Annual report pursuant to Section 13 and 15(d)

Acquisitions, Goodwill and Other Intangible Assets

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Acquisitions, Goodwill and Other Intangible Assets
12 Months Ended
Dec. 31, 2021
Business Combinations [Abstract]  
Acquisitions, Goodwill and Other Intangible Assets
 
6.
Acquisitions, Goodwill and Other Intangible Assets
During the year ended December 31, 2021, the Company recorded measurement period adjustments, including additional cash expected to be received in excess of the provisional amounts that were recognized at the acquisition date for the businesses acquired during 2020. Measurement period adjustments reflect new information obtained about facts and circumstances that existed as of the acquisition dates that, if known, would have affected the measurement of the amounts recognized as of the acquisition date. The impact to amortization expense not previously recognized related to these changes in estimates was not material.
The goodwill recorded as part of the acquisitions primarily arose from the acquired assembled workforce and brokerage and financing sales platforms. The Company expects all of the goodwill to be tax deductible, with the
tax-deductible
amount of goodwill related to the contingent and deferred consideration to be determined once the cash payments are made to settle any contingent and deferred consideration. The goodwill resulting from acquisitions is allocated to the Company’s one
RU
.
Goodwill and intangible assets, net consisted of the following (in thousands):
 
    
December 31, 2021
    
December 31, 2020
 
    
Gross
Carrying
Amount
    
Accumulated
Amortization
   
Net Book
Value
    
Gross
Carrying
Amount
    
Accumulated
Amortization
   
Net Book
Value
 
Goodwill and intangible assets:
                                                   
Goodwill
   $ 34,071      $ —       $ 34,071      $ 33,375      $ —       $ 33,375  
Intangible assets
(1)(2)
     23,974        (9,940     14,034        24,745        (6,067     18,678  
    
 
 
    
 
 
   
 
 
    
 
 
    
 
 
   
 
 
 
     $ 58,045      $ (9,940   $ 48,105      $ 58,120      $ (6,067   $ 52,053  
    
 
 
    
 
 
   
 
 
    
 
 
    
 
 
   
 
 
 
 
(1)
Total weighted average amortization period was 5.53 years and 5.57 years as of December 31, 2021 and 2020, respectively.
(2)
Amortization expense for the intangible assets was $3.8 million and $4.3 million for the years ended December 31, 2021 and 2020, respectively.
The changes in the carrying amount of goodwill consisted of the following (in thousands):

 
 
  
Years Ended
December 31,
 
 
  
2021
 
  
2020
 
Beginning balance
   $ 33,375      $ 15,072  
Additions from acquisitions
(1)
     696        18,303  
Impairment losses
     —          —    
    
 
 
    
 
 
 
Ending balance
   $ 34,071      $ 33,375  
    
 
 
    
 
 
 
 
(1)
 
The 2021 addition represents a measurement period adjustment.
Estimated amortization expense for intangible assets by year for the next five years and thereafter consisted of the following (in thousands):
 
    
Year Ended
December 31,
 
2022
   $ 3,474  
2023
     3,407  
2024
     2,891  
2025
     2,671  
2026
     946  
Thereafter
     645  
    
 
 
 
     $ 14,034  
    
 
 
 
The Company evaluates goodwill for impairment annually in the fourth quarter. In addition to the annual impairment evaluation, the Company evaluates at least quarterly whether events or circumstances have occurred in the period subsequent to the annual impairment testing which indicate that it is more likely than not an impairment loss has occurred. The Company evaluates its intangible assets that have finite useful lives whenever an event or change in circumstances indicates that the carrying value of the asset may not be recoverable.
 
As a result of its evaluations, the Company did not identify any situations where the recording of an impairment was required.