the acquired asset and assumed liability beyond obtaining and reading the technical report prepared by the acquired company's external specialists. Further the firm did not perform procedures to evaluate the work of the company's employed specialists. (AS 1105.A6 -.A10; AS 2501.16) Both financial statement and ICFR audits · full report | AS 1105.A10; AS 1105.A6; AS 1105.A7; AS 1105.A8; AS 1105.A9; AS 2501.16 | |
| PricewaterhouseCoopers LLP Canada · PricewaterhouseCoopers International Limited | Business Combinations Estimate assumptions not evaluated | During the year the issuer completed a business combination and used various significant assumptions including reserves and resources estimates from a report (“technical report”) prepared by external specialists engaged by the acquired company to estimate and record the fair value of an acquired asset and assumed liability. The issuer utilized internal specialists (the “company's employed specialists”) to assess the reasonableness of the reserves and resources estimates reflected in the technical report by remodeling the estimates and comparing the results to the estimates reflected in the technical report. The firm's approach for substantively testing the fair value of the acquired asset and assumed liability from the business combination was to test the issuer's process. The following deficiency was identified: • The firm did not sufficiently evaluate the reasonableness of certain other significant assumptions used by the issuer to estimate the fair value of the acquired asset because it limited its procedures to comparing the assumptions to those of similar companies or external vendor quotes. (AS 2501.16) Both financial statement and ICFR audits · full report | AS 2501.16 | |
| RBSM LLP United States | Business Combinations Accounting or disclosure treatment not evaluated | The issuer acquired businesses with contingent equity consideration arrangements. The firm did not identify and appropriately address a departure from GAAP related to the issuer's classification of the contingent consideration as equity rather than liabilities as required by FASB ASC Topic 815 Derivatives and Hedging. (AS 2810.30) Unrelated and prior to our review the issuer reevaluated its accounting treatment for the contingent consideration and concluded that a material misstatement existed that had not been previously identified. The issuer subsequently corrected this misstatement in a restatement of its financial statements and the firm revised and reissued its report on the financial statements. Financial statement audit only · full report | AS 2810.30 | |
| RBSM LLP United States | Business Combinations Little or no substantive testing | During the year the issuer acquired multiple businesses. For one business combination the firm did not perform any substantive procedures to test the fair value of the assets acquired and liabilities assumed. (AS 2502.15) Financial statement audit only · full report | AS 2502.15 | |
| RBSM LLP United States | Business Combinations Reliance on a specialist or pricing service | For another business combination the issuer used an external specialist to estimate the fair value of certain of the acquired assets. For certain assets the fair values were determined using forecasted cash flows. The following deficiencies were identified: - As part of its assessment of the reasonableness of the cash-flow forecast for a certain asset the firm obtained evidence that appeared to contradict an assumption used by the specialist with respect to asset quantities. The firm did not perform procedures beyond inquiry of management to evaluate this contradictory evidence. (AS 2502.26 .28 .31 and .36) Financial statement audit only · full report | AS 2502.26; AS 2502.28; AS 2502.31; AS 2502.36 | |
| RBSM LLP United States | Business Combinations Estimate assumptions not evaluated | For another business combination the issuer used an external specialist to estimate the fair value of certain of the acquired assets. For certain assets the fair values were determined using forecasted cash flows. The following deficiencies were identified: - For certain assets the firm did not perform procedures beyond inquiry of management to evaluate the reasonableness of certain significant assumptions underlying the cash-flow forecasts. (AS 2502.26 and .28) Financial statement audit only · full report | AS 2502.26; AS 2502.28 | |
| RBSM LLP United States | Business Combinations Reliance on a specialist or pricing service | For another business combination the issuer used an external specialist to estimate the fair value of certain of the acquired assets. For certain assets the fair values were determined using forecasted cash flows. The following deficiencies were identified: - The firm did not perform any procedures to test the completeness of certain liabilities assumed. (AS 2301.08) Financial statement audit only · full report | AS 2301.8 | |
| RBSM LLP United States | Business Combinations Reliance on a specialist or pricing service | For another business combination the issuer used an external specialist to estimate the fair value of certain of the acquired assets. For certain assets the fair values were determined using forecasted cash flows. The following deficiencies were identified: - The firm did not perform any procedures to test the fair value of certain liabilities assumed. (AS 2502.15) Financial statement audit only · full report | AS 2502.15 | |
| RBSM LLP United States | Business Combinations Reliance on a specialist or pricing service | For another business combination the issuer used an external specialist to estimate the fair value of certain of the acquired assets. For certain assets the fair values were determined using forecasted cash flows. The following deficiencies were identified: - The firm did not identify and appropriately address an inconsistency between the issuer's disclosure of goodwill and other liabilities associated with this acquisition and the issuer's supporting documentation. (AS 2810.30 and .31) Financial statement audit only · full report | AS 2810.30; AS 2810.31 | |
