Goodwill and Intangibles

9 Months Ended

Feb. 28, 2014

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired in a business combination. Intangible assets resulting from the acquisitions of entities accounted for using the purchase method of accounting are recorded at the estimated fair value of the assets acquired. Identifiable intangible assets consist of purchased customer relationships and trade names.

The changes in carrying amount of goodwill and other intangible assets for the nine months ended February 28, 2014 were as follows:



	Balance as of June 1, 2013 (net of amortization)		Additions		Amortization			Balance as of February 28, 2014
Goodwill	$	3,109	$	—	$	—		$	3,109
Trade name	411		—		—			411
Customer relationships	626		—		(123		)	503
	$	4,146	$	—	$	(123	)	$	4,023

Goodwill is not deductible for tax purposes.

We evaluate the recoverability of goodwill and indefinite-lived intangible assets annually as of May 31, and whenever events or changes in circumstances indicate to us that the carrying amount may not be recoverable. There were no conditions that indicated any impairment of goodwill or identifiable intangible assets as of February 28, 2014 and May 31, 2013.

Intangible assets with finite useful lives are amortized over their respective estimated useful lives. The following table provides a summary of our intangible assets:



	February 28, 2014
	Estimated Useful Life	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Trade name	Indefinite	$	411	$	—		$	411
Customer relationships	3-8 years	2,094		(1,591		)	503
		$	2,505	$	(1,591	)	$	914

	May 31, 2013
	Estimated Useful Life	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Trade name	Indefinite	$	411	$	—		$	411
Customer relationships	3-8 years	2,094		(1,468		)	626
		$	2,505	$	(1,468	)	$	1,037

Amortization expense related to intangible assets was $41 for both the three months ended February 28, 2014 and 2013, and $123 for both the nine months ended February 28, 2014 and 2013.

Amortization expense for customer relationships is included in selling, general and administrative expenses. The following table provides estimated future amortization expense related to intangible assets as of February 28, 2014:




Year ending May 31,	Future Amortization
2014 (remaining)	$	41
2015	129
2016	118
2017	118
2018	97
	$	503

- 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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