NOTE 8: INTANGIBLE ASSETS AND GOODWILL

 

Intangible Assets

 

Intangible assets consisted of the following as of December 31, 2025 and 2024:

 

  

December 31,

 
  

2025

  

2024

 
  

Gross

      

Gross

     
  

Carrying

  

Accumulated

  

Carrying

  

Accumulated

 
  

Amount

  

Amortization

  

Amount

  

Amortization

 

Technology platform

 $13,961   3,858  $7,140   3,041 

Purchased and developed software

  8,815   5,921   13,780   5,006 

Customer relationships

  28,561   5,889   13,910   4,350 

Trademarks and trade names

  1,260   1,044   1,260   852 

Noncompete

  22   1   -   - 

Total amortizable intangible assets

  52,619   16,713   36,090   13,249 

Less: Accumulated amortization

  (16,713)      (13,249)    

Net book value of amortizable intangible assets

 $35,906      $22,841     

 

For the years ended December 31, 2025 and 2024, amortization of intangible assets charged to operations was $4,822 and $3,877, respectively. For the year ended December 31, 2024, the Company wrote-off a $30 fully amortized noncompete asset and the related accumulated amortization. There was no impact on the Company’s consolidated balance sheet or consolidated statement of operations as a result of this write-off during the period.

 

During the year ended December 31, 2025, the Company recognized an impairment charge of $5,712 related to a proprietary software platform capitalized as an intangible asset under ASC 350-40. The impairment was recorded after management determined that expected future cash flows associated with the platform were not sufficient to recover its carrying amount, primarily due to uncertainty regarding the renewal of an existing software license agreement. The uncertainty arose in September 2025 when the customer communicated that it was unable to renew its license agreement with the Company due to budget constraints, representing a triggering event under ASC 350-40. The impairment charge was measured as the excess of the asset’s carrying amount over its estimated fair value, which was determined using an income approach based on expected discounted cash flows and Level 3 inputs in accordance with ASC 820. The impairment charge is presented within operating expenses in the consolidated statements of operations.

 

Estimated amortization is as follows:

 

  

Estimated Future

 

Year ending December 31,

 

Amortization

 

2026

 $5,876 

2027

  4,854 

2028

  4,351 

2029

  4,021 

2030

  4,020 

Thereafter

  12,784 

Total

 $35,906 

 

Intangible assets include the following and are being amortized over their estimated useful lives as follows:

 

  

Amortization

 
  

Period:

 

Acquired Intangible Asset:

 

(years)

 

Technology platform and patents

  3-10 

Purchased and developed software

  3-7 

Trade names

  5 

Customer relationships

  10-15 

 

Goodwill

 

As of December 31, 2025, the Company's goodwill balance includes $26,013, recognized in connection with the acquisition of CDM on November 7, 2025 (see Note 5). The Company has one reporting unit and all goodwill has been assigned to that reporting unit.

 

On September 30, 2025, the Company performed a qualitative assessment and concluded that it was not more likely than not that the fair value of its reporting unit was less than its carrying amount. Accordingly, no quantitative test was required and no impairment was recognized during the year ended December 31, 2025. On September 30, 2024, the Company performed a qualitative assessment and concluded that it was not more likely than not that the fair value of its reporting unit was less than its carrying amount. Accordingly, no quantitative test was required and no impairment was recognized during the year ended December 31, 2024.

 

The Company recognizes that changes in projected operating results, market conditions, or other assumptions could have a material impact on its assessment of goodwill impairment in future periods. Should indicators of impairment arise in subsequent periods, the Company will perform the analysis required to determine whether goodwill is impaired.

 

Changes in goodwill for the years ended December 31, 2025 and 2024 were as follows:

 

  

Gross Carrying Amount

 

Balance as of January 1, 2024

 $37,099 

Additions

  - 

Impairment expense

  - 

Balance as of December 31, 2024

  37,099 

Additions

  26,013 

Foreign currency translation adjustments

  800 

Balance as of December 31, 2025

 $63,912 

 

  

Accumulated Impairment

 

Balance as of January 1, 2024

 $(10,646)

Impairment expense

  - 

Balance as of December 31, 2024

  (10,646)

Impairment expense

  - 

Balance as of December 31, 2025

 $(10,646)
     

Goodwill, net of accumulated impairment

 $53,266 

 

The carrying values of goodwill and intangible assets attributable to the Company's Canadian operations are denominated in Canadian dollars and are translated into U.S. dollars at the exchange rate in effect as of the balance sheet date. As a result, the reported balances of goodwill and intangible assets are subject to fluctuation due to changes in foreign currency exchange rates, with translation adjustments recorded in accumulated other comprehensive income.

Historical Timeline

Fiscal YearFiled
2025Apr 15, 2026Showing above
2024Mar 14, 2025
2023Mar 21, 2024
2022Mar 30, 2023
2021Mar 22, 2022
2020Mar 10, 2021
2019Mar 13, 2020
2018Mar 28, 2019
2017Mar 26, 2018
2016Mar 28, 2017
2015Apr 4, 2016

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.