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Note 5 - Goodwill and Intangible Assets

9 Months Ended

Dec. 31, 2024

Goodwill and Intangible Assets Disclosure [Text Block]

Note 5 — Goodwill and Intangible Assets

Goodwill

The following table presents the changes in the carrying amount of goodwill for the nine months ended December 31, 2024 (in thousands):

	*Goodwill*
Balance as of March 31, 2024	$	23,379
Acquisitions		-
Impairment losses		-
Balance as of December 31, 2024	$	23,379

Indefinite-Lived Intangible Assets

The following table presents the changes in the carrying amount of indefinite-lived brand and trade names intangible assets that are only in the Company’s Slacker operating segment for the three months ended December 31, 2024 (in thousands):

	*Tradenames*
Balance as of March 31, 2024	$	4,637
Acquisitions		-
Impairment losses		(3,807	)
Balance as of December 31, 2024	$	830

The Company recorded an impairment charge of $3.8 million and none for the three and nine months ended December 31, 2024 and 2023, respectively. The impairment for the nine months ended December 31, 2024 was the result of the decrease in expected revenues within the Company's Slacker division.

Finite-Lived Intangible Assets

The Company’s finite-lived intangible assets were as follows as of December 31, 2024 (in thousands):

	*Gross*				*Net*
	*Carrying*		*Accumulated*		*Carrying*
	*Value*		*Amortization*		*Value*
Software	$	19,281	$	19,281	$	-
Intellectual property (patents)		5,366		2,504		2,862
Customer relationships		6,570		6,570		-
Content creator relationships		3,229		2,411		818
Domain names		523		227		296
Brand and trade names		1,071		515		556
Customer list		2,673		1,843		830
Total	$	38,713	$	33,351	$	5,362

The Company’s finite-lived intangible assets were as follows as of March 31, 2024 (in thousands):

	*Gross*				*Net*
	*Carrying*		*Accumulated*		*Carrying*
	*Value*		*Amortization*		*Value*
Software	$	19,281	$	19,281	$	-
Intellectual property (patents)		5,366		2,236		3,130
Customer relationships		6,570		6,570		-
Content creator relationships		4,082		1,568		2,514
Domain names		523		190		333
Brand and trade names		1,071		439		632
Customer list		2,673		1,504		1,169
Total	$	39,566	$	31,788	$	7,778

Intangible assets are amortized over their estimated useful lives based on the pattern in which the economic benefits associated with the asset are expected to be consumed, which to date has approximated the straight-line method of amortization. The estimated useful lives for patents, customer relationships, domain names, brand and tradename and customer list are generally three to 15 years, one to two years, two to five years, seven to ten years and three to four years, respectively.

The Company’s amortization expense on its finite-lived intangible assets was $0.3 million and $0.5 million for the three months ended December 31, 2024 and 2023, respectively. The Company’s amortization expense on its finite-lived intangible assets was $1.5 million and $1.2 million for the nine months ended December 31, 2024 and 2023, respectively. The Company recorded an impairment charge attributed to finite-lived intangibles of $0.2 million and $0.1 million for the three and nine months ended December 31, 2024 and 2023, respectively. The impairment for the nine months ended December 31, 2024 was the result of the winding down of a podcast show acquired by PodcastOne. The impairment for the three and nine months ended December 31, 2023 was the result of the winding down of the Gramophone business, therefore the Company has stopped marketing Gramophone's brand name.

Finder's Agreement

In September 2023, PodcastOne entered into a finder's fee arrangement pursuant to which it agreed to issue shares of PodcastOne common stock at a price of $8.00 per share (subject to adjustment in certain limited circumstances) as a finder’s fee to a certain third party podcast platform in the event certain former and/or current podcasts creators of such platform entered into new podcasting agreements with PodcastOne, with the amount of the fee to be based on the amount of revenues actually derived by PodcastOne from such podcasts during a predetermined period. Payments made to such third party attributed to PodcastOne entering into new podcast contracts were capitalized to content creator relationship intangibles. As of December 31, 2024 and March 31, 2024, the Company has capitalized $2.6 million of payments made to such third party. $2.6 million capitalized of payments made to such third party was paid with PodcastOne common stock at a price of $8.00 per share. During the three months ended December 31, 2024, the Company made an adjustment of $0.5 million to accrued common stock and content creator relationships to account for the settlement of the finder's fee agreement attributed to multiple third party platforms.

The Company expects to record amortization of intangible assets for fiscal years ending March 31, 2025 and future fiscal years as follows (in thousands):

For Years Ending March 31,
2025 (remaining three months)	$	465
2026		1,762
2027		1,023
2028		508
2029		508
Thereafter		1,096
	$	5,362