Quarterly report pursuant to Section 13 or 15(d)

Note 3 - Intangible Assets

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Note 3 - Intangible Assets
6 Months Ended
Jul. 31, 2024
Notes to Financial Statements  
Goodwill and Intangible Assets Disclosure [Text Block]

(3)    Intangible Assets

 

Intangible assets consisted of the following (dollars in thousands and weighted average remaining life in years):

 

   

July 31, 2024

   

January 31, 2024

 
   

Weighted Average Remaining Life

   

Gross Carrying Amount

   

Accumulated Amortization

   

Net Carrying Amount

   

Weighted Average Remaining Life

   

Gross Carrying Amount

   

Accumulated Amortization

   

Net Carrying Amount

 

Developed software/courseware

    2.2     $ 359,094     $ 203,997     $ 155,097       2.7     $ 355,247     $ 172,578     $ 182,669  

Customer contracts/relationships

    9.1       268,729       78,116       190,613       9.5       269,300       59,091       210,209  

Trademarks and trade names

    11.9       52,742       8,190       44,552       12.4       52,863       6,184       46,679  

Publishing rights

    1.9       41,100       25,779       15,321       2.4       41,100       21,668       19,432  

Backlog

    1.4       49,700       47,534       2,166       1.9       49,700       45,941       3,759  

Skillsoft trademark

    Indefinite       76,545             76,545       Indefinite       76,545             76,545  

Total intangible assets

          $ 847,910     $ 363,616     $ 484,294             $ 844,755     $ 305,462     $ 539,293  

 

Amortization expense related to the existing finite-lived intangible assets is expected to be as follows (in thousands) for the fiscal years ended January 31:

 

   

Amortization Expense

 

2025 (six months remaining)

  $ 63,348  

2026

    123,499  

2027

    77,986  

2028

    37,548  

2029

    27,854  

Thereafter

    77,514  

Total future amortization

  $ 407,749  

 

Amortization expense related to intangible assets in the aggregate was $31.8 million, $63.4 million, $39.2 million and $77.5 million for the three and six months ended July 31, 2024 and the three and six months ended July 31, 2023, respectively.

 

Impairment Review Requirements and Assumption Uncertainty

 

The Company reviews intangible assets subject to amortization if any adverse conditions exist or a change in circumstances has occurred that would indicate impairment or a change in remaining useful life. The Company reviews indefinite lived intangible assets, including goodwill, on the annual impairment test date ( January 1) or more frequently if there are indicators of impairment.

 

In connection with the impairment evaluation, the Company may first consider qualitative factors to determine whether the existence of events or circumstances indicates that it is more likely than not (i.e., a likelihood of more than 50%) that the fair value of a reporting unit is less than its carrying amount. Performing a quantitative goodwill and indefinite lived intangible impairment test is not necessary if an entity determines based on this assessment that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount. If the Company fails or elects to bypass the qualitative assessment, the goodwill impairment test must be performed.

 

This test requires:

 

 

1.

For our identifiable intangibles subject to amortization:

 

a.

If management believes there are unfavorable changes to assumptions and factors that occurred that would indicate impairment or a change in the remaining useful life;

 

b.

An estimate of the undiscounted future cash flows attributable to the amortizable intangibles are projected and compared to the carrying values;

 

c.

If the undiscounted future cash flows are less than the carrying values;

 

d.

The fair values for identifiable intangibles, including any indefinite lived intangibles, are fair valued using the income approach; and

 

e.

If the fair values of the identifiable intangibles are less than their carrying values, an impairment equal to the difference is recorded.

 

2.

Next a comparison of the carrying value of the reporting unit to its estimated fair value is completed. If the carrying value of a reporting unit exceeds its fair value, an impairment loss equal to the difference is recorded, not to exceed the amount of goodwill allocated to the reporting unit.

 

The fair value of our reporting units is determined using a weighted average valuation model of the income approach (discounted cash flow approach) and market approach. The income approach requires management to make certain assumptions based upon information available at the time the valuations are performed. Actual results could differ from these assumptions. We pay particular attention to ensure the assumptions used are reflective of what a market participant would have used in calculating fair value considering the then current economic conditions. 

 

In determining reporting units, the Company first identifies its operating segments, and then assesses whether any components of these segments constitute a business for which discrete financial information is available and where management regularly reviews the operating results.

 

The Company completed the qualitative assessment discussed above for the six months ended July 31, 2024 and concluded that there were no indicators of impairment for our reporting units.

 

A roll forward of goodwill is as follows (in thousands):

 

Description

 

Talent Development Solutions

   

Global Knowledge

   

Consolidated

 

Goodwill January 31, 2024

  $ 287,650     $ 29,421     $ 317,071  

Increase (decrease)

                 

Goodwill July 31, 2024

  $ 287,650     $ 29,421     $ 317,071  
                         

Accumulated impairment, July 31, 2024

  $ 698,405     $ 84,694     $ 783,099