Vivos Therapeutics, Inc. Goodwill & Intangibles Disclosure
NOTE 6 - GOODWILL AND INTANGIBLE ASSETS
Goodwill
Goodwill of $8.6 and $2.8 million as of December 31, 2025 and 2024, respectively, consist of the following acquisitions (in thousands):
| Acquisitions | 2025 | 2024 | ||||||
| Sleep Center of Nevada | $ | 5,729 | $ | |||||
| BioModeling | 2,619 | 2,619 | ||||||
| Empowered Dental | 52 | 52 | ||||||
| Lyon Dental | 172 | 172 | ||||||
| Total goodwill | $ | 8,572 | $ | 2,843 | ||||
Intangible Assets
Intangible assets consist of assets acquired from First Vivos and costs paid to (i) MyoSync, from whom we acquired certain assets related to its OMT service in March 2021, (ii) Lyon Dental, from whom we acquired certain medical billing and practice management software, licenses and contracts in April 2021 (including the software underlying AireO2) for work related our acquired patents, intellectual property and customer contracts and (iii) AFD, from whom we acquired certain U.S. and international patents, trademarks, product rights, and other miscellaneous intellectual property in March 2023, and (iv) SCN, from whom we acquired tradenames and referral relationships. Internal-use software of $2.4 million represents capitalized software development costs for cloud-based ordering platform placed in service early 2025.
The identifiable intangible assets acquired from First Vivos and Lyon Dental for customer contracts are amortized using the straight-line method over the estimated life of the assets, which approximates five years. The costs paid to MyoSync, Lyon Dental and AFD for patents and intellectual property are amortized over the life of the underlying patents, which approximates 15 years. The identifiable intangible assets acquired from SCN for tradenames are to be amortized over four years, and the referral relationships are to be amortized over eight years (see Note 3).
As of December 31, 2025 and 2024, identifiable intangible assets were as follows (in thousands):
| 2025 | 2024 | |||||||
| Patents and developed technology | $ | 3,802 | $ | 2,302 | ||||
| Internal-use software | 2,377 | 117 | ||||||
| Trade name | 730 | 330 | ||||||
| Other | 27 | 27 | ||||||
| Total intangible assets | 6,936 | 2,776 | ||||||
| Less accumulated amortization | (2,891 | ) | (2,367 | ) | ||||
| Net intangible assets | $ | 4,045 | $ | 409 | ||||
Amortization expense of identifiable intangible assets was $0.6 and $0.1 million for the years ended December 31, 2025 and 2024, respectively. The estimated future amortization of identifiable intangible assets is as follows (in thousands):
| As of December 31, | ||||
| 2026 | 808 | |||
| 2027 | 764 | |||
| 2028 | 761 | |||
| 2029 | 667 | |||
| 2030 | 251 | |||
| Thereafter | 794 | |||
| Total | $ | 4,045 | ||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Apr 15, 2026 | Showing above |
| 2024 | Mar 31, 2025 | |
| 2023 | Mar 28, 2024 | |
| 2022 | Mar 30, 2023 | |
| 2021 | Mar 31, 2022 | |
| 2020 | Mar 25, 2021 | |
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.