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Goodwill and Other Intangible Assets
6 Months Ended
Jun. 30, 2020
Goodwill And Intangible Assets Disclosure [Abstract]  
Goodwill and Other Intangible Assets

Note 9. Goodwill and Other Intangible Assets

The changes in the carrying amount of goodwill are as follows:

 

(in thousands)

 

GES North America

 

 

GES EMEA

 

 

Pursuit

 

 

Total

 

Balance at December 31, 2019

 

$

155,276

 

 

$

30,829

 

 

$

101,878

 

 

$

287,983

 

Goodwill impairment

 

 

(155,276

)

 

 

(29,042

)

 

 

(1,757

)

 

 

(186,075

)

Foreign currency translation adjustments

 

 

 

 

 

(1,787

)

 

 

(4,962

)

 

 

(6,749

)

Balance at June 30, 2020

 

$

 

 

$

 

 

$

95,159

 

 

$

95,159

 

Goodwill is tested for impairment at the reporting unit level on an annual basis as of October 31, and between annual tests if an event occurs or circumstances change that would more-likely-than-not reduce the fair value of a reporting unit below its carrying value. We use a discounted expected future cash flow methodology (income approach) in order to estimate the fair value of our reporting units for purposes of goodwill impairment testing.

In early March 2020, as a result of COVID-19 concerns, we began to see event postponements and cancellations at GES, as well as some cancelled bookings at Pursuit. This quickly escalated into the shut-down of event activity and tourism as government mandated closures and stay-at-home orders went more broadly into effect around the world. As demand halted, we essentially placed our businesses into a state of hibernation to preserve cash. As government mandated closures and stay-at-home orders started to be lifted, we began to restart our business with enhanced health and safety protocols in place. We phased in most of Pursuit’s attractions and lodging operations starting in May and continuing into July. However, exhibition and event activity remain largely closed. For GES, we believe that as governments continue to lift restrictions, events in certain geographies will gradually increase and we stand ready to reactivate areas of that business when it makes sense to do so.

During the three months ended March 31, 2020, we determined that an interim triggering event had occurred due to the deteriorating macroeconomic environment, disruptions to our operations, and the sustained decline in our stock price caused by COVID-19. As such, we performed an interim evaluation of goodwill as of March 31, 2020. As a result, we recorded non-cash goodwill impairment charges of $41.9 million associated with GES U.S., $29.0 million associated with GES EMEA, and $1.8 million associated with Pursuit’s Glacier Park Collection. We recorded an income tax benefit of $12.4 million during the three months ended March 31, 2020 related to these goodwill impairment charges. This income tax benefit was reversed during the second quarter of 2020 due to the recording of a valuation allowance. Refer to Note 16 – Income Taxes.

During the second quarter of 2020 and into July, GES continued to experience event postponements and cancellations and we experienced further declines in our stock price. There has also been an increased spread of the COVID-19 virus throughout the United States, which resulted in further closures and governor orders that we believe have increased the uncertainty regarding when the live event industry will re-commence and how long it will take to get back to similar pre-COVID-19 business levels. The uncertainty regarding the duration of the current domestic and global economic conditions and whether further deterioration in the macroeconomic environment will continue as a result of the COVID-19 pandemic was factored into our second quarter goodwill impairment analysis. As a result, we recorded a full impairment charge to the remaining GES goodwill balance of $113.1 million during the three months ended June 30, 2020. Our remaining goodwill balance as of June 30, 2020 of $95.2 million pertains to our Pursuit business.

Given the evolving, uncertain nature of COVID-19, and the uncertain government and consumer reactions, the estimates and assumptions regarding expected future cash flows, discount rates, and terminal values used in our goodwill impairment analysis require considerable judgment and are based on our current estimates of market conditions, financial forecasts, and industry trends.

These estimates, however, have inherent uncertainties and different assumptions could lead to materially different results including additional impairment charges in the future.

Other intangible assets consisted of the following:

 

 

 

 

 

June 30, 2020

 

 

December 31, 2019

 

(in thousands)

 

Useful Life

(Years)

 

Gross Carrying

Value

 

 

Accumulated

Amortization

 

 

Net Carrying Value

 

 

Gross Carrying

Value

 

 

Accumulated

Amortization

 

 

Net Carrying Value

 

Intangible assets subject to amortization:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Customer contracts and relationships

 

6.5

 

$

39,661

 

 

$

(26,172

)

 

$

13,489

 

 

$

72,219

 

 

$

(40,866

)

 

$

31,353

 

Operating contracts and licenses

 

37

 

 

38,959

 

 

 

(2,029

)

 

 

36,930

 

 

 

43,329

 

 

 

(1,881

)

 

 

41,448

 

In-place lease

 

13.7

 

 

14,399

 

 

 

(384

)

 

 

14,015

 

 

 

15,044

 

 

 

(231

)

 

 

14,813

 

Tradenames

 

5.7

 

 

5,585

 

 

 

(1,927

)

 

 

3,658

 

 

 

9,423

 

 

 

(4,338

)

 

 

5,085

 

Non-compete agreements

 

1.5

 

 

722

 

 

 

(505

)

 

 

217

 

 

 

2,077

 

 

 

(1,775

)

 

 

302

 

Other

 

7.7

 

 

768

 

 

 

(80

)

 

 

688

 

 

 

802

 

 

 

(66

)

 

 

736

 

Total amortized intangible assets

 

 

 

 

100,094

 

 

 

(31,097

)

 

 

68,997

 

 

 

142,894

 

 

 

(49,157

)

 

 

93,737

 

Indefinite-lived intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Business licenses

 

 

 

 

566

 

 

 

 

 

 

566

 

 

 

571

 

 

 

 

 

 

571

 

Other intangible assets

 

 

 

$

100,660

 

 

$

(31,097

)

 

$

69,563

 

 

$

143,465

 

 

$

(49,157

)

 

$

94,308

 

 

Intangible asset amortization expense was $1.4 million for the three months ended June 30, 2020 and $3.6 million for the six months ended June 30, 2020. Intangible asset amortization expense was $2.8 million for the three months ended June 30, 2019 and $5.2 million for the six months ended June 30, 2019. We recorded an impairment charge to intangible assets of $15.7 million during the six months ended June 30, 2020 related to our U.S. audio-visual production business. The duration and impact of COVID-19 may result in additional future impairment charges as facts and circumstances evolve.

At June 30, 2020, the estimated future amortization expense related to intangible assets subject to amortization is as follows:

 

(in thousands)

 

 

 

 

Year ending December 31,

 

 

 

 

Remainder of 2020

 

$

2,753

 

2021

 

 

5,033

 

2022

 

 

4,919

 

2023

 

 

4,285

 

2024

 

 

3,353

 

Thereafter

 

 

48,654

 

Total

 

$

68,997