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Goodwill and Intangible Assets | 12 Months Ended
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Apr. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract] |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The following table summarizes the activity in goodwill by segment as of April 30:
| 2022(1) |  | Acquisition(2) |  | Impairment |  | Divestitures(3) |  | Foreign Translation Adjustment |  | 2023
Research | $ | 610,416 |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | (687) |  |  | $ | 609,729 |
Academic | 442,015 |  |  | 3,878 |  |  | (99,800) |  |  | (5,306) |  |  | (89) |  |  | 340,698 |
Talent | 249,711 |  |  | — |  |  | — |  |  | — |  |  | 3,912 |  |  | 253,623 |
Total | $ | 1,302,142 |  |  | $ | 3,878 |  |  | $ | (99,800) |  |  | $ | (5,306) |  |  | $ | 3,136 |  |  | $ | 1,204,050 |
(1) | The Academic goodwill balance as of April 30, 2022 includes a cumulative pretax noncash goodwill impairment of $110.0 million.
(2) | Refer to Note 4, “Acquisitions and Divestitures,” for more information related to the acquisition that occurred in the year ended April 30, 2023.
(3) | Represents the goodwill allocated to the disposition of Wiley's Efficient Learning test prep and advancement courses businesses. Refer to Note 4, "Acquisitions and Divestitures," for more information.
Change in Segment Reporting Structure and New Reporting Units In the three months ended January 31, 2023, we reorganized our Education lines of business into two new customer-centric segments. Our new segment reporting structure consists of three reportable segments which includes Research (no changes), Academic, and Talent, as well as a Corporate expense category (no change), which includes certain costs that are not allocated to the reportable segments. See Note 20, “Segment Information,” for more details. The Academic reportable segment includes two reporting units, Academic Publishing and University Services, and the Talent reportable segment includes two reporting units, Talent Development and Professional Learning. Due to this realignment, we reallocated goodwill as of April 30, 2022 to our reporting units. As a result of this realignment, we were required to test goodwill for impairment immediately before and after the realignment. Since there were no changes to the Research reportable segment, no interim impairment test of the Research segment goodwill was required. We estimated the fair value of the reporting units using a weighting of fair values derived from an income and a market approach. Fair value computed by these methods is arrived at using a number of key assumptions including forecasted revenues and related growth rates, forecasted operating cash flows, the discount rate, and the selection of relevant market multiples of comparable publicly-traded companies with similar characteristics to the reporting unit. Under the income approach, we determined the fair value of a reporting unit based on the present value of estimated future cash flows. Cash flow projections are based on our best estimates of forecasted economic and market conditions over the period including growth rates, expected changes in operating cash flows. The discount rate used is based on a weighted average cost of capital adjusted for the relevant risk associated with the characteristics of the business and the projected cash flows. The market approach estimates fair value based on market multiples of current and forward 12-month revenue or EBITDA, as applicable, derived from comparable publicly traded companies with similar operating and investment characteristics as the reporting unit. Goodwill Impairment Before Realignment Prior to the realignment, we concluded that the fair value of the Academic & Professional Learning reporting unit was above its carrying value. Therefore, there was no indication of impairment. The carrying value of the Education Services reporting unit was above its fair value, which resulted in a pretax non-cash goodwill impairment of $31.0 million. This charge is reflected in Impairment of goodwill in the Consolidated Statements of Income. Education Services was adversely impacted by market conditions and headwinds for online degree programs. This has led to a decline in projected student enrollments from existing partners, pricing pressures and revenue share concessions, and a decline in new partner additions over both the short-term and long-term, which adversely impacted forecasted revenue growth and operating cash flows. This was partially offset by projected growth in talent placements, partially due to expansion into new regions and the addition of new corporate clients, which are forecasted to have a positive impact on revenue growth and operating cash flows. Prior to performing the goodwill impairment test for Education Services, we also evaluated the recoverability of long-lived assets of the reporting unit. The carrying value of the long-lived assets that were tested for impairment was approximately $467.0 million. When indicators of impairment are present, we test definite lived and long-lived assets for recoverability by comparing the carrying value of an asset group