Cibus, Inc.CBUS
Cibus, Inc. Goodwill & Intangibles Disclosure
GOODWILL AND INTANGIBLE ASSETSGoodwill
Goodwill activity is as follows:
During the first quarter of 2025, the Company experienced a Triggering Event and assessed its goodwill for impairment. The Company considered the decline in its stock price since its last assessment of goodwill and concluded it was more likely than not that its goodwill would be impaired. The Company then performed a quantitative analysis and concluded that its goodwill was impaired. Management makes critical assumptions and estimates in completing impairment assessments of goodwill. The Company utilized the discounted cash flow method to calculate the fair value of the reporting unit. The Company’s future cash flow projections include assumptions on variables such as future royalties and operating margins, economic conditions, probability of success, market competition, inflation, and discount rates. In addition, the Company compares the fair value of the reporting unit to the Company’s overall market capitalization. The Company utilized its most recent cash flow projections in combination with the Company’s stock price as of March 31, 2025, to calculate the fair value of the reporting unit using a long-term growth rate of 3 percent and a discount rate of 47 percent, which are Level 3 fair value measurements. The Company determined its goodwill was impaired by $21.0 million, which is recorded in the accompanying consolidated statements of operations for the year ended December 31, 2025.
During the third quarter of 2024, the Company experienced a Triggering Event and assessed its goodwill for impairment. The Company considered the decline in its stock price since its last annual assessment and concluded it was more likely than not that its goodwill would be impaired. The Company then performed a quantitative analysis and concluded that its goodwill was impaired. Management makes critical assumptions and estimates in completing impairment assessments of goodwill. The Company utilized the discounted cash flow method to calculate the fair value for its goodwill. The Company’s cash flow projections look several years into the future and include assumptions on variables such as future royalties and operating margins, economic conditions, probability of success, market competition, inflation, and discount rates. The Company utilized its most recent cash flow projections in combination with the decline of the Company’s stock price as of September 30, 2024, to calculate the fair value of its goodwill using a long-term growth rate of 3 percent and a discount rate of 37 percent, which are Level 3 fair value measurements. The Company determined its goodwill was impaired by $181.4 million, which was recorded in the accompanying consolidated statements of operations for the year ended December 31, 2024.
The Company’s gross amount of goodwill prior to accumulated impairment losses as of December 31, 2025, 2024, and 2023, was $585.3 million. The Company’s accumulated goodwill impairment loss as of December 31, 2025, 2024, and 2023, was $352.8 million, $331.8 million, and $150.4 million, respectively.
A Triggering Event that could indicate impairment and necessitate an evaluation of goodwill includes, but is not limited to, macroeconomic conditions, industry and market considerations, increases in Cibus’ costs, commercial performance relative to strategic initiatives, adverse regulatory developments, or the decline in market capitalization of Cibus’ Class A Common Stock.
Intangible assets as of December 31, 2024, were as follows:
Total amortization expense is as follows:
As of December 31, 2025, future amortization expense is estimated as follows:
Goodwill activity is as follows:
| In Thousands | Goodwill | |||||||
| Balance as of December 31, 2023 | $ | 434,898 | ||||||
| Goodwill impairment | (181,432) | |||||||
| Balance as of December 31, 2024 | 253,466 | |||||||
| Goodwill impairment | (20,950) | |||||||
| Balance as of December 31, 2025 | $ | 232,516 | ||||||
During the first quarter of 2025, the Company experienced a Triggering Event and assessed its goodwill for impairment. The Company considered the decline in its stock price since its last assessment of goodwill and concluded it was more likely than not that its goodwill would be impaired. The Company then performed a quantitative analysis and concluded that its goodwill was impaired. Management makes critical assumptions and estimates in completing impairment assessments of goodwill. The Company utilized the discounted cash flow method to calculate the fair value of the reporting unit. The Company’s future cash flow projections include assumptions on variables such as future royalties and operating margins, economic conditions, probability of success, market competition, inflation, and discount rates. In addition, the Company compares the fair value of the reporting unit to the Company’s overall market capitalization. The Company utilized its most recent cash flow projections in combination with the Company’s stock price as of March 31, 2025, to calculate the fair value of the reporting unit using a long-term growth rate of 3 percent and a discount rate of 47 percent, which are Level 3 fair value measurements. The Company determined its goodwill was impaired by $21.0 million, which is recorded in the accompanying consolidated statements of operations for the year ended December 31, 2025.
