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GOODWILL AND INTANGIBLE ASSETS | 9 Months Ended
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Sep. 30, 2024
GOODWILL AND INTANGIBLE ASSETS |
GOODWILL AND INTANGIBLE ASSETS | NOTE D – GOODWILL AND INTANGIBLE ASSETS ​ Goodwill represents the excess of cost over the fair value of net identifiable tangible and intangible assets acquired. The goodwill balance of $304.8 million at both September 30, 2024 and December 31, 2023, primarily relates to the Asset-Light segment acquisitions of MoLo and Panther. Goodwill and indefinite-lived intangible assets are not amortized but evaluated for impairment annually as of October 1 or more frequently if indicators of impairment exist. As a result of the continuing soft market conditions and lower business levels in the Asset-Light segment during the third quarter of 2024, the Company performed an interim quantitative analysis as of September 1, 2024 on the fair value of its goodwill and indefinite-lived intangible assets, including the Panther trade name. A third-party valuation specialist was utilized in performing the impairment analysis. Management considered current and forecasted business levels and estimated future cash flows over several years, using the reporting units weighted average cost of capital. Management’s assumptions included a truckload market recovery beginning in mid-2025 and continuing into 2026. Based on the analysis performed, management determined it was more likely than not that the goodwill and indefinite-lived intangible assets were not impaired as of September 1, 2024. ​ The evaluation of goodwill impairment requires management’s judgement and the use of estimates and assumptions to determine if indicators of impairment exist at an interim date. Assumptions require considerable judgement because changes in broad economic factors and industry factors can result in variable and volatile fair values. Changes in key estimates and assumptions that impact the fair value of the operations, including the impact of having excess capacity and a soft rate truckload environment, could materially affect future analyses and result in material impairments of goodwill and indefinite-lived intangible assets. ​ Intangible assets consisted of the following: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | September 30, 2024 | ​ | December 31, 2023 |
​ | ​ | Weighted-Average | ​ | ​ | ​ | ​ | Accumulated | ​ | Net | ​ | ​ | ​ | ​ | Accumulated | ​ | Net |
​ |  | Amortization Period |  | Cost |  | Amortization |  | Value |  | ​ | Cost |  | Amortization |  | Value |
​ | ​ | (in years) | ​ | (in thousands) | ​ | (in thousands) |
Finite-lived intangible assets | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Customer relationships |  | 12 | ​ | $ | 99,579 | ​ | $ | 57,676 | ​ | $ | 41,903 | ​ | $ | 99,579 | ​ | $ | 51,357 | ​ | $ | 48,222 | ​
Other | ​ | 8 | ​ | ​ | 30,245 | ​ | ​ | 12,821 | ​ | ​ | 17,424 | ​ | ​ | 30,151 | ​ | ​ | 9,523 | ​ | ​ | 20,628 | ​
​ |  | 11 | ​ |  | 129,824 | ​ |  | 70,497 | ​ |  | 59,327 | ​ | ​ | 129,730 | ​ |  | 60,880 | ​ |  | 68,850 | ​
Indefinite-lived intangible asset | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Trade name |  | N/A | ​ |  | 32,300 | ​ |  | N/A | ​ |  | 32,300 | ​ | ​ | 32,300 | ​ |  | N/A | ​ |  | 32,300 | ​
​ | ​ | ​ | ​ |  | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Total intangible assets |  | N/A | ​ | $ | 162,124 | ​ | $ | 70,497 | ​ | $ | 91,627 | ​ | $ | 162,030 | ​ | $ | 60,880 | ​ | $ | 101,150 | ​
​ ​ As of September 30, 2024, the future amortization for intangible assets acquired through business acquisitions were as follows: ​
​ | ​ | ​ | ​ | ​
​ |  | Amortization of |
​ | ​ | Intangible Assets |
​ | ​ | (in thousands) | ​
Remainder of 2024 | ​ | $ | 3,199 | ​
2025 | ​ |  | 12,798 | ​
2026 | ​ |  | 8,691 | ​
2027 | ​ |  | 7,266 | ​
2028 | ​ | ​ | 7,266 | ​
Thereafter | ​ | ​ | 20,107 | ​
Total amortization | ​ | $ | 59,327 | ​
​

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- Definition The entire disclosure for goodwill and intangible assets. + References Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 350 -SubTopic 30 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/350-30/tableOfContent Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 350 -SubTopic 20 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/350-20/tableOfContent + Details
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