Simply Good Foods CoSMPL
Simply Good Foods Co Goodwill & Intangibles Disclosure
Goodwill and Intangibles
Changes to Goodwill during the fifty-two weeks ended August 30, 2025, were as follows:
| (In thousands) | Goodwill | |||||||
| Balance as of August 26, 2023 | $ | 543,134 | ||||||
| Acquisition of business | 48,553 | |||||||
| Balance as of August 31, 2024 | $ | 591,687 | ||||||
| Acquisition of business measurement period adjustments | (1,713) | |||||||
| Balance as of August 30, 2025 | $ | 589,974 | ||||||
The change in Goodwill during the fifty-two weeks ended August 30, 2025, and the fifty-three weeks ended August 31, 2024, was the result of the acquisition method of accounting related to the OWYN Acquisition as described in Note 3. There were no changes in the Company’s goodwill in the fifty-two weeks ended August 26, 2023. There were no impairment charges related to goodwill during the fifty-two weeks ended August 30, 2025, or since the inception of the Company.
Intangible assets, net in the Consolidated Balance Sheets consist of the following:
| August 30, 2025 | ||||||||||||||||||||||||||||||||
| (In thousands) | Useful life | Gross carrying amount | Accumulated amortization | Net carrying amount | ||||||||||||||||||||||||||||
| Intangible assets with indefinite life: | ||||||||||||||||||||||||||||||||
| Brands and trademarks | Indefinite life | $ | 1,142,000 | $ | — | $ | 1,142,000 | |||||||||||||||||||||||||
| Intangible assets with finite lives: | ||||||||||||||||||||||||||||||||
| Customer relationships | 15 years | $ | 194,500 | $ | 78,138 | $ | 116,362 | |||||||||||||||||||||||||
| Licensing agreements | 10 years | 16,072 | 14,319 | 1,753 | ||||||||||||||||||||||||||||
| Proprietary recipes and formulas | 7 years | 7,000 | 7,000 | — | ||||||||||||||||||||||||||||
| Software and website development costs | 3 | - | 5 years | 6,641 | 5,153 | 1,488 | ||||||||||||||||||||||||||
| $ | 1,366,213 | $ | 104,610 | $ | 1,261,603 | |||||||||||||||||||||||||||
| August 31, 2024 | ||||||||||||||||||||||||||||||||
| (In thousands) | Useful life | Gross carrying amount | Accumulated amortization | Net carrying amount | ||||||||||||||||||||||||||||
| Intangible assets with indefinite life: | ||||||||||||||||||||||||||||||||
| Brands and trademarks | Indefinite life | $ | 1,197,000 | $ | — | $ | 1,197,000 | |||||||||||||||||||||||||
| Intangible assets with finite lives: | ||||||||||||||||||||||||||||||||
| Customer relationships | 15 years | $ | 194,500 | $ | 65,171 | $ | 129,329 | |||||||||||||||||||||||||
| Licensing agreements | 13 years | 22,000 | 12,415 | 9,585 | ||||||||||||||||||||||||||||
| Proprietary recipes and formulas | 7 years | 7,000 | 7,000 | — | ||||||||||||||||||||||||||||
| Software and website development costs | 3 | - | 5 years | 5,034 | 4,921 | 113 | ||||||||||||||||||||||||||
| Intangible assets in progress | 3 | - | 5 years | 439 | — | 439 | ||||||||||||||||||||||||||
| $ | 1,425,973 | $ | 89,507 | $ | 1,336,466 | |||||||||||||||||||||||||||
Changes in Intangible assets, net during the fifty-two weeks ended August 30, 2025, were primarily related to the impairment of the Atkins brand and trademarks indefinite-lived intangible asset and the licensing agreements finite-lived intangible asset, and recurring amortization expense. Changes related to the fifty-three weeks ended August 31, 2024, were primarily related to the OWYN Acquisition and recurring amortization expense. In conjunction with the Acquisition, the Company acquired a brand indefinite lived intangible asset and a customer relationship intangible asset, which had fair values of approximately $223.0 million and $20.5 million as of the date of the Acquisition, respectively. Changes related to the fifty-two weeks ended August 26, 2023, were primarily related to recurring amortization expense.
The Company performed its qualitative annual impairment assessment for its indefinite-lived and finite-lived intangible assets as of the first day of the fourth quarter of fiscal year 2025, which did not identify indicators of impairment based on the information available at that time. It was determined that it was more likely than not each indefinite-lived intangible asset had fair values in excess of their carrying values and its finite-lived intangible assets did not indicate that their carrying amounts may not be recoverable.
As a result of the declines of future revenue projections during the fourth quarter of fiscal year 2025, the Company conducted an additional qualitative impairment assessment that identified potential indicators of impairment for the Atkins brand indefinite-lived intangible asset and the licensing agreements finite-lived intangible asset. Accordingly, the Company proceeded to conduct a quantitative impairment assessment over each asset. Based on our testing, the respective assets carrying values exceeded their fair values, resulting in a loss on impairment of $60.9 million in the fifty-two weeks ended August 30, 2025. There were no impairment charges related to the Company’s indefinite-lived or finite-lived intangibles recognized in the fifty-three weeks ended August 31, 2024, or fifty-two weeks ended August 26, 2023. We believe the estimates and assumptions utilized in our impairment assessment are reasonable and are comparable to those that would be used by other marketplace participants. However, actual events and results could differ substantially from those utilized in our valuations. Significant declines of future revenue projections or changes of other assumptions used in estimating fair values versus those utilized at the time of the initial valuations could result in further impairment charges that could materially affect the consolidated financial statements.
Amortization expense related to intangible assets was $15.1 million for the fifty-two weeks ended August 30, 2025, $15.2 million for the fifty-three weeks ended August 31, 2024, and $15.7 million for the fifty-two weeks ended August 26, 2023.
Estimated future amortization for each of the next five fiscal years and thereafter is as follows:
| (In thousands) | Amortization | |||||||
| 2026 | 15,530 | |||||||
| 2027 | 13,583 | |||||||
| 2028 | 12,974 | |||||||
| 2029 | 12,974 | |||||||
| 2030 | 12,974 | |||||||
| Thereafter | 51,568 | |||||||
| Total | $ | 119,603 | ||||||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Oct 28, 2025 | Showing above |
| 2024 | Oct 29, 2024 | |
| 2023 | Oct 24, 2023 | |
| 2022 | Oct 21, 2022 | |
| 2021 | Oct 26, 2021 | |
| 2020 | Oct 28, 2020 | |
| 2019 | Oct 30, 2019 | |
| 2018 | Oct 24, 2018 | |
| 2017 | Nov 9, 2017 | |
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.