Goodwill and Other Intangible Assets. During the periods indicated, the Company did not record any amounts for goodwill associated with acquisitions.
Goodwill and Other Intangible Assets. All goodwill and other intangible assets associated with the CK Assets including any warranties associated with the CK Improvements, CK Equipment and other assets. Exhibit A hereto sets forth the agreed upon value (the "CK Assets Agreed Value") for each individual CK Property and related CK Assets (excluding any In-Store Cash and Inventory and any Excluded Assets) for purposes of the exchange contemplated by this Agreement.
Goodwill and Other Intangible Assets. All goodwill and other intangible assets associated with the CAPL Assets including any warranties associated with the CAPL Improvements, CAPL Equipment and other assets. Exhibit B hereto sets forth the agreed upon value (the "CAPL Assets Agreed Value") for each individual CAPL Property and related CAPL Assets (excluding In-Store Cash and Inventory at the CAPL COCO Properties and any Excluded Assets) for purposes of the exchange contemplated by this Agreement.
Goodwill and Other Intangible Assets. Notwithstanding GAAP or the Company's accounting policies, there shall be no increases or decreases to goodwill and other intangible assets from those used in preparation of the March 31, 2002 Balance Sheet and included in the Target Net Worth. The Company shall provide Parent such access to the books and records of the Company and its Subsidiaries and appropriate employees of the Company as may reasonably be required for the review of the Pre-Closing Date Balance Sheet.
Goodwill and Other Intangible Assets. The adjustments to goodwill and intangible assets represent the net amounts for goodwill and other intangible assets recognized from the preliminary purchase price allocation less the amounts of goodwill and intangible assets of HealthTran as of November 30, 2011. The preliminary goodwill acquired from the HealthTran acquisition is $175.1 million. The other identified intangible assets acquired consist of the following (in thousands): Fair Value Useful Life Customer relationships 72,400 4 to 9 years Non-compete agreements 2,600 5 years Trademarks/Tradenames 1,750 6 months Licenses 380 3 years 77,130 D-Debt These adjustments reflect the $100 million of proceeds drawn from the Company's revolving credit line to partly finance the Acquisition consideration and the elimination of HealthTran's debt that was not assumed by the Company.
Goodwill and Other Intangible Assets. XxXxxxx evaluates goodwill for impairment on an annual basis on the first day of June of each fiscal year, as well as whenever events or changes in circumstances during the fiscal year indicate that the carrying amount may not be recoverable. Potential impairment of goodwill is assessed by comparing the carrying value of the reporting unit to its estimated fair value. If the carrying value of the reporting unit exceeds its fair value, an impairment loss may be required to be recorded. XxXxxxx evaluates whether any triggering events have occurred during the fiscal year, such as a significant decrease in expected cash flows at a reporting unit or changes in market or other business conditions that may indicate a potential impairment of goodwill or other intangible assets. In addition, XxXxxxx monitors its market capitalization, compared with the carrying value of XxXxxxx. The annual goodwill impairment testing is performed in accordance with ASC 350, Intangibles – Goodwill and Other. Under guidelines established by FASB ASC Topic 280, Segment Reporting (“ASC 280”). XxXxxxx operates as one operating segment. However, the goodwill impairment analysis is performed at a reporting unit level. A reporting unit is one level below an operating segment as defined by ASC 280. Goodwill is recorded on three of XxXxxxx’x reporting units. The goodwill was a result of purchase accounting during the acquisition of these reporting units. XxXxxxx estimates the fair value of its reporting units based on a combination of a market approach and an income approach. The income approach utilizes the discounted cash flow model and the market approach is based on market data for a group of guideline companies. XxXxxxx also considers its market capitalization on the date of the impairment testing, compared with the sum of the fair values of all reporting units including those without goodwill recorded. The discounted cash flow analysis requires XxXxxxx to make estimates and judgments about the future cash flows of each reporting unit. The future cash flow forecasts for each reporting unit are based on historical and forecasted net sales and operating costs. This, in turn, involves further estimates such as expected future net sales and expense growth rates, working capital needs at each reporting unit and future capital expenditures required to meet the net sales growth. The discount rate is based on the estimated weighted average cost of capital for each reporting unit, which consider...
