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Note 6 - Goodwill and Other Intangible Assets

9 Months Ended

Sep. 30, 2025

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 remained consistent at $130.4 million as of September 30, 2025 and December 31, 2024. The Company's goodwill relates 83% ($107.7 million) to the Tucows Domains operating segment and 17% ($22.7 million) to the Ting operating segment.

Goodwill is not amortized, but is subject to an annual impairment test, or more frequently if impairment indicators are present. No impairment charge was recognized during the three and nine months ended September 30, 2025 and 2024.

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, 2025 and September 30, 2024, the Company assessed that all domain names that were originally acquired in the June 2006 acquisition of Mailbank.com Inc. that were up for renewal, should be renewed.

Finite-life 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. The weighted average amortization period for all finite-life intangible assets is 5.4 years.

For the three and nine months ended September 30, 2025, the Company acquired customer relationship assets through hosting agreements for NIL and $0.2 million. These assets are being amortized over seven years.

Net book value of acquired intangible assets consist of the following (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, 2025	$	11,140		$	1,125		$	334		$	7,367		$	1,215		$	706		$	21,887
Adjustment to acquisition of customer relationships		-			-			-			(7	)		-			-			(7	)
Disposals from domain portfolio, net		(1	)		(1	)		-			-			-			-			(2	)
Finalization of amounts relating to disposal of Cedar intangible assets		-			-			-			172			-			-			172
Amortization expense		-			-			(15	)		(878	)		(155	)		(24	)		(1,072	)
Balances, September 30, 2025	$	11,139		$	1,124		$	319		$	6,654		$	1,060		$	682		$	20,978

	*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, 2024	$	11,145		$	1,127		$	424		$	9,748		$	1,526		$	785		$	24,755
Acquisition of customer relationships		-			-			-			206			-			-			206
Disposals from domain portfolio, net		(6	)		(3	)		-			-			-			-			(9	)
Write-down of Cedar intangible assets		-			-			-			(213	)		-			(29	)		(242	)
Disposal of Cedar intangible assets		-			-			-			(339	)		-			-			(339	)
Amortization expense		-			-			(105	)		(2,748	)		(466	)		(74	)		(3,393	)
Balances, September 30, 2025	$	11,139		$	1,124		$	319		$	6,654		$	1,060		$	682		$	20,978

The following table shows the estimated amortization expense for each of the next 5 years and thereafter, assuming no further additions to acquired intangible assets are made (Dollar amounts in thousands of U.S. dollars):

	*Year ending*
	*December 31,*
Remainder of 2025	$	1,272
2026		3,450
2027		1,896
2028		1,521
2029		306
Thereafter		270
Total	$	8,715