Annual report pursuant to Section 13 and 15(d)

Goodwill and Intangible Assets

v3.21.4
Goodwill and Intangible Assets
12 Months Ended
Sep. 30, 2021
Goodwill and Intangible Assets  
6. Goodwill and Intangible Assets

6. Goodwill and Intangible Assets

 

Goodwill

 

Goodwill assets as of September 30, 2021 and 2020, consisted of the following:

 

 

 

September 30,

 

 

 

2021

 

 

2020

 

Goodwill, beginning of fiscal year

 

$ 63,443

 

 

$ 72,293

 

Impairment charges

 

 

-

 

 

 

(8,850 )

Goodwill, end of fiscal year

 

$ 63,443

 

 

$ 63,443

 

 

For purposes of performing its annual goodwill impairment assessment as of September 30, 2021 and 2020, the Company applied the valuation techniques and assumptions to its professional and industrial segments as reporting units discussed in Note 2, above; and also considered recent trends in the Company’s stock price, implied control or acquisition premiums, earnings, and other possible factors and their effects on estimated fair value of the Company’s reporting units.

 

As a result of the evaluation performed, the estimated fair value exceeded the carrying value of its net assets of the Company’s professional and industrial reporting units as of September 30, 2021.

 

The Company’s market capitalization, as recently reported on the NYSE American exchange, has been lower than its consolidated net book value (consolidated stockholders’ equity), as reported in its consolidated financial statements as of September 30, 2021.  Management believes that this entire difference can be attributed to an implied control or acquisition premium inherent in the Company’s stock price, especially considering and taking into account volatility and other effects since the onset of the COVID-19 pandemic.  At the same time, and while market control and acquisition premiums have risen in 2020 and 2021, relative to prior years, the Company expects its consolidated book value and the carrying values of its professional and industrial segment reporting units to continue to rise. There can be no assurance that this will occur. However, if this occurs and the Company’s market price and market capitalization do not respond adequately to reflect such increases, it is possible that this would result in a triggering event and require updated testing of goodwill resulting in a possible impairment charge. 

In the process of preforming our required annual goodwill impairment testing, we recognized a non-cash charge for the impairment of goodwill of $8,850 in fiscal 2020. Management believes that the impact in global economic and labor market conditions and other disruptions caused by the COVID-19 pandemic that have negatively impacted the Company’s business and operating results also are a contributing factor to the Company’s stock prices, market capitalization, and potentially, the value of its goodwill resulting, in part, in the non-cash impairment charge recognized during fiscal 2020.

  

Intangible Assets

 

The following tables set forth the costs, accumulated amortization and net book value of the Company’s separately identifiable intangible assets as of September 30, 2021 and September 30, 2020 and estimated future amortization expense.

 

 

 

September 30, 2021

 

 

September 30, 2020

 

 

 

Cost

 

 

Accumulated Amortization

 

 

Net Book Value

 

 

Cost

 

 

Accumulated Amortization

 

 

Net Book Value

 

Customer relationships

 

$ 29,070

 

 

$ 15,844

 

 

$ 13,226

 

 

$ 29,070

 

 

$ 13,188

 

 

$ 15,882

 

Trade names

 

 

8,329

 

 

 

6,801

 

 

 

1,528

 

 

 

8,329

 

 

 

5,379

 

 

 

2,950

 

Non-Compete agreements

 

 

4,331

 

 

 

4,331

 

 

 

-

 

 

 

4,331

 

 

 

4,320

 

 

 

11

 

Total 

 

$ 41,730

 

 

$ 26,976

 

 

$ 14,754

 

 

$ 41,730

 

 

$ 22,887

 

 

$ 18,843

 

 

Estimated Amortization Expense

Fiscal 2022

 

$ 3,469

 

Fiscal 2023

 

 

2,879

 

Fiscal 2024

 

 

2,879

 

Fiscal 2025

 

 

2,741

 

Fiscal 2026

 

 

1,870

 

Thereafter

 

 

916

 

 

 

$ 14,754

 

 

The trade names are amortized on a straight – line basis over the estimated useful life of between five and ten years. Intangible assets that represent customer relationships are amortized on the basis of estimated future undiscounted cash flows or using the straight – line basis over estimated remaining useful lives of five to ten years. Non-compete agreements are amortized based on a straight-line basis over the term of the respective non-compete agreements, which are typically five years in duration.

 

The amortization expense for intangible assets was $4,089 and $5,038 for fiscal 2021 and 2020, respectively.