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Intangible Assets and Acquisitions
12 Months Ended
Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
Intangible Assets and Acquisitions [Text Block] Intangible Assets and Acquisitions
Goodwill Impairment Charge
In the fourth quarter of 2019, we completed a qualitative assessment for impairment of goodwill as of October 1, 2019, concluding it was not more likely than not that the carrying value of our reporting unit's net assets exceeded the reporting unit's fair value and therefore no impairment of goodwill existed as of December 31, 2019.
Intangible Assets
Amortizable intangible assets consist of the following:
 
 
 
December 31, 2019
 
December 31, 2018
 (Dollar amounts in thousands)
Avg.
Life
(years)
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Gross
Carrying
Amount
 
Accumulated
Amortization
Customer relationships
2
 
$
80,036

 
$
79,941

 
$
79,942

 
$
79,695

Vendor relationships
9
 
9,760

 
1,113

 
860

 
860

Non-compete agreements
3
 
6,747

 
6,727

 
6,745

 
6,493

Total other intangible assets
 
 
$
96,543

 
$
87,781

 
$
87,547

 
$
87,048


Aggregate amortization expense (in thousands):
Year Ended December 31, 2019
$
723

Year Ended December 31, 2018
$
671

Year Ended December 31, 2017 (1)
$
4,908


(1) Includes impairment charge of $3.9 million to our intangible assets, related to a vendor relationship in the Preferred Lease segment, recorded to Other (gains) and charges in our consolidated statement of operations during the first quarter of 2017.
Estimated amortization expense, assuming current intangible balances and no new acquisitions, for each of the years ending December 31, is as follows: 
(In thousands)
Estimated
Amortization Expense
2020
$
1,031

2021
906

2022
890

2023
890

2024
890

Thereafter
4,155

Total amortization expense
$
8,762


At December 31, 2019, the amount of goodwill attributable to the Rent-A-Center Business and Preferred Lease segments was approximately $1.5 million and $68.7 million, respectively. At December 31, 2018, the amount of goodwill allocated to the Rent-A-Center Business and Preferred Lease segment was approximately $1.5 million and $55.3 million, respectively.
A summary of the changes in recorded goodwill follows:
 
Year Ended December 31,
 (In thousands)
2019
 
2018
Beginning goodwill balance
$
56,845

 
$
56,614

Additions from acquisitions
13,700

 
169

Post purchase price allocation adjustments
(328
)
 
62

Ending goodwill balance
$
70,217

 
$
56,845

Acquisitions
On August 13, 2019, we completed the acquisition of substantially all of the assets of C/C Financial Corp. dba Merchants Preferred ("Merchants Preferred"), a nationwide provider of virtual lease-to-own services. The aggregate purchase price was approximately $46.4 million, including net cash consideration of approximately $28.0 million, and 701,918 shares of our common stock valued at $27.31 per share, as of the date of closing, less working capital adjustments of approximately $0.9 million.
Assets acquired and liabilities assumed in connection with the acquisition have been recorded at their fair values. The following table provides the final estimated fair values of the identifiable assets acquired and liabilities assumed as of the acquisition date:
(in thousands)
August 13, 2019
Receivables
$
1,813

Prepaid expenses and other assets
154

Rental merchandise
17,904

Software
4,300

Right of use operating leases
404

Other intangible assets
8,900

Goodwill
13,403

Lease liabilities
(487
)
Net identifiable assets acquired
$
46,391


The fair value measurements were primarily based on significant unobservable inputs (level 3) developed using company-specific information. Certain fair value estimates were determined based on an independent valuation of the net assets acquired, including identifiable intangible assets, relating to dealer relationships, of $8.9 million, and software of $4.3 million. The fair value for dealer relationships and software were estimated using common industry valuation methods for similar asset types, based primarily on cost inputs and projected cash flows. The dealer relationships and software assets were both assigned remaining lives of 10 years.
In addition, we recorded goodwill of $13.4 million, which consists of the excess of the net purchase price over the fair value of the net assets acquired. The goodwill is not deductible for tax purposes.
A change in these valuations may also impact the income tax related accounts and goodwill. Merchants Preferred results of operations are reflected in our unaudited condensed consolidated statements of operations from the date of acquisition.
In connection with this acquisition, we recorded approximately $1.4 million in acquisition-related expenses during the twelve months ended December 31, 2019 including expenses related to legal, professional, and banking transaction fees. These costs were included in other (gains) and charges in our consolidated statement of operations.
The following table provides information concerning the other acquisitions, excluding Merchants Preferred, made during the years ended December 31, 2019, 2018 and 2017.
 
Year Ended December 31,
(Dollar amounts in thousands)
2019
 
2018
 
2017
Number of stores acquired remaining open

 
1

 

Number of stores acquired that were merged with existing stores
4

 
6

 
8

Number of transactions
4

 
7

 
4

Total purchase price
$
504

 
$
2,048

 
$
2,547

Amounts allocated to:
 
 
 
 
 
Goodwill
$
66

 
$
169

 
$
1,217

Customer relationships
85

 
289

 
550

Rental merchandise
353

 
1,590

 
780

 
Purchase prices are determined by evaluating the average monthly rental income of the acquired stores and applying a multiple to the total for lease-to-own store acquisitions. Operating results of the acquired stores and accounts have been included in the financial statements since their date of acquisition.
The weighted average amortization period was approximately 54 months for intangible assets added during the year ended December 31, 2019. Additions to goodwill due to acquisitions in 2019 were tax deductible.