Quarterly report pursuant to Section 13 or 15(d)

GOODWILL AND INTANGIBLE ASSETS-NET

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GOODWILL AND INTANGIBLE ASSETS-NET
3 Months Ended
Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND INTANGIBLE ASSETS-NET

3. GOODWILL AND INTANGIBLE ASSETS-NET

 

Goodwill consists of the excess of the purchase price over the fair value of identifiable net assets of businesses acquired. At March 31, 2024 and December 31, 2023, approximately $90,000 of goodwill was allocated to the Medical Practice Management segment and the balance was allocated to the Healthcare IT segment.

 

The Company tests goodwill for impairment at the reporting unit level annually or more frequently if a change in circumstances or the occurrence of events indicates that potential impairment exists. As a result of a triggering event in December 2023 resulting from the decreased equity market value following the suspension of the Preferred Stock dividend, the Company updated its annual goodwill impairment test that was performed as of October 31, 2023 for the Healthcare IT segment. It was determined that the fair value of the Healthcare IT reporting unit was less than the carrying value at both October 31 and as of the date of the triggering event. Accordingly, impairment charges of approximately $42.0 million were recorded during the fourth quarter of 2023. The conclusion was based upon the value determined using the discounted cash flow method as supported by the guideline company transaction method and the guideline public company method. During the three months ended March 31, 2024, the Company determined that there was no further impact on the valuation of goodwill.

 

 

The following is the summary of the carrying amount of goodwill for the three months ended March 31, 2024 and the year ended December 31, 2023:

 

    March 31, 2024     December 31, 2023  
    Three Months Ended     Year Ended  
    March 31, 2024     December 31, 2023  
    ($ in thousands)  
Beginning gross balance   $                              19,186     $                        61,186  
Impairment charges     -       (42,000 )
Ending gross balance   $ 19,186     $ 19,186  

 

Intangible assets – net as of March 31, 2024 and December 31, 2023 consist of the following:

    March 31, 2024     December 31, 2023  
    ($ in thousands)  
Contracts and relationships acquired   $ 47,597     $ 47,597  
Capitalized software     30,979       29,379  
Non-compete agreements     1,236       1,236  
Other intangible assets     8,417       8,417  
Total intangible assets     88,229       86,629  
Less: Accumulated amortization     64,992       61,555  
Intangible assets - net   $ 23,237     $ 25,074  

 

Capitalized software represents payroll and development costs incurred for internally developed software. Other intangible assets primarily represent purchased intangibles. Amortization expense was approximately $3.4 million and $2.5 million for the three months ended March 31, 2024 and 2023, respectively. The weighted-average amortization period is three years.

 

As of March 31, 2024, future amortization is scheduled to be expensed as follows:

 

Years ending December 31,   ($ in thousands)  
2024 (nine months)   $ 8,556  
2025     8,915  
2026     4,533  
2027     483  
2028     300  
Thereafter     450  
Total   $ 23,237