Goodwill and Other Intangible Assets. All goodwill and other intangible assets associated with the Assets including any warranties and other claims against third persons associated with the Improvements, Equipment and other Assets (other than to the extent expressly included in the Excluded Assets) (collectively, the “Goodwill and Other Intangible Assets”). Exhibit C hereto sets forth the agreed upon value (the "Allocated Value") for each individual Property and Dealer Property, respectively, and Assets related thereto for purposes of the exchange contemplated by this Agreement.
Goodwill and Other Intangible Assets. Goodwill and indefinite lived intangible assets are not amortized, but are reviewed at least annually for impairment or more frequently if circumstances indicate that an impairment may have occurred, using the market comparable and discounted cash flow methods. Separable intangible assets that have finite useful lives are amortized over those useful lives. The Company also defers costs related to the acquisition or licensing of data for the Company’s proprietary databases which are used in providing data products and services to customers. These costs are amortized over the useful life of the data, which is from one to five years. Revenue Recognition—The Company’s policy follows the guidance from SEC Staff Accounting Bulletin (“SAB”) No. 104 “Revenue Recognition”. SAB No. 104 provides guidance on the recognition, presentation, and disclosure of revenue in financial statements. The Company recognizes revenues when persuasive evidence of an arrangement exists, the services have been provided to the client, the sales price is fixed or determinable, and collectibility is reasonably assured. Transaction—The Company earns transaction fees, which are principally based on the number of transactions processed or statements generated and are recognized as such services are performed. Included are reimbursements received for “out-of-pocket” expenses. Database marketing fees and direct marketing services—For maintenance and service programs, revenue is recognized as services are provided. Revenue associated with a new database build is deferred until client acceptance. Upon acceptance, it is then recognized over the term of the related agreement as the services are provided. Revenues from the licensing of data are recognized upon delivery of the data to the customer in circumstances where no update or other obligations exist. Revenue from the licensing of data in which the Company is obligated to provide future updates is recognized on a straight-line basis over the license term.
Goodwill and Other Intangible Assets. We perform our annual impairment analysis of goodwill in the fourth quarter of each year according to the provisions of SFAS 142, Goodwill and Other Intangible Assets (“SFAS 142”). This statement requires that we perform a two-step impairment test on goodwill. In the first step, we compare the fair value of each reporting unit to its carrying value. If the fair value of the reporting unit exceeds the carrying value of the net assets assigned to the reporting unit, goodwill is not impaired and we are not required to perform further testing. If the carrying value of the net assets assigned to the reporting unit exceeds the fair value of the reporting unit, then we must perform the second step of the impairment testing to determine the implied fair value of the reporting unit’s goodwill. The implied fair value of goodwill is calculated by deducting the fair value of all tangible and intangible assets of the reporting unit, excluding goodwill, from the fair value of the reporting unit as determined in the first step. If the carrying value of a reporting unit’s goodwill exceeds its implied fair value, then we record an impairment loss equal to the difference. We performed our annual valuation analysis of goodwill on December 31, 2008 in accordance with SFAS142 as stated above. Consistent with prior years we have one reporting unit which is the same as our operating segment. We determined the fair value of the reporting unit based on a weighting of market and income approaches. Under the market approach, we estimated the fair value based on market multiples of EBIT and EBITDA. Under the income approach, we measured fairvalue of the reporting unit based on a projected cash flow method using a discount rate determined by our management which is commensurate with the risk inherent in our current business model. Our discounted cash flow projections were based on our annual financial forecasts developed internally by management for use in managing our business and through discussions with the independent valuation firm engaged by us. The significant assumptions of these forecasts included continued revenue growth over the next five years. Given the current economic environment and the uncertainties regarding the impact on our business, there can be no assurance that the estimates and assumptions made for purposes of our goodwill impairment testing at December 31, 2008 will prove to be accurate predictions of the future. If our assumptions regarding forecasted revenue...
Goodwill and Other Intangible Assets. All goodwill and other intangible assets associated with the Assets including any warranties associated with the Seller Equipment and other assets.
