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Note 6 - Goodwill and Other Intangible Assets
9 Months Ended
Sep. 30, 2019
Notes to Financial Statements  
Goodwill and Intangible Assets Disclosure [Text Block]
6
. Goodwill and other intangible assets:
 
Goodwill
 
Goodwill represents the excess of the purchase price over the fair value of tangible and identifiable intangible assets acquired and liabilities assumed in our acquisitions.
 
The Company's Goodwill balance is
$110.1
million as of
September 30, 2019 (
December 31, 2018 –
$90.1
million), up 
$20.0
million from
December 31, 2018,
as a result of the acquisition of Ascio (See Note
4
(b) – Acquisitions for more information). The Company's goodwill relates
98%
(
$108.0
million) to its Domain Services operating segment and
2%
(
$2.1
 million) to its Network Access Services operating segment.
 
Goodwill is
not
amortized, but is subject to an annual test, or more frequently if impairment indicators are present.
 
Other Intangible Assets:
 
Intangible assets consist of acquired brand, technology, customer relationships, surname domain names, direct navigation domain names and network rights. The Company considers its intangible assets consisting of surname domain names and direct navigation domain names as indefinite life intangible assets. The Company has the exclusive right to these domain names as long as the annual renewal fees are paid to the applicable registry. Renewals occur routinely and at a nominal cost. The indefinite life intangible assets are
not
amortized but are subject to impairment assessments performed throughout the year. As part of the normal renewal evaluation process during the periods ended
September 30, 2019
and
September 30, 2018,
the Company assessed that certain domain names that were originally acquired in the
June 2006
acquisition of Mailbank.com Inc. that were up for renewal, should
not
be renewed.   
 
Intangible assets, comprising brand, technology, customer relationships and network rights are being amortized on a straight-line basis over periods of
two
to
fifteen
years.
 
A summary of acquired intangible assets for the
three
months ended
September 30, 2019
is as follows
(Dollar amounts in thousands of U.S. dollars)
:
 
   
Surname domain
names
   
Direct navigation
domain names
   
Brand
   
Customer
relationships
   
Technology
   
Network rights
   
Total
 
Amortization period
 
indefinite life
   
indefinite life
   
7 years
   
3-7 years
   
2 - 7 years
   
15 years
   
 
 
 
Balances June 30, 2019
  $
11,173
    $
1,242
    $
10,060
    $
34,375
    $
2,110
    $
491
    $
59,451
 
Acquisition of customer relationships
   
-
     
-
     
-
     
64
     
-
     
-
     
64
 
FreedomPop acquisition
1
   
-
     
-
     
-
     
3,475
     
-
     
-
     
3,475
 
Additions to/(disposals from) domain portfolio, net
   
(6
)    
(60
)    
-
     
-
     
-
     
-
     
(66
)
Amortization expense
   
-
     
-
     
(514
)    
(2,030
)    
(302
)    
(12
)    
(2,858
)
Balances September 30, 2019
  $
11,167
    $
1,182
    $
9,546
    $
35,884
    $
1,808
    $
479
    $
60,066
 
  
 
 
1
In the
third
quarter of
2019,
the Company acquired the mobile customer base of FreedomPop and Unreal Mobile brands from STS Media Inc., operating on the Sprint network. The migration of these customers occurred over a
60
-day period, ending in
September 2019
with subscribers having the option to accept the Ting offering or cancel or port their service elsewhere. The final purchase price was
$3.5
million.
 
A summary of acquired intangible assets for the
nine
months ended
September 30, 2019
is as follows
(Dollar amounts in thousands of U.S. dollars)
:
 
   
Surname domain
names
   
Direct navigation
domain names
   
Brand
   
Customer
relationships
   
Technology
   
Network rights
   
Total
 
Amortization period
 
indefinite life
   
indefinite life
   
7 years
   
3-7 years
   
2 - 7 years
   
15 years
   
 
 
 
Balances December 31, 2018
  $
11,176
    $
1,245
    $
9,004
    $
27,292
    $
163
    $
515
    $
49,395
 
Acquisition of Ascio Technologies, Inc. (note 4 (b))
   
-
     
-
     
2,020
     
10,200
     
2,420
     
-
     
14,640
 
FreedomPop acquisition
1
   
-
     
-
     
-
     
3,475
     
-
     
-
     
3,475
 
Acquisition of customer relationships
   
-
     
-
     
-
     
91
     
-
     
-
     
91
 
Additions to/(disposals from) domain portfolio, net
   
(9
)    
(63
)    
-
     
-
     
-
     
-
     
(72
)
Amortization expense
   
-
     
-
     
(1,478
)    
(5,174
)    
(775
)    
(36
)    
(7,463
)
Balances September 30, 2019
  $
11,167
    $
1,182
    $
9,546
    $
35,884
    $
1,808
    $
479
    $
60,066
 
  
1
In the
third
quarter of
2019,
the Company acquired the mobile customer base of FreedomPop and Unreal Mobile brands from STS Media Inc., operating on the Sprint network. The migration of these customers occurred over a
60
-day period, ending in
September 2019
with subscribers having the option to accept the Ting offering or cancel or port their service elsewhere. The final purchase price was
$3.5
million.
 
The following table shows the estimated amortization expense in future periods, assuming
no
further additions to acquired intangible assets are made
(Dollar amounts in thousands of U.S. dollars)
:
 
   
September 30,
2019
 
Remainder of 2019
   
2,385
 
2020
   
10,594
 
2021
   
10,580
 
2022
   
10,140
 
2023
   
9,288
 
Thereafter
   
4,730
 
Total
   
47,717
 
 
As of
September 30, 2019,
the accumulated amortization for the definite life intangible assets was
$32.0
million. As of
December 31, 2018,
the accumulated amortization for the definite life intangible assets was
$24.5
 million.