Note 9 – Business Combinations, Intangible Assets and Goodwill

Recent Business Combinations

In October 2016, National Investors Holdings, LLC ("NIH"), a subsidiary of the Company, acquired all of the outstanding shares of a title insurance agency doing business in Texas. NIH paid $10 million plus a $918,000 adjustment for the title insurance agency’s net cash position at closing.

Intangible Assets

The fair values of intangible assets recognized as the result of title insurance agency acquisitions, all Level 3 inputs, are principally based on values obtained from a third-party valuation service. In accordance with ASC 350, Intangibles – Goodwill and Other, management determined that no events or changes in circumstances occurred that would indicate the carrying amounts may not be recoverable, and therefore determined that no identifiable intangible assets were impaired at September 30, 2017.

Identifiable intangible assets consist of the following as of September 30, 2017 and December 31, 2016:



	2017			2016
Referral relationships	$	6,498,215		$	6,416,215
Non-compete agreements	1,405,685			1,405,685
Tradename	560,000			560,000
Searcher network	126,000			—
Total	8,589,900			8,381,900
Accumulated amortization	(1,182,806		)	(475,110		)
Identifiable intangible assets, net	$	7,407,094		$	7,906,790

The following table provides the estimated aggregate amortization expense for each of the five succeeding fiscal years:



Year Ended:
2017	$	208,989
2018	683,857
2019	610,524
2020	610,524
2021	603,191
Thereafter	4,690,009
Total	$	7,407,094

Goodwill and Title Plant

The Company has recognized $4,378,851 in goodwill and $690,000 in a title plant as the result of title insurance agency acquisitions. The title plant is included with prepaid expenses and other assets in the Consolidated Balance Sheets. The fair values of goodwill and the title plant, both Level 3 inputs, are principally based on values obtained from a third-party valuation service. In accordance with ASC 350, Intangibles – Goodwill and Other, management determined that no events or changes in circumstances occurred that would indicate the carrying amounts may not be recoverable, and therefore determined that goodwill and the title plant were not impaired at September 30, 2017.