Goodwill and Intangible Assets

6 Months Ended

Jun. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

8. Goodwill and Intangible Assets

Goodwill

The following table summarizes the activity in the carrying value of goodwill by reporting unit for the six months ended June 30, 2022 and 2021 (in thousands):


	Ecommerce			Wholesale			TDA			Total
Balance as of December 31, 2020	$	72,231		$	1,720		$	4,221		$	78,172
Acquisition		81,134			—			—			81,134
Balance as of June 30, 2021	$	153,365		$	1,720		$	4,221		$	159,306
Balance as of December 31, 2021	$	152,876		$	1,720		$	4,221		$	158,817
Acquisition		42,886			—			—			42,886
Goodwill impairment charge		(195,762	)		(1,720	)		(4,221	)		(201,703	)
Balance as of June 30, 2022	$	—		$	—		$	—		$	—

As of March 31, 2022, a quantitative interim goodwill impairment assessment was performed over the Company's reporting units due to further sustained declines in the Company's and comparable companies' stock prices during the three months ended March 31, 2022.

The Company estimated the fair value of the Ecommerce, Wholesale, and TDA reporting units using the discounted cash flow method under the income approach. The significant assumptions used in the valuation include revenue growth rates, future gross profit margins and operating expenses used to calculate projected future cash flows, determination of the weighted average cost of capital, and future economic and market conditions. The terminal value is based on an exit revenue multiple which requires significant assumptions regarding the selection of appropriate multiples that consider relevant market trading data. The Company bases its estimates and assumptions on its knowledge of the

automotive and ecommerce industries, recent performance, expectations of future performance and other assumptions the Company believe to be reasonable.

The Company determined that the estimated fair value of the Ecommerce, Wholesale, and TDA reporting units was less than their carrying amounts. The Company recorded a goodwill impairment charge of $201.7 million in the condensed consolidated statements of operations for the six months ended June 30, 2022. No goodwill impairment charges were recorded for the three and six months ended June 30, 2021.

Refer to Note 5 – Acquisitions for more information related to the acquisitions that occurred in the six months ended June 30, 2022 and 2021.

Intangible Assets

Intangible assets, net consisted of the following (in thousands):


	June 30, 2022							December 31, 2021
	Gross Carrying Value		Accumulated Amortization			Carrying Value		Gross Carrying Value		Accumulated Amortization			Carrying Value
Developed and Purchased Technology	$	108,700	$	(12,554	)	$	96,146	$	25,700	$	(5,043	)	$	20,657
Customer Relationships		69,400		(4,323	)		65,077		5,240		(673	)		4,567
Trademarks and Trade names		12,240		(1,038	)		11,202		3,400		(417	)		2,983
Other		252		(252	)		—		252		(252	)		—
Total intangible assets	$	190,592	$	(18,167	)	$	172,425	$	34,592	$	(6,385	)	$	28,207

Refer to Note 5 – Acquisitions for more information related to the acquisitions that occurred in the six months ended June 30, 2022 and 2021.

Amortization expense for intangible assets was $6.8 million and $1.6 million for the three months ended June 30, 2022 and 2021, respectively, and $11.8 million and $3.0 million for the six months ended June 30, 2022 and 2021, respectively.

The estimated amortization expense for intangible assets subsequent to June 30, 2022, consists of the following (in thousands):


Year Ending December 31:
For remainder of 2022	$	13,512
2023		27,022
2024		27,022
2025		27,022
2026		21,979
Thereafter		55,868
	$	172,425