| RSM US LLP United States | Business Combinations Reliance on a specialist or pricing service | During the year the issuer acquired certain businesses and engaged an external specialist to estimate the fair values of the acquired intangible assets. The issuer provided the specialist with financial projections and other data that were used in the valuations. The following deficiencies were identified: · The firm did not sufficiently evaluate the sales forecast that was provided to the specialist to value the trade name and customer relationship intangible assets because its procedures were limited to inquiring of management and comparing the forecast to the issuer's historical financial information without performing procedures to evaluate whether the issuer's historical growth rates would be representative of the issuer's future sales growth. (AS 1210.12) Both financial statement and ICFR audits · full report | AS 1210.12 | |
| RSM US LLP United States | Business Combinations Estimate assumptions not evaluated | During the year the issuer acquired certain businesses and engaged an external specialist to estimate the fair values of the acquired intangible assets. The issuer provided the specialist with financial projections and other data that were used in the valuations. The following deficiencies were identified: · The firm did not sufficiently evaluate the reasonableness of the royalty rate that the specialist used to value the trade name intangible assets because its procedures were limited to comparing the assumptions to industry information obtained by the specialist without evaluating the relevance and reliability of the source of that information. (AS 2502.26 .28 and .31) Both financial statement and ICFR audits · full report | AS 2502.26; AS 2502.28; AS 2502.31 | |
| RSM US LLP United States | Business Combinations Reliance on a specialist or pricing service | During the year the issuer acquired certain businesses and engaged an external specialist to estimate the fair values of the acquired intangible assets. The issuer provided the specialist with financial projections and other data that were used in the valuations. The following deficiencies were identified: · The firm did not evaluate whether the attrition rates that the specialist used to value the customer relationships intangible assets reflected (1) future retention of the issuer's long-term relationships with its largest customers and (2) those customers' proportionate share of historical sales. (AS 2502.26 .28 and .31) Both financial statement and ICFR audits · full report | AS 2502.26; AS 2502.28; AS 2502.31 | |
| RSM US LLP United States | Business Combinations Estimate assumptions not evaluated | During the year the issuer acquired certain businesses and engaged an external specialist to estimate the fair values of the acquired intangible assets. The issuer provided the specialist with financial projections and other data that were used in the valuations. The following deficiencies were identified: · The firm did not evaluate the reasonableness of certain assumptions that the issuer provided to the specialist that the specialist used to estimate the fair value of other acquired intangible assets. (AS 1210.12) Both financial statement and ICFR audits · full report | AS 1210.12 | |
| RSM US LLP United States | Business Combinations Reliance on a specialist or pricing service | During the year the issuer acquired certain businesses and engaged an external specialist to estimate the fair values of the acquired intangible assets. The issuer provided the specialist with financial projections and other data that were used in the valuations. The following deficiencies were identified: · The firm did not evaluate the issuer's conclusion that separately identifiable intangible assets did not exist related to the revenue expected to be derived from the existing user base of each acquired business in conformity with FASB ASC Topic 805 Business Combinations. (AS 2810.30) Both financial statement and ICFR audits · full report | AS 2810.30 | |
| RSM US LLP United States | Business Combinations Estimate method, model, or data not evaluated | During the year the issuer acquired certain businesses and engaged an external specialist to perform a valuation of the acquired intangible assets. The specialist determined that certain acquired agreements with the issuer's affiliates had no value. The firm did not sufficiently evaluate the reasonableness of the conclusions reached by the specialist because its procedures were limited to verifying that the issuer's accounting treatment was consistent with (1) the accounting treatment used in prior business combinations and (2) certain audit evidence from more than ten years prior to the current year's acquisitions. (AS 2502.26 .28 and .31) Both financial statement and ICFR audits · full report | AS 2502.26; AS 2502.28; AS 2502.31 | |
| RSM US LLP United States | Business Combinations Management review controls not fully evaluated | During the year the issuer acquired a business. The firm selected for testing a control that consisted of management's review of the assumptions and related supporting documentation used in the valuation of assets acquired and liabilities assumed. The firm did not evaluate the review procedures that the control owners performed including the criteria that the control owners used to identify items for follow up and whether those items were appropriately resolved. (AS 2201.42 and .44) ICFR audit only · full report | AS 2201.42; AS 2201.44 | |