During the third quarter of 2024, the Company experienced a Triggering Event and assessed its goodwill for impairment. The Company considered the decline in its stock price since its last annual assessment and concluded it was more likely than not that its goodwill would be impaired. The Company then performed a quantitative analysis and concluded that its goodwill was impaired. Management makes critical assumptions and estimates in completing impairment assessments of goodwill. The Company utilized the discounted cash flow method to calculate the fair value for its goodwill. The Company’s cash flow projections look several years into the future and include assumptions on variables such as future royalties and operating margins, economic conditions, probability of success, market competition, inflation, and discount rates. The Company utilized its most recent cash flow projections in combination with the decline of the Company’s stock price as of September 30, 2024, to calculate the fair value of its goodwill using a long-term growth rate of 3 percent and a discount rate of 37 percent, which are Level 3 fair value measurements. The Company determined its goodwill was impaired by $181.4 million, which was recorded in the accompanying consolidated statements of operations for the year ended December 31, 2024.
The Company’s gross amount of goodwill prior to accumulated impairment losses as of December 31, 2025, 2024, and 2023, was $585.3 million. The Company’s accumulated goodwill impairment loss as of December 31, 2025, 2024, and 2023, was $352.8 million, $331.8 million, and $150.4 million, respectively.
A Triggering Event that could indicate impairment and necessitate an evaluation of goodwill includes, but is not limited to, macroeconomic conditions, industry and market considerations, increases in Cibus’ costs, commercial performance relative to strategic initiatives, adverse regulatory developments, or the decline in market capitalization of Cibus’ Class A Common Stock.
To the extent a Triggering Event occurs and Cibus concludes that goodwill has become further impaired, Cibus may be required to incur material write-offs relating to such impairment and any such write-offs could have a material impact on the Company’s future operating results and financial position.
Intangible Assets
Intangible assets as of December 31, 2025, were as follows:
Intangible Assets
Intangible assets as of December 31, 2025, were as follows:
| In Thousands | Gross Carrying Amount | Accumulated Amortization | Intangible Assets, Net | |||||||||||||||||
| Developed technology | $ | 14,148 | $ | 1,828 | $ | 12,320 | ||||||||||||||
| Trade name | 22,230 | 2,871 | 19,359 | |||||||||||||||||
| Total | $ | 36,378 | $ | 4,699 | $ | 31,679 | ||||||||||||||
Intangible assets as of December 31, 2024, were as follows:
| In Thousands | Gross Carrying Amount | Accumulated Amortization | Intangible Assets, Net | |||||||||||||||||
| Developed technology | $ | 14,148 | $ | 1,120 | $ | 13,028 | ||||||||||||||
| Trade name | 22,230 | 1,760 | 20,470 | |||||||||||||||||
| Other | 150 | 70 | 80 | |||||||||||||||||
| Total | $ | 36,528 | $ | 2,950 | $ | 33,578 | ||||||||||||||
Total amortization expense is as follows:
| Years Ended December 31, | ||||||||||||||
| In Thousands | 2025 | 2024 | ||||||||||||
| Amortization expense | $ | 1,819 | $ | 1,833 | ||||||||||
As of December 31, 2025, future amortization expense is estimated as follows:
| In Thousands | Amortization Expense | |||||||
| 2026 | $ | 1,819 | ||||||
| 2027 | 1,819 | |||||||
| 2028 | 1,819 | |||||||
| 2029 | 1,819 | |||||||
| 2030 | 1,819 | |||||||
| Thereafter | 22,584 | |||||||
| Total future amortization expense | $ | 31,679 | ||||||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 17, 2026 | Showing above |
| 2024 | Mar 20, 2025 | |
| 2023 | Mar 21, 2024 | |
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.