Goodwill and Amortizable Intangible Assets

12 Months Ended

Dec. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Amortizable Intangible Assets

NOTE 7. Goodwill and Amortizable Intangible Assets

Goodwill

The Company completed the required annual goodwill impairment test during the fourth quarters of 2024 and 2023, and no impairment was recognized.

Acquisition

On February 28, 2023, the Company completed the acquisition of My Personal Health Record Express, Inc. (the “Acquisition”), a leading provider of value-based care technology and interoperability solutions for cash consideration of $45.3 million, net of cash acquired and subject to certain post-closing adjustments. The Company accounted for the Acquisition utilizing the acquisition method of accounting, which requires assets and liabilities to be recognized based on estimates of their acquisition date fair values. The determination of the values of the acquired assets and assumed liabilities, including other intangible assets and deferred taxes, requires significant judgment. While the Company uses its best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date, the Company estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Measurement period adjustments are recorded in the period in which they are determined, as if they had been completed at the acquisition date. Upon the conclusion of the final determination of the values of assets acquired or liabilities assumed, or one year after the date of acquisition, whichever comes first, any subsequent adjustments are recorded within the Company's consolidated results of operations. The following allocation of the purchase price related to the Acquisition based upon the fair value of assets, which primarily included developed technology of $27.5 million, and assumed net liabilities of $3.8 million, with the residual amount being recorded as goodwill of $21.6 million. The intangible assets acquired have a weighted-average life of 10 years.

Amortizable Intangible Assets

The following table summarizes the Company’s amortizable intangible assets as of December 31, 2024 (dollars in thousands):

	Useful Life (Years)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Value
Trade names	30	$	600	$	(170)	$	430
Developed technology	10	25,600		(4,693)		20,907
Noncompete enforcement agreements	1-10	94,049		(44,643)		49,406
Other	4-15	3,600		(1,572)		2,028
		$	123,849	$	(51,078)	$	72,771

The following table summarizes the Company’s amortizable intangible assets as of December 31, 2023 (dollars in thousands):

	Useful Life (Years)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Value
Trade names	15-30	$	600	$	(150)	$	450
Developed technology	10	25,600		(2,134)		23,466
Noncompete enforcement agreements	1-10	77,164		(39,603)		37,561
Other	4-15	4,600		(2,308)		2,292
		$	107,964	$	(44,195)	$	63,769

For the years ended December 31, 2024, 2023, and 2022, the Company recognized $12.3 million, $8.0 million, and $5.0 million, respectively, in amortization expense, which is included in depreciation and amortization expense in the consolidated statements of operations.

The following table summarizes the estimated annual amortization for each of the five succeeding fiscal years and thereafter as of December 31, 2024 (in thousands):

Year	Amount
2025	$	11,932
2026	9,838
2027	8,407
2028	7,795
2029	7,556
Thereafter	27,243
	$	72,771