Warner Music Group Corp.WMG
Warner Music Group Corp. Goodwill & Intangibles Disclosure
Goodwill and Intangible Assets
Goodwill
The following analysis details the changes in goodwill for each reportable segment:
| Recorded Music | Music Publishing | Total | |||||||||||||||
| (in millions) | |||||||||||||||||
| Balances at September 30, 2023 | $ | 1,529 | $ | 464 | $ | 1,993 | |||||||||||
| Acquisitions | 5 | — | 5 | ||||||||||||||
| Other adjustments | 23 | — | 23 | ||||||||||||||
| Balances at September 30, 2024 | $ | 1,557 | $ | 464 | $ | 2,021 | |||||||||||
| Acquisitions | 24 | — | 24 | ||||||||||||||
Impairments | (4) | — | (4) | ||||||||||||||
| Other adjustments | 20 | — | 20 | ||||||||||||||
| Balances at September 30, 2025 | $ | 1,597 | $ | 464 | $ | 2,061 | |||||||||||
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The increase in goodwill during the fiscal years ended September 30, 2025 and September 30, 2024 primarily relate to acquisitions entered into during each fiscal year. The other adjustments during both the fiscal years ended September 30, 2025 and September 30, 2024 primarily represent foreign currency movements.
The impairment for the fiscal year ended September 30, 2025 is associated with the Company’s classification of its EMP Merchandising (“EMP”) business as held for sale (Please refer to Note 18 for further discussion). The classification of EMP as held for sale required the disposal group to be measured at the lower of its carrying amount or its estimated fair value less costs to sell and resulted in an impairment loss of $4 million. Please refer to Note 18 for further discussion.
The Company performs its annual goodwill impairment test in accordance with ASC 350, Intangibles—Goodwill and Other (“ASC 350”) during the fourth quarter of each fiscal year as of July 1. The Company may conduct an earlier review if events or circumstances occur that would suggest the carrying value of the Company’s goodwill may not be recoverable. The performance of the annual fiscal 2025 impairment analysis did not result in an impairment of the Company’s goodwill.
The Company performs its annual goodwill impairment test in accordance with ASC 350, Intangibles—Goodwill and Other (“ASC 350”) during the fourth quarter of each fiscal year as of July 1. The Company may conduct an earlier review if events or circumstances occur that would suggest the carrying value of the Company’s goodwill may not be recoverable. The performance of the annual fiscal 2025 impairment analysis did not result in an impairment of the Company’s goodwill.
Intangible Assets
Intangible assets consist of the following:
| Weighted-Average Useful Life | September 30, 2025 | September 30, 2024 | |||||||||||||||
| (in millions) | |||||||||||||||||
| Intangible assets subject to amortization: | |||||||||||||||||
| Recorded music catalog | 12 years | $ | 1,799 | $ | 1,616 | ||||||||||||
| Music publishing copyrights | 23 years | 2,692 | 2,227 | ||||||||||||||
| Artist and songwriter contracts | 13 years | 1,137 | 1,125 | ||||||||||||||
| Trademarks | 16 years | 29 | 69 | ||||||||||||||
| Other intangible assets | 6 years | 58 | 69 | ||||||||||||||
| Total gross intangible assets subject to amortization | 5,715 | 5,106 | |||||||||||||||
| Accumulated amortization | (2,990) | (2,747) | |||||||||||||||
| Total net intangible assets subject to amortization | 2,725 | 2,359 | |||||||||||||||
| Intangible assets not subject to amortization: | |||||||||||||||||
| Trademarks and tradenames | Indefinite | 154 | 152 | ||||||||||||||
| Total net intangible assets | $ | 2,879 | $ | 2,511 | |||||||||||||
The increase in net intangible assets during the fiscal year ended September 30, 2025 primarily related to the acquisition of Tempo Music Holdings, LLC (“Tempo Music”) which is further described below. Additionally, the Company completed various business combinations during the fiscal year ended September 30, 2025 which resulted in the recognition of intangible assets with a preliminary estimated fair value of $39 million in the aggregate within recorded music catalogs, artist and songwriter contracts, trademarks, and other intangibles. The increase in net intangible assets was partially offset by the Company’s classification of its EMP business as held for sale which resulted in the of EMP trademarks and other intangible assets of $31 million, in the aggregate, within the Recorded Music segment, with the remaining $10 million intangible assets subject to amortization reclassified as held for sale within our consolidated balance sheet as of September 30, 2025. Please refer to Note 18 for further discussion.
On February 5, 2025, WMG Tempo Holdco LLC, a wholly owned subsidiary of Acquisition Corp. and an indirect subsidiary of the Company, which has majority representation on the board of WMG Tempo Holdco LLC, acquired a 50.1% interest in Tempo Music, a proprietary music rights acquisition platform, for consideration of $77 million, including transaction costs, with an option, exercisable on or prior to November 30, 2027, to acquire the remaining 49.9% of Tempo Music for approximately $73 million, subject to contractual adjustments. The transaction was accounted for as an asset acquisition in accordance with ASC 805, Business Combinations, and the Company recognized $351 million of music publishing copyrights and $88 million of recorded music catalogs which will each be amortized over an estimated useful life of 15 years. Additionally, the Company recognized approximately $13 million of net assets, which consists primarily of cash and accounts receivables. In connection with the transaction, the Company assumed long-term debt held by one of Tempo Music’s subsidiaries, which was recognized on the acquisition date at its estimated fair value of approximately $302 million. The assumed long-term debt is secured only by certain music rights owned by Tempo Music and is nonrecourse to the Company and its subsidiaries, other than Tempo Music (refer to Note 9 for more information on the acquired long-term debt). Finally, the Company recognized a corresponding noncontrolling interest of $73 million based on the fair value of the acquired assets.
The Company performs its annual indefinite-lived intangible assets impairment test in accordance with ASC 350 during the fourth quarter of each fiscal year as of July 1. The Company may conduct an earlier review if events or circumstances occur that would suggest the carrying value of the Company’s indefinite-lived intangible assets may not be recoverable. The performance of the annual fiscal 2025 impairment analysis did not result in an impairment of the Company’s indefinite-lived intangible assets.
Amortization
Based on the amount of intangible assets subject to amortization at September 30, 2025, the expected amortization for each of the next five fiscal years and thereafter are as follows:
| Fiscal Year Ended September 30, | Amortization Expense | |||||||
| (in millions) | ||||||||
| 2026 | $ | 276 | ||||||
| 2027 | 236 | |||||||
| 2028 | 219 | |||||||
| 2029 | 213 | |||||||
| 2030 | 204 | |||||||
| Thereafter | 1,577 | |||||||
| Total | $ | 2,725 | ||||||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Nov 20, 2025 | Showing above |
| 2024 | Nov 21, 2024 | |
| 2023 | Nov 21, 2023 | |
| 2022 | Nov 22, 2022 | |
| 2021 | Nov 23, 2021 | |
| 2020 | Nov 23, 2020 | |
| 2019 | Nov 27, 2019 | |
| 2018 | Dec 20, 2018 | |
| 2017 | Dec 5, 2017 | |
| 2016 | Dec 8, 2016 | |
| 2015 | Dec 10, 2015 | |
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.