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Goodwill and Trademarks and Other Intangibles, net
9 Months Ended
Sep. 30, 2015
Goodwill And Intangible Assets Disclosure [Abstract]  
Goodwill and Trademarks and Other Intangibles, net

2. Goodwill and Trademarks and Other Intangibles, net

 

Goodwill

Goodwill by segment and in total, and changes in the carrying amounts, as of the dates indicated are as follows:

 

 

 

Women's

 

 

Men's

 

 

Home

 

 

Entertainment

 

 

Corporate

 

 

Consolidated

 

Net goodwill at December 31, 2014

 

$

115,462

 

 

$

53,326

 

 

$

46,334

 

 

$

17,654

 

 

$

 

 

$

232,776

 

Acquisitions(1)

 

 

6,086

 

 

 

17,324

 

 

 

931

 

 

 

35,375

 

 

 

 

 

 

59,716

 

Foreign currency adjustment

 

 

 

 

 

1,357

 

 

 

 

 

 

 

 

 

 

 

 

1,357

 

Net goodwill at September 30, 2015 (restated)

 

$

121,548

 

 

$

72,007

 

 

$

47,265

 

 

$

53,029

 

 

$

 

 

$

293,849

 

 

(1)

Amounts of goodwill generated from acquisitions have been updated from the previously-issued financial statements for the nine months ended September 30, 2015 to reflect the fair values of the assets acquired and liabilities assumed within the final purchase price allocation which, was completed in the fourth quarter of FY 2015.  

Trademarks and Other Intangibles, net

Trademarks and other intangibles, net, consist of the following:

 

 

 

 

 

 

September 30, 2015 (restated)

 

 

December 31, 2014

 

 

 

Estimated

Lives in

Years

 

Gross

Carrying

Amount

 

 

Accumulated

Amortization

 

 

Gross

Carrying

Amount

 

 

Accumulated

Amortization

 

Indefinite-lived trademarks and copyrights

 

Indefinite

 

$

2,095,374

 

 

$

 

 

$

1,986,350

 

 

$

 

Definite-lived trademarks

 

10-15

 

 

19,404

 

 

 

11,810

 

 

 

17,404

 

 

 

10,985

 

Non-compete agreements

 

2-15

 

 

940

 

 

 

627

 

 

 

940

 

 

 

450

 

Licensing contracts

 

1-9

 

 

12,462

 

 

 

10,115

 

 

 

11,803

 

 

 

8,728

 

 

 

 

 

$

2,128,180

 

 

$

22,552

 

 

$

2,016,497

 

 

$

20,163

 

Trademarks and other intangibles, net

 

 

 

 

 

 

 

$

2,105,628

 

 

 

 

 

 

$

1,996,334

 

 

In March 2015, the Company acquired the 50% interest in Iconix China held by its joint venture partner, thereby increasing its ownership in Iconix China to 100%. As a result of this transaction, Iconix China is now consolidated with the Company, which increased the Company’s indefinite-lived trademarks by $40.5 million. See Note 3 for further details on this transaction.

In March 2015, the Company acquired the Strawberry Shortcake brand. As a result of this transaction the Company’s indefinite-lived trademarks increased by $55.8 million and licensing contracts increased by $0.5 million. See Note 3 for further details on this transaction.

In February 2015, the Company acquired through its wholly-owned subsidiary, US Pony Holdings, LLC, the rights to the Pony brand in respect of the United States, Canada and Mexico. Immediately following such acquisition, a third party contributed specified assets to US Pony Holdings, LLC in exchange for a 25% non-controlling interest in the entity. As a result of these transactions, US Pony Holdings, LLC is consolidated with the Company, which increased the Company’s indefinite-lived trademarks and licensing contracts by $32.4 million and $0.3 million, respectively. See Note 3 for further details on this transaction.

In December 2014, the Company acquired a 51% controlling interest in Hydraulic IP Holdings, LLC.  As a result of this transaction, Hydraulic IP Holdings, LLC is consolidated with the Company, which increased the Company’s indefinite-lived trademarks by $11.8 million.  See Note 3 for further details on this transaction.

In December 2014, the Company acquired a 51% controlling interest in NGX, LLC.  As a result of this transaction, NGX, LLC is consolidated with the Company, which increased the Company’s indefinite-lived trademarks by $11.8 million.  See Note 3 for further details on this transaction.

In June 2014, the Company sold the exclusive right to use the “sharperimage.com” domain name and Sharper Image trademark in connection with the operation of a branded website and catalog distribution in specified jurisdictions, thereby decreasing indefinite-lived trademarks by approximately $3.6 million.  See Note 3 for further details on this transaction.  

In February 2014, the Company acquired the 50% interest in Iconix Latin America held by its joint venture partner, thereby increasing its ownership in Iconix Latin America to 100%.  As a result of this transaction, Iconix Latin America is now consolidated with the Company, which increased the Company’s indefinite life trademarks by $82.4 million and licensing contracts increased by $0.7 million.  See Note 3 for further details on this transaction.

In January 2014, the Company acquired a 1% interest in Iconix Europe, thereby increasing its ownership in Iconix Europe to 51%, in addition, the Iconix Europe agreement was amended to provide for additional rights to the Company.  As a result of this transaction, Iconix Europe is now consolidated with the Company, which increased the Company’s indefinite life trademarks by $27.0 million.  See Note 3 for further details on this transaction.

Amortization expense for intangible assets for the Current Quarter and for the three months ended September 30, 2014 (the “Prior Year Quarter”) was $0.7 million and $0.9 million, respectively.  Amortization expense for intangible assets for the Current Nine Months and for the nine months ended September 30, 2014 (the “Prior Year Nine Months”) was $2.4 million and $3.4 million, respectively.

The trademarks of Candie’s, Bongo, Joe Boxer, Rampage, Mudd, London Fog, Mossimo, Ocean Pacific, Danskin, Rocawear, Cannon, Royal Velvet, Fieldcrest, Charisma, Starter, Waverly, Ecko, Zoo York, Peanuts, Ed Hardy, Sharper Image, Umbro, Modern Amusement, Buffalo, Lee Cooper, Hydraulic, Nicholas Graham, Strawberry Shortcake and Pony have been determined to have an indefinite useful life and accordingly no amortization has been recorded in the Company’s unaudited condensed consolidated statement of operations. Instead, each of these intangible assets are tested for impairment annually and, as needed, on an individual basis as separate single units of accounting, with any related impairment charge recorded to the statement of income at the time of determining such impairment. The annual evaluation of the Company’s indefinite-lived trademarks is performed as of October 1, the beginning of the Company’s fourth fiscal quarter. There was no impairment of the indefinite-lived trademarks during the Current Nine Months or Prior Year Nine Months. Further, as it relates to the Company’s definite-lived trademarks, there was no impairment of the definite-lived trademarks during the Current Nine Months or Prior Year Nine Months.

Based on the Company’s budgeting process for the year ending December 31, 2016, which was completed in the fourth quarter of 2015, the Company believes that certain intangible assets related to the men’s segment may be impaired. The Company will complete its annual impairment testing during the fourth quarter of the year ending December 31, 2015.