GOODWILL AND OTHER INTANGIBLE ASSETS

12 Months Ended

Dec. 31, 2017

Intermex Holdings, Inc. and Subsidiaries [Member]

GOODWILL AND OTHER INTANGIBLE ASSETS [Abstract]

NOTE 6 — GOODWILL AND OTHER INTANGIBLE ASSETS

The gross carrying amount and accumulated amortization at December 31 for goodwill and other intangible assets are as follows:

	Successor Company 2017			Predecessor Company 2016
				As Restated
Indefinite lives:
Goodwill	$	36,259,666		$	—
Trade name		—			5,300,000
Total indefinite lives		36,259,666			5,300,000
Amortizable:
Agent relationships		40,500,000			29,200,000
Trade name		15,500,000
Developed technology		6,600,000			—
Other intangibles		699,689			1,430,224
Accumulated amortization expense		(14,558,657	)		(29,582,590	)
Net amortizable intangibles		48,741,032			1,047,634
Total goodwill and other intangible assets	$	85,000,698		$	6,347,634

Successor Company

The majority of the intangibles on the consolidated balance sheet of the Successor Company were recognized upon the acquisition by Stella Point (see Note 3). The fair value measurements were based on significant inputs, such as the Company’s forecasted revenues, assumed turnover of agent locations, obsolescence assumptions for technology, market discount and royalty rates. These inputs are based on information not observable in the market and represent Level 3 measurements within the fair value hierarchy. Trade name refers to the Intermex name, branded on all agent locations and well recognized in the market. This fair value was determined using the relief-from-royalty method, which is based on the Company’s expected revenues and a royalty rate estimated using comparable market data. As a result of the Stella Point acquisition, the Company determined it was appropriate to assign a finite useful life of 15 years to the trade name. Under the Predecessor Company the trade name was not amortized and was assessed for impairment annually. The Successor Company decided that a finite life would be more appropriate, providing better matching of the amortization expense during the period of expected benefits.

The agent relationships intangible represents the network of over 5,000 independent agents. This intangible was valued using the excess earnings method, which was based on the Company’s forecasts and historical activity at agent locations in order to develop a turnover rate and expected useful life. Assuming a year-over-year location turnover rate of 17.4%, this resulted in an expected useful life for this intangible of 15 years. Developed technology includes the state-of-the-art system that the Company has continued to develop and improve upon over the past 20 years. This intangible was valued using the relief-from-royalty method based on the Company’s forecasted revenues, a royalty rate estimated using comparable market data, an expected obsolescence rate of 18.0% and an estimated useful life of 15 years.

Other intangibles primarily relate to the acquisition of certain agent locations, which are amortized over 10 years. The net book value of these intangibles was $610,859 at December 31, 2017.

The following table presents the changes in goodwill and other intangible assets:

	Goodwill		Other Intangibles
Predecessor Company
Balance at December 31, 2014, as restated	$	—	$	8,119,749
Amortization expense, as restated		—		(1,184,897	)
Effect of exchange rate changes		—		(1,067	)
Balance at December 31, 2015, as restated	$	—	$	6,933,785
Acquisition of agent locations		—		342,876
Amortization expense, as restated		—		(928,945	)
Effect of exchange rate changes		—		(82	)
Balance at December 31, 2016, as restated	$	—	$	6,347,634
Amortization expense		—		(230,663	)
Balance at January 31, 2017	$	—	$	6,116,971

	Goodwill		Other Intangibles
Successor Company
Balance at February 1, 2017	$	36,259,666	$	62,660,000
Acquisition of agent locations		—		639,689
Amortization expense		—		(14,558,657	)
Balance at December 31, 2017	$	36,259,666	$	48,741,032

Amortization expense related to intangible assets for the next five years and thereafter is as follows for the Successor Company:

2018	$	12,458,705
2019		9,320,428
2020		6,902,482
2021		5,112,601
2022		3,952,547
Thereafter		10,994,269
	$	48,741,032

Predecessor Company

The majority of the intangibles on the consolidated balance sheet of the Predecessor Company were recognized in 2006 with the acquisition of Intermex, LLC and consisted primarily of the trade name and agent relationships. The amortization of the agent relationships for the Predecessor Company has been restated to reflect an accelerated method. Previously the Predecessor Company was amortizing on a straight-line basis (see Note 1 for further discussion). The Predecessor Company also had intangibles relating to agent locations acquired, which had a net book value of $691,798 at December 31, 2016 of the Predecessor period.

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

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