to an estimate of the future undiscounted cash flows expected to result from the use and eventual disposition of the asset group. We considered the lower-than-expected revenue and forecasted operating cash flows over a sustained period of time, and downward revisions to our cash flow forecasts for this reporting unit to be indicators of impairment for their long-lived assets. Based on the results of the recoverability test, we determined that the undiscounted cash flows of the asset group of the Education Services reporting unit exceeded the carrying value. Therefore, there was no impairment. Goodwill Impairment After Realignment After the realignment, we concluded that the fair value of the Academic Publishing, Talent Development and Professional Learning reporting units were above their carrying values. Therefore, there was no indication of impairment. The carrying value of the University Services reporting unit was above its fair value, which resulted in a pretax non-cash goodwill impairment of $68.8 million. This charge is reflected in Impairment of goodwill in the Consolidated Statements of Income. University Services was adversely impacted by market conditions and headwinds for online degree programs which led to a decline in projected enrollments from existing partners, pricing pressures and revenue share concessions, and a decline in new partner additions over both the short-term and long-term which adversely impacted forecasted revenue growth and operating cash flows. Prior to performing the goodwill impairment test for University Services, we also evaluated the recoverability of long-lived assets of the reporting unit. The carrying value of the long-lived assets that were tested for impairment was approximately $326.0 million. When indicators of impairment are present, we test definite lived and long-lived assets for recoverability by comparing the carrying value of an asset group to an estimate of the future undiscounted cash flows expected to result from the use and eventual disposition of the asset group. We considered the lower-than-expected revenue and forecasted operating cash flows over a sustained period of time, and downward revisions to our cash flow forecasts for this reporting unit to be indicators of impairment for their long-lived assets. Based on the results of the recoverability test, we determined that the undiscounted cash flows of the asset group of the University Services reporting unit exceeded the carrying value. Therefore, there was no impairment. Annual Goodwill Impairment Test as of February 1, 2023 As of February 1, 2023, we completed a quantitative assessment for our annual goodwill impairment test for our University Services reporting unit. We concluded that the fair value of the reporting unit was above the carrying value and, therefore, there was no indication of impairment. For our other reporting units, we performed a qualitative assessment by reporting unit as of February 1, 2023. This assessment included consideration of key factors including macroeconomic conditions, industry and market considerations, cost factors, financial performance, weighted average cost of capital (WACC), market multiples of current and forward 12-month revenue or EBITDA, as applicable, and other relevant entity and reporting unit-specific events. Based on our qualitative assessment, we determined it was not more likely than not that the fair value of any reporting unit was less than its carrying amount. As such, it was not necessary to perform a quantitative test. There have been no significant events or circumstances affecting the valuation of goodwill subsequent to the qualitative assessment performed as of February 1, 2023. We estimated the fair value of the University Services reporting unit using a weighting of fair values derived from an income and a market approach. Under the income approach, we determined the fair value of the reporting unit based on the present value of estimated future cash flows. Cash flow projections are based on our best estimates of forecasted economic and market conditions over the period including growth rates, expected changes in operating cash flows. The discount rate used is based on a weighted average cost of capital adjusted for the relevant risk associated with the characteristics of the business and the projected cash flows. The market approach estimates fair value based on market multiples of current and forward 12-month revenue or EBITDA, as applicable, derived from comparable publicly traded companies with similar operating and investment characteristics as the reporting unit. If the fair value of these reporting units decreases in future periods, we could potentially have an impairment. As noted above, the University Services reporting unit there was an impairment. If the University Services reporting unit fair value decreases further in future periods, we could potentially have an additional impairment. The future occurrence of a potential indicator of impairment, such as a decrease in expected net earnings, changes in assumptions, adverse equity market conditions, a decline in current market multiples, a decline in our common stock price, a significant adverse change