ASURE SOFTWARE INCASUR

ASURE SOFTWARE INC Goodwill & Intangibles Disclosure

10-KFiled Feb 26, 20262 min read
GOODWILL AND OTHER INTANGIBLE ASSETS
2024Acquisitions2025
Goodwill$94,724 $21,035 $115,759 

We believe significant synergies are expected to arise from our strategic acquisitions and their assembled workforces. This factor contributed to a purchase price that was in excess of the fair value of the net assets acquired and, as a result, we recorded goodwill for each acquisition. A portion of acquired goodwill will be amortizable for tax purposes. As of December 31, 2025, there has been no impairment of goodwill based on the qualitative assessments we have performed.

Gross Intangible Assets2024Acquisitions2025
Customer relationships$148,097 $33,927 $182,024 
Developed technology15,201 4,300 19,501
Trade names880 — 880
Non-compete agreements1,032 — 1,032
$165,210 $38,227 $203,437 
The gross carrying amount and accumulated amortization of our intangible assets as of December 31, 2025 and 2024, are as follows (in thousands, except weighted average periods):
Weighted Average
Amortization
Period
(in Years)		GrossAccumulated
Amortization		Net
December 31, 2025
Customer relationships8.5$182,024 $(101,343)$80,681 
Developed technology6.619,501 (12,348)7,153 
Trade names4.3880 (880)— 
Non-compete agreements5.21,032 (955)77 
 8.2$203,437 $(115,526)$87,911 
December 31, 2024
Customer relationships8.6$148,097 $(83,074)$65,023 
Developed technology6.515,201 (11,201)4,000 
Trade names4.3880 (880)— 
Non-compete agreements5.21,032 (941)91 
8.3$165,210 $(96,096)$69,114 

We record amortization expenses using the straight-line method over the estimated useful lives of the intangible assets, as noted above. Amortization expenses recorded in operating expenses were $18,283 and $16,222 for the years ended December 31, 2025 and 2024, respectively. Amortization expenses recorded in cost of sales were $1,147 and $200 for the years ended December 31, 2025 and 2024, respectively. There was no impairment of intangibles during the year ended December 31, 2025, based on the qualitative assessment we performed. However, if market, political and other conditions over which we have no control continue to affect the capital markets and our stock price declines, we may experience an impairment of our intangibles in future quarters.

The following table summarizes the future estimated amortization expense relating to our intangible assets as of December 31, 2025 (in thousands):
2026$18,649 
202716,462 
202815,017 
202912,854 
20309,224 
Thereafter15,705 
 $87,911 

Historical Timeline

Fiscal YearFiled
2025Feb 26, 2026Showing above
2023Feb 26, 2024
2022Feb 27, 2023
2021Mar 14, 2022

About Goodwill & Intangibles Disclosures

Goodwill and intangible asset disclosures reveal the premium paid in acquisitions and how management assesses whether that premium retains its value. Since goodwill is no longer amortized under US GAAP, the annual impairment test is the only mechanism that adjusts carrying values downward — making the assumptions behind that test critically important for investors.

Key signals: a history of goodwill impairments suggests management consistently overpays for acquisitions. Watch the gap between reporting unit fair value and carrying amount — when fair value exceeds carrying amount by less than 10-20%, a small decline in business performance could trigger a write-down. For finite-lived intangibles, examine useful life assumptions across customer relationships, technology, and trade names; aggressive estimates inflate near-term earnings. Compare total intangibles-to-total-assets ratios against peers to assess acquisition dependency. Rising goodwill as a percentage of equity can signal balance sheet fragility.

Other Available Disclosures

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