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Goodwill Impairment and Change in Fair Value of Contingent Consideration
 9 Months Ended
Sep. 30, 2025
Goodwill Impairment and Change in Fair Value of Contingent Consideration [Abstract]  
Goodwill Impairment and Change in Fair Value of Contingent Consideration

6. Goodwill Impairment and Change in Fair Value of Contingent Consideration

 

During the three months ended September 30, 2025, the Company recognized a non-cash goodwill impairment charge of $352,000 related to the NTS Acquisition. The Company performed an interim goodwill impairment test due to lower-than-expected EBITDA performance in the NTS business. The test, based on actual results and updated EBITDA projections, indicated that the carrying value of goodwill exceeded its estimated fair value by $352,000.

 

The Company re-measured the fair value of the related contingent consideration (earnout) liability, resulting in a decrease in the liability and a corresponding non-cash gain of $352,000, which was recognized in the consolidated statements of operations within “Change in fair value of contingent consideration”. The goodwill impairment loss and the gain on the change in fair value of the contingent consideration were equal in amount and offsetting, resulting in no net impact on income before taxes or net income for the period.

 

Both adjustments were non-cash and had no effect on the Company’s cash flows.