XML 27 R13.htm IDEA: XBRL DOCUMENT v3.20.2
GOODWILL, TRADE NAMES, AND OTHER INTANGIBLE ASSETS
6 Months Ended
Jun. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL, TRADE NAMES, AND OTHER INTANGIBLE ASSETS GOODWILL, TRADE NAMES, AND OTHER INTANGIBLE ASSETS
The Company had the following acquired intangible assets:
 June 30, 2020December 31, 2019
 Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
(amounts in thousands)
Intangible assets subject to amortization:      
Databases$30,530  $13,796  $16,734  $30,530  $12,269  $18,261  
Customer relationships49,246  28,115  21,131  49,758  26,596  23,162  
Non-compete agreements304  181  123  320  161  159  
Trade names4,500  3,487  1,013  4,500  1,125  3,375  
Other intangible assets, net$84,580  $45,579  $39,001  $85,108  $40,151  $44,957  
Intangible assets not subject to amortization:      
Trade names, indefinite-lived  $5,900    $5,900  


As of June 30, 2020, estimated annual amortization expense is as follows:

Years Ending December 31:(amounts in thousands)
2020$4,038  
20216,051  
20225,977  
20235,875  
20245,238  
Thereafter11,822  
 $39,001  
The changes in the carrying amount of goodwill by segment are as follows: 

Nurse
And Allied
Staffing
Physician
Staffing
SearchTotal
(amounts in thousands)
Balances as of December 31, 2019
Aggregate goodwill acquired$346,130  $43,405  $21,750  $411,285  
Sale of business—  —  (9,889) (9,889) 
Accumulated impairment loss(259,732) (40,598) —  (300,330) 
Goodwill, net of impairment loss86,398  2,807  11,861  101,066  
Changes to aggregate goodwill in 2020
Impairment charges—  —  (10,142) (10,142) 
Reclassification of API goodwill24  —  (24) —  
Balances as of June 30, 2020
Aggregate goodwill acquired346,130  43,405  21,750  411,285  
Sale of business—  —  (9,889) (9,889) 
Accumulated impairment loss(259,732) (40,598) (10,142) (310,472) 
Reclassification of API goodwill24  —  (24) —  
Goodwill, net of impairment loss$86,422  $2,807  $1,695  $90,924  

Goodwill, Trade Names and Other Intangible Assets Impairment

During the second quarter of 2020, due to the increased negative impact and continuing uncertainty of the COVID-19 pandemic on the business, all reporting units were quantitatively tested. For the Nurse and Allied Staffing and Physician Staffing reporting units no impairment was identified as the fair value was substantially in excess of the carrying amount of goodwill.

The Search reporting unit under-performed relative to management’s expectations in the second quarter of 2020. The lower than expected revenue was driven by: (i) the cancellation or postponement of a significant number of working searches, (ii) the decision to delay the hiring of new revenue producers, and (iii) the loss of customers, which were mostly related to the negative impacts of COVID-19. As a result, the quantitative testing of the Search reporting unit resulted in impairment charges of $10.2 million for its goodwill and $0.3 million for its customer relationships.

In order to determine the fair value of the Search reporting unit, the Company used a combination of an income and market approach. The weighting was based on the specific characteristics, risks, and uncertainties of the Search reporting unit. The discounted cash flow that served as the primary basis for the income approach was based on the Company’s discrete financial forecast of revenue, gross profit margins, operating costs, and cash flows. It also considered estimated future results, economic and market conditions including the timing and duration of COVID-19, as well as the impact of planned business and operational strategies. Assumptions used in the market approach were derived including an analysis of a range of valuation multiples of comparable public companies.

Although management believes that the Company's current estimates and assumptions utilized in its quantitative testing are reasonable and supportable, including its assumptions on the impact and timing related to COVID-19, there can be no assurance that the estimates and assumptions management used for purposes of its qualitative assessment as of June 30, 2020 will prove to be accurate predictions of future performance.

As part of evolving its go-to-market strategy, in the second quarter of 2019, the Company began eliminating certain brands across all of its segments. The Company’s rebranding efforts resulted in a $14.5 million write-off of indefinite-lived trade names related to its Nurse and Allied Staffing business segment, which is presented as impairment charges on the condensed consolidated statements of operations for the three and six months ended June 30, 2019.
Intangible Asset Amortization

In connection with its rebranding efforts, the Company made a decision at the end of 2019 to phase out a trade name by the end of 2020, which as of December 31, 2019 would have been recognized over a weighted average life of 7.5 years. In connection with this decision, the Company expected accelerated amortization related to the trade name of $2.9 million throughout 2020. In the second quarter of 2020, the Company further accelerated its rebranding plan and shortened the estimated remaining life of the trade name. Total accelerated amortization resulting from the changes in the estimated remaining life of the trade name were $1.4 million, or $0.04 per share, and $2.1 million, or $0.06 per share, for the three and six months ended June 30, 2020, respectively.