| RSM US LLP United States | Business Combinations Management review controls not fully evaluated | During the year the issuer acquired certain businesses and engaged an external specialist to estimate the fair values of the acquired intangible assets. The issuer provided the specialist with financial projections and other data that were used in the valuations. The following deficiencies were identified: · The firm selected for testing a control that included management's review of certain assumptions used in the valuations. The firm did not evaluate the review procedures that the control owner performed including the criteria that the control owner used to identify items for follow up and whether those items were appropriately resolved. (AS 2201.42 and .44) Both financial statement and ICFR audits · full report | AS 2201.42; AS 2201.44 | |
| RSM US LLP United States | Business Combinations Reliance on a specialist or pricing service | During the year the issuer acquired certain businesses and engaged an external specialist to estimate the fair values of the acquired intangible assets. The issuer provided the specialist with financial projections and other data that were used in the valuations. The following deficiencies were identified: · The firm selected for testing a control that included management's review of certain assumptions used in the valuations. The firm did not identify and test any controls over the preparation of the financial projections that were provided to the specialist. (AS 2201.39) Both financial statement and ICFR audits · full report | AS 2201.39 | |
| RSM US LLP United States | Business Combinations Management review controls not fully evaluated | During the year the issuer acquired a business and determined the fair value of an acquired intangible asset using forecasted cash flows that assumed significant revenue growth and improved gross margins. The following deficiencies were identified: · The firm selected for testing a control that consisted of the issuer's review of the significant assumptions it used to determine the fair value of this asset. The firm did not evaluate the specific review procedures that the control owner performed to evaluate the reasonableness of the revenue growth rate and gross margin assumptions. (AS 2201.42 and .44) Both financial statement and ICFR audits · full report | AS 2201.42; AS 2201.44 | Significant risk |
| RSM US LLP United States | Business Combinations Accounting or disclosure treatment not evaluated | During the year the issuer acquired a business. The firm did not identify and evaluate that the issuer's accounting for a provision for contingent payments to the sellers as equity and the omission of required disclosures related to this provision were not in conformity with FASB ASC Topic 480 Distinguishing Liabilities from Equity. (AS 2810.30 and .31) Unrelated to our review the issuer reevaluated its accounting and disclosures for this business combination and concluded that material misstatements existed that had not been previously identified. The issuer subsequently corrected these misstatements in a restatement of its financial statements and the firm revised and reissued its report on the financial statements. Financial statement audit only · full report | AS 2810.30; AS 2810.31 | |
| RSM US LLP United States | Business Combinations Estimate assumptions not evaluated | During the year the issuer acquired a business and determined the fair value of an acquired intangible asset using forecasted cash flows that assumed significant revenue growth and improved gross margins. The following deficiencies were identified: · With respect to both the revenue growth rate and gross margin assumptions the firm did not sufficiently evaluate whether these assumptions were consistent with certain information including certain industry factors or the issuer's historical and recent experience because it did not evaluate the significant differences between these assumptions and that information. Further the firm did not take into account the issuer's ability to achieve the forecasted revenue growth and gross margins. (AS 2501.16 and .17) Both financial statement and ICFR audits · full report | AS 2501.16; AS 2501.17 | Significant risk |
| RSM US LLP United States | Business Combinations Accuracy/completeness of client data not tested | During the year the issuer acquired a business and determined the fair value of an acquired intangible asset using forecasted cash flows that assumed significant revenue growth and improved gross margins. The following deficiencies were identified: · With respect to the revenue growth rate assumptions the firm used information produced by the issuer and information from external sources including industry data and growth rates for comparable companies to evaluate the reasonableness of these assumptions. The firm did not perform any procedures to test or in the alternative test any controls over the accuracy and completeness of certain information produced by the issuer. (AS 1105.10) Both financial statement and ICFR audits · full report | AS 1105.10 | Significant risk |
| RSM US LLP United States | Business Combinations Estimate assumptions not evaluated | During the year the issuer acquired a business and determined the fair value of an acquired intangible asset using forecasted cash flows that assumed significant revenue growth and improved gross margins. The following deficiencies were identified: · With respect to the revenue growth rate assumptions the firm used information produced by the issuer and information from external sources including industry data and growth rates for comparable companies to evaluate the reasonableness of these assumptions. The firm did not evaluate the relevance and reliability of certain industry data and the relevance of the growth rates for the comparable companies. (AS 1105.04 and .06) Both financial statement and ICFR audits · full report | AS 1105.4; AS 1105.6 | Significant risk |