in legal factors or business climates, an adverse action or assessment by a regulator, unanticipated competition, strategic decisions made in response to economic or competitive conditions, or a more-likely-than-not expectation that a reporting unit or a significant portion of a reporting unit will be sold or disposed of, could require an interim assessment for some or all of the reporting units before the next required annual assessment. Annual Goodwill Impairment Test as of February 1, 2022 As of February 1, 2022, we completed a quantitative assessment for our annual goodwill impairment test for our reporting units. We concluded that the fair values of our reporting units were above their carrying values and, therefore, there was no indication of impairment. Intangible Assets Intangible assets, net as of April 30 were as follows:
| 2023 |  | 2022
| Cost |  | Accumulated Amortization |  | Net |  | Cost |  | Accumulated Amortization |  | Net
Intangible assets with definite lives, net(1): |  |  |  |  |  |  |  |  |  |  |
Content and publishing rights | $ | 1,100,463 |  |  | $ | (638,000) |  |  | $ | 462,463 |  |  | $ | 1,099,778 |  |  | $ | (599,841) |  |  | $ | 499,937 |
Customer relationships | 407,289 |  |  | (189,943) |  |  | 217,346 |  |  | 409,097 |  |  | (167,039) |  |  | 242,058 |
Developed technology(2) | 76,154 |  |  | (30,654) |  |  | 45,500 |  |  | 72,398 |  |  | (17,677) |  |  | 54,721 |
Brands and trademarks(3) | 44,230 |  |  | (36,949) |  |  | 7,281 |  |  | 47,533 |  |  | (31,512) |  |  | 16,021 |
Covenants not to compete | 1,663 |  |  | (1,363) |  |  | 300 |  |  | 1,655 |  |  | (1,262) |  |  | 393 |
Total intangible assets with definite lives, net | 1,629,799 |  |  | (896,909) |  |  | 732,890 |  |  | 1,630,461 |  |  | (817,331) |  |  | 813,130 |
Intangible assets with indefinite lives: |  |  |  |  |  |  |  |  |  |  |
Brands and trademarks(2) | 37,000 |  |  | — |  |  | 37,000 |  |  | 37,000 |  |  | — |  |  | 37,000 |
Publishing rights | 84,904 |  |  | — |  |  | 84,904 |  |  | 81,299 |  |  | — |  |  | 81,299 |
Total intangible assets with indefinite lives | 121,904 |  |  | — |  |  | 121,904 |  |  | 118,299 |  |  | — |  |  | 118,299 |
Total intangible assets, net | $ | 1,751,703 |  |  | $ | (896,909) |  |  | $ | 854,794 |  |  | $ | 1,748,760 |  |  | $ | (817,331) |  |  | $ | 931,429 |
(1) | Refer to Note 4, “Acquisitions and Divestitures,” for more information related to the acquisitions that occurred in the years ended April 30, 2023 and 2022.
(2) | The developed technology balance as of April 30, 2023 and 2022 is presented net of accumulated impairments and write-offs of $2.8 million. The indefinite-lived brands and trademarks balance as of April 30, 2023 and 2022 is net of accumulated impairments of $93.1 million.
(3) | On January 1, 2020, Wiley acquired mthree, a talent placement provider that addresses the IT skills gap by finding, training, and placing job-ready technology talent in roles with leading corporations worldwide. Its results of operations are included in our Talent segment. In late May 2022, Wiley renamed the mthree talent development solution to Wiley Edge and discontinued use of the mthree trademark during the three months ended July 31, 2022. As a result of these actions, we determined that a revision of the useful life was warranted and the intangible asset was fully amortized over its remaining useful life resulting in accelerated amortization expense of $4.6 million in the three months ended July 31, 2022.
Based on the current amount of intangible assets subject to amortization and assuming current foreign exchange rates, the estimated amortization expense for the following years are as follows:
Fiscal Year | Amount
2024 | $ | 77,287 |
2025 | 70,583 |
2026 | 68,077 |
2027 | 63,429 |
2028 | 57,347 |
Thereafter | 396,167 |
Total | $ | 732,890 |
Annual Indefinite-lived Intangible Impairment Test as of February 1, 2023 and 2022 We also review our indefinite-lived intangible assets for impairment annually, which consists of brands and trademarks and certain acquired publishing rights. For fiscal year 2023, we performed a qualitative assessment for our annual indefinite-lived intangible assets impairment test. This assessment included consideration of key factors including macroeconomic conditions, industry and market considerations, cost factors, financial performance, and other relevant entity and reporting unit-specific events. Based on our qualitative assessment, we determined it was not more likely than not that the fair value of any indefinite-lived intangible asset was less than its carrying amount. As such, it was not necessary to perform a quantitative test. For fiscal year 2022, we estimated the fair value of these indefinite-lived intangible assets using a relief from royalty method under an income approach. The key assumptions for this method were revenue projections, a royalty rate as determined by management in consultation with valuation experts, and a discount rate. We concluded that the fair values of these indefinite-lived intangible assets were above their carrying values and therefore, there was no indication of impairment.

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