Functional Brands Inc. Goodwill & Intangibles Disclosure
| 11. | Intangible Assets and Goodwill |
The Company’s intangible assets consist of those acquired from Kirkman in July 2019 (see Note 10, Business Combination). The Kirkman brand and the cGMP certification were assigned an indefinite useful life, whereas the customer relationships were assigned a life span of 10 years.
The following table summarizes the finalized fair value of assets acquired, and liabilities assumed as of the date of the acquisition in 2019:
| December 31, 2025 | December 31, 2024 | |||||||
| Kirkman brand, net | $ | 925,700 | $ | 925,700 | ||||
| cGMP certification | 310,000 | 310,000 | ||||||
| Customer relationships | 461,300 | 461,300 | ||||||
| Total intangible assets, gross | 1,697,000 | 1,697,000 | ||||||
| Less: Accumulated amortization: Customer relationships | (299,589 | ) | (253,459 | ) | ||||
| Intangible assets, net | $ | 1,397,411 | $ | 1,443,541 | ||||
The following table presents the amortization for the remaining useful life of the customer relationships:
| 2026 | $ | 46,130 | ||
| 2027 | 46,130 | |||
| 2028 | 46,130 | |||
| 2029 | 23,321 | |||
| Total | $ | 161,711 |
There were impairments to the intangible assets during the year ending December 31, 2025 and 2024. Balance consists of goodwill (including assembled workforce) acquired from acquisition of Kirkman in July 2019 which was assigned an indefinite useful life.
| December 31, 2025 | December 31, 2024 | |||||||
| Goodwill | $ | 818,139 | $ | 818,139 | ||||
There were impairments to goodwill during the years ending December 31, 2025 and 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.