GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS The Company performs its goodwill impairment testing annually during the fourth quarter, or more frequently if events or if circumstances were to occur that would more likely than not reduce the fair value of our reporting unit below its carrying amount. The Company would recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill. The adjusted carrying amount of goodwill shall be its new accounting basis. During the second quarter of 2022, the Company’s market capitalization fell below total net assets. In addition, financial performance continued to weaken during the quarter, which is contrary to prior experience. Management reassessed business performance expectations, following persistent adverse developments in equity markets, deterioration in the environment in which we operate, inflation, lower than expected sales, and an increase in operating expenses. These indicators, in the aggregate, required impairment testing for finite-lived intangible assets at the asset group level and goodwill at the reporting unit level. Under ASC 360, we performed a cash recoverability test on the following intangible assets: customer relationships, trade name, and non-compete. The carrying amounts of any assets that are not within the scope of ASC 360-10, other than goodwill, were adjusted for impairment, as necessary, prior to testing long-lived assets and goodwill. The Company recognized impairment losses as disclosed in the table below. For goodwill impairment testing purposes, the Company determined four reporting units, three of which were subject to a quantitative assessment. We determined fair value using the income approach, where estimated future returns are discounted to present value at an appropriate rate of return. The Company completed its interim goodwill impairment test as of June 30, 2022 and recognized impairment losses as disclosed in the table below. The changes in goodwill are as follows: March 31, 2023 December 31, Balance, beginning of period $ 15,978 $ 125,401 Goodwill additions and measurement period adjustments — 7,234 Impairment — (116,657) Balance, end of period $ 15,978 $ 15,978 The goodwill balance and impairment by segment are as follows: Retail E-commerce Distribution Total Gross carrying value at December 31, 2021 $ 101,811 $ 11,659 $ 11,931 $ 125,401 Acquisitions & measurement period adjustments 1,418 (341) 6,157 7,234 Gross carrying value at December 31, 2022 103,229 11,318 18,088 132,635 Acquisitions & measurement period adjustments — — — — Gross carrying value, at March 31, 2023 $ 103,229 $ 11,318 $ 18,088 $ 132,635 Accumulated impairment losses at December 31, 2021 $ — $ — $ — $ — Impairment (103,094) (9,848) (3,715) (116,657) Accumulated impairment losses at December 31, 2022 (103,094) (9,848) (3,715) (116,657) Impairment — — — — Accumulated impairment losses at March 31, 2023 $ (103,094) $ (9,848) $ (3,715) $ (116,657) Net carrying value at December 31, 2022 $ 135 $ 1,470 $ 14,373 $ 15,978 Net carrying value at March 31, 2023 $ 135 $ 1,470 $ 14,373 $ 15,978 A summary of intangible assets is as follows: Weighted-Average Amortization Period of Intangible Assets as of March 31, 2023 (in years) Trade names 2.99 Patents 2.84 Customer relationships 4.26 Non-competes 1.65 Intellectual property 2.92 Total 3.13 Intangible assets consist of the following: March 31, 2023 Gross Accumulated Net Trade names $ 29,063 $ (12,160) $ 16,903 Patents 100 (60) 40 Customer relationships 17,102 (7,093) 10,009 Non-competes 932 (610) 322 Intellectual property 2,065 (860) 1,205 Total $ 49,262 $ (20,783) $ 28,479 December 31, 2022 Gross Accumulated Net Trade names $ 28,774 $ (10,693) $ 18,081 Patents 389 (56) 333 Customer relationships 17,102 (6,501) 10,601 Non-competes 932 (551) 381 Intellectual property 2,065 (758) 1,307 Total $ 49,262 $ (18,559) $ 30,703 Intangibles and impairment by segment are as follows: Retail E-commerce Distribution Total Gross carrying value at December 31, 2021 $ 37,825 $ 2,501 $ 16,698 $ 57,024 Acquisitions & measurement period adjustments 230 — 3,182 3,412 Gross carrying value at December 31, 2022 38,055 2,501 19,880 60,436 Acquisitions & measurement period adjustments — — — — Gross carrying value at March 31, 2023 $ 38,055 $ 2,501 $ 19,880 $ 60,436 Accumulated amortization at December 31, 2021 $ (6,285) $ (354) $ (1,983) $ (8,622) Amortization (5,897) (460) (3,580) (9,937) Accumulated amortization at December 31, 2022 (12,182) (814) (5,563) (18,559) Amortization (1,205) (112) (907) (2,224) Accumulated amortization at March 31, 2023 $ (13,387) $ (926) $ (6,470) $ (20,783) Accumulated impairment losses at December 31, 2021 $ — $ — $ — $ — Impairments (11,079) (95) — (11,174) Accumulated impairment losses at December 31, 2022 (11,079) (95) — (11,174) Impairments — — — — Accumulated impairment losses at March 31, 2023 $ (11,079) $ (95) $ — $ (11,174) Net carrying value at December 31, 2022 $ 14,794 $ 1,592 $ 14,317 $ 30,703 Net carrying value at March 31, 2023 $ 13,589 $ 1,480 $ 13,410 $ 28,479 Amortization expense for the three months ended March 31, 2023 was $2.2 million. Amortization expense for the three months ended March 31, 2022 was $2.7 million. Future amortization expense is as follows: 2023, remainder $ 6,632 2024 8,726 2025 8,353 2026 3,589 2027 1,144 Thereafter 35 Total $ 28,479 |