| RSM US LLP United States | Business Combinations Management review controls not fully evaluated | During the year the issuer acquired multiple businesses and engaged a specialist to assist in the determination of the fair values of certain assets acquired using forecasted cash flows and other assumptions. The following deficiencies were identified: · The firm selected for testing a control over the valuation of the assets acquired and liabilities assumed that included the reviews of the assumptions the issuer and the company's specialist used in these forecasted cash flows and other assumptions used to determine these fair values. In its testing of the operating effectiveness of this control the firm did not evaluate the specific review procedures that the control owners performed to evaluate the reasonableness of a significant assumption for one of the business combinations selected for testing. (AS 2201.44) Both financial statement and ICFR audits · full report | AS 2201.44 | Significant risk |
| RSM US LLP United States | Business Combinations Estimate assumptions not evaluated | During the year the issuer acquired multiple businesses and engaged a specialist to assist in the determination of the fair values of certain assets acquired using forecasted cash flows and other assumptions. The following deficiencies were identified: · The firm's approach for substantively testing the fair values of certain acquired assets was to test the issuer's process. The firm used an auditor-employed specialist to evaluate the significant assumptions the company's specialist used. For certain of these assets the firm did not sufficiently evaluate the reasonableness of these significant assumptions because it did not identify that the auditor-employed specialist did not perform any procedures beyond reading the valuation report that was prepared by the company's specialist to evaluate certain significant assumptions developed by the issuer. (AS 1201. C6 and .C7; AS 2501.16) Both financial statement and ICFR audits · full report | AS 1201.C6; AS 1201.C7; AS 2501.16 | Significant risk |
| RT LLP Singapore | Business Combinations Accounting or disclosure treatment not evaluated | The issuer completed a business combination during the year in which it divested a wholly-owned subsidiary and acquired all of the issued and outstanding shares of another company for cash consideration and the issuance of stock in a series of related divestiture and acquisition transactions. The issuer recorded the acquisition as a reverse merger for accounting and financial reporting purposes. The firm did not perform procedures to test the business combination beyond summarizing the terms of the related transactions and evaluating the appropriateness of the issuer's accounting treatment and financial statement presentation. (AS 2301.08) Financial statement audit only · full report | AS 2301.8 | |
| RT LLP Singapore | Business Combinations Other testing deficiency | The issuer completed a business combination during the year in which it divested a wholly-owned subsidiary and acquired all of the issued and outstanding shares of another company for cash consideration and the issuance of stock in a series of related divestiture and acquisition transactions. The issuer recorded the acquisition as a reverse merger for accounting and financial reporting purposes. The firm did not identify and appropriately address a departure from IFRS related to the issuer's accounting for and recognition of certain expenses relating to the business combination in conformity with IFRS 3 Business Combinations. (AS 2810.30 and .31) Unrelated to our review the issuer reevaluated its accounting for certain expenses relating to the business combination and concluded that a material misstatement existed that had not been previously identified. The issuer subsequently corrected this misstatement in a restatement of its financial statements and the firm issued a special report regarding those adjustments. Financial statement audit only · full report | AS 2810.30; AS 2810.31 | |
| RT LLP Singapore | Business Combinations Little or no substantive testing | The firm did not perform any procedures to test the adjustments recorded by the issuer to correct the misstatement to its financial statements related to the business combination. (AS 2301.08) Financial statement audit only · full report | AS 2301.8 | |
| Rose, Snyder & Jacobs LLP United States | Business Combinations Estimate method, model, or data not evaluated | Deficiencies evaluating a specialist's valuation of intangible assets acquired in a business combination. Integrated (FS + ICFR) audit · full report | AS 2201.42; AS 2201.44; AS 1105.A6; AS 1105.A10; AS 2501.07 | |
| S D Mayer & Associates United States | Business Combinations Other testing deficiency | During the year the issuer acquired a business. The firm did not perform any procedures to test the fair value of the purchase consideration. (AS 2502.15) Financial statement audit only · full report | AS 2502.15 | |
| S D Mayer & Associates United States | Business Combinations Other testing deficiency | During the year the issuer acquired a business. The firm did not perform any procedures to test the fair value of certain acquired assets. (AS 2502.15) Financial statement audit only · full report | AS 2502.15 | |
| S D Mayer & Associates United States | Business Combinations Estimate method, model, or data not evaluated | With respect to certain other acquired assets the firm did not obtain an understanding of and evaluate whether the valuation method the issuer used to develop its fair value estimate was appropriate in the circumstances. (AS 2502.09 and .18) Financial statement audit only · full report | AS 2502.9; AS 2502.18 |