Annual report pursuant to Section 13 and 15(d)

Intangible Assets, Net and Goodwill

v3.23.1
Intangible Assets, Net and Goodwill
 12 Months Ended
Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Intangible Assets, Net and Goodwill Intangible Assets, Net and Goodwill
Intangible Assets, Net

The Company had the following intangible assets (in thousands) with their weighted average remaining amortization period (in years):
Intangible Assets, Net
Weighted Average Remaining Amortization Period
As of December 31,
2022 2021
Customer Relationships 10 $ 17,325  $ 6,120 
Digital Networks 17 3,537  – 
Trade Names 68 11,783  4,000 
Technology 2 293  – 
Non Compete – –  60 
Other Intangible Assets (a) 2 325  301 
Intangible Assets, Gross 33,263  10,481 
Less Accumulated Amortization (2,398) (772)
Foreign Currency Translation Adjustment (1,698) 24 
Intangible Assets, Net $ 29,167  $ 9,733 
_______________________
(a)Represents the remaining unamortized logo and website intangible assets related to the merger with A Squared.
During the years ended December 31, 2022 and December 31, 2021, the Company recorded intangible asset amortization expense of $2.3 million and $0.5 million, respectively. As of December 31, 2022, $7.2 million of the Company's intangible assets related to the acquired trade names from the Wow acquisition have indefinite lives and are not subject to amortization. The Company did not have any indefinite-lived intangible assets as of December 31, 2021.
Pursuant to ASC 350-30, General Intangibles Other than Goodwill, the Company reviews these intangible assets periodically to determine if the value should be retired or impaired due to recent events. During the year ended December 31, 2022, as a result of our annual impairment testing, the Company recorded a non-cash intangible impairment charge of $4.1 million for a determined decrease in value of Beacon's Customer Relationships and Non-Compete Agreements.

As of December 31, 2021, the Company decided to discontinue the use of the trade name acquired as part of the acquisition of Beacon, resulting in a write-down of the full book value of $3.4 million.
Expected future intangible asset amortization as of December 31, 2022 is as follows (in thousands):
Fiscal Year:
2023 $ 2,327 
2024 2,321 
2025 2,216 
2026 2,210 
2027 2,210 
Thereafter 10,674 
Total $ 21,958 
Goodwill
In 2013, the Company recognized $10.4 million in goodwill, as a result of the merger with A Squared. During the first quarter of 2021, the Company recognized $9.7 million in goodwill, as a result of the acquisition of Beacon, which was subsequently written down to $4.9 million as of December 31, 2021. As of December 31, 2022, the remaining goodwill balance from the acquisition of Beacon was fully written off due to impairment.
As a result of the Ameba Acquisition during the first quarter of 2022 and the Wow Acquisition during the second quarter of 2022, the Company recorded goodwill of $0.7 million and $21.4 million, respectively, as determined to be the amount in excess of the fair value of the assets acquired and liabilities assumed in the acquisition. The goodwill for the Ameba and Wow Acquisition was allocated to the Content Production and Distribution reportable segment. As Wow's functional currency is the CAD, goodwill will change each period due to currency exchange differences.
The Company has performed its annual review of goodwill and its indefinite lived intangible asset during the fourth quarter of 2022. Goodwill on the Company’s consolidated financial statements relates to both the Content Production & Distribution reporting unit and the Media Advisory & Advertising Services reporting unit. The Company performed a qualitative assessment of the Content Production & Distribution reporting unit and determined that an impairment was not indicated. Due to a decrease in projected cash flows, the Company elected to initially perform a quantitative assessment on its Media Advisory & Advertising Services segment.
The fair value of the Media Advisory & Advertising Services reporting unit in accordance with the goodwill impairment test was determined using the income and market approaches. The income approach employs the discounted cash flow method reflecting projected cash flows expected to be generated by market participants and then adjusted for time value of money factors and requires management to make significant estimates and assumptions related to forecasts of future revenues, operating margins, and discount rates. The market approach utilizes an analysis of comparable publicly traded companies and requires management to make significant estimates and assumptions related to the forecasts of future revenues, earnings before interest, taxes, depreciation, and amortization (EBITDA) and multiples that are applied to management’s forecasted revenues and EBITDA estimates.
The carrying value of the Media Advisory & Advertising Services reporting unit, which is comprised of the Beacon operations, exceeded its fair value, resulting in an impairment of goodwill of $4.9 million.
The following table summarizes the changes in the carrying amount of goodwill by reportable segment (in thousands):
Content Production & Distribution Media Advisory & Advertising Services Total
Goodwill as of December 31, 2021 $ 10,366  $ 4,861  $ 15,227 
Acquisition of Ameba 1,422  –  1,422 
Acquisition of Wow 21,398  –  21,398 
Goodwill Impairment –  (4,857) (4,857)
Foreign Currency Translation Adjustment (1,379) (4) (1,383)
Goodwill as of December 31, 2022 $ 31,807  $ –  $ 31,807