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GOODWILL AND IDENTIFIABLE INTANGIBLE ASSETS
12 Months Ended
Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND IDENTIFIABLE INTANGIBLE ASSETS GOODWILL AND IDENTIFIABLE INTANGIBLE ASSETS:
GOODWILL - Goodwill represents future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. Goodwill is initially measured at cost, being the excess of the aggregate of the consideration paid or transferred over the fair value of identifiable net assets acquired. Goodwill is not amortized, but instead is subject to impairment testing on an annual basis, and between annual tests whenever events or changes in circumstances indicate that the fair value of a reporting unit may be below its carrying amount.

The Company performs its annual goodwill impairment test as of October 1 of each fiscal year beginning with a qualitative assessment at the reporting unit level. The reporting unit level is identified by assessing whether the components of our operating segments constitute businesses for which discrete financial information is available, whether segment management regularly reviews the operating results of those components and whether the economic and regulatory characteristics are similar. Factors utilized in the qualitative analysis performed on goodwill in our reporting units include, among other things,
macroeconomic conditions, industry and market considerations, cost factors, overall financial performance, company specific operating results and other relevant entity-specific events affecting individual reporting units.

If sufficient qualitative factors exist, potential goodwill impairment is evaluated quantitatively by comparing the fair value of a reporting unit to the book value, including goodwill. For each reporting unit, the Company estimates the fair value of a reporting unit using a discounted cash flow analysis (an income approach) and, for certain reporting units, management also considers other methods, which include a market multiples analysis, and performs a weighted combination of the income approach and the market approach. Determining the fair value of a reporting unit requires judgment and the use of significant estimates and assumptions. Such estimates and assumptions include, but are not limited to, forecasts of future operating results, discount and growth rates, capital expenditures, tax rates, projected terminal values and, in the cases where market multiples analysis is utilized, implied market multiples for a selected group of peer companies.

If the fair value exceeds book value, goodwill of the reporting unit is not considered impaired. If the book value exceeds fair value, an impairment charge is recognized for the excess up until the amount of goodwill allocated to the reporting unit. Changes in estimates or the application of alternative assumptions could produce significantly different results.

As a result of the COVID-19 pandemic and the resulting macroeconomic market conditions during 2020, the Company determined it necessary to perform a quantitative goodwill impairment analysis on the goodwill at the ETG reporting unit as of March 31, 2020 and again as of September 30, 2020. There were no impairments recorded as a result of these impairment tests. In 2021, there were no additional triggering events; as such, the Company performed its annual impairment test as of October 1, 2021.

In preparing the ETG goodwill impairment test, the fair value of the ETG reporting unit was calculated using a weighted combination of the income approach, which estimates fair value based on discounted cash flows, and the market approach, which estimates fair value based on market comparables within the utility and energy industries. Determining the fair value of the ETG reporting unit requires judgment and the use of significant estimates and assumptions as discussed above. Based on the analysis performed, the fair value of the ETG reporting unit closely approached, but exceeded, its carrying amount. Should economic conditions deteriorate in future periods or remain depressed for a prolonged period of time, estimates of future cash flows and market valuation assumptions may not be sufficient to support the carrying value, requiring impairment charges in the future.

The following table summarizes the changes in goodwill for the years ended December 31, 2021 and 2020, respectively (in thousands):
20212020
Beginning Balance, January 1 $706,960 $702,070 
Goodwill from EnerConnex Acquisition at Retail Services segment (see Note 20)— 4,890 
Ending Balance, December 31$706,960 $706,960 

As of December 31, 2021 and 2020, $700.2 million was included in the ETG Utility Operations segment and $6.8 million was included in the Retail Services segment.

In 2019, as a result of the agreement to sell MTF & ACB (see Note 1), the Company recorded a $3.6 million impairment charge on goodwill due to the purchase price being less than the total carrying value. This impairment charge was taken at the Renewables segment and recorded to Impairment Charges on the consolidated statements of income.

The Company concluded, based on the results of its at least annual goodwill impairment assessments performed for all reporting units during the years ended December 31, 2021, 2020 and 2019, that there were no additional goodwill impairments identified.

IDENTIFIABLE INTANGIBLE ASSETS - The primary identifiable intangible assets of the Company are customer relationships within the Retail Services segment, interconnection and power purchase agreements at Annadale (collectively "Annadale intangible assets"), and an AMA within the ETG Utility Operations segment. The Company determines the useful lives of identifiable intangible assets after considering the specific facts and circumstances related to each intangible asset. Considerations may include the contractual term of any agreement related to the asset, the historical performance of the asset, the Company's long-term strategy for using the asset, any laws or other local regulations which could impact the useful life of the asset, and other economic factors, including competition and specific market conditions. Intangible assets that are deemed to
have definite lives (finite-lived intangible assets) are amortized, primarily on a straight-line basis, over their useful lives, generally ranging from 2 to 20 years.

The fair value of intangible assets is determined based on quoted market prices in active markets, if available. If quoted market prices are not available, the fair value of intangible assets is determined based upon the present values of expected future cash flows using discount rates and other assumptions believed to be consistent with those used by principal market participants, or upon estimated replacement cost, if expected future cash flows from the intangible asset are not determinable.

No impairment charges were taken on identifiable intangible assets in 2021 and 2020. In 2019, as a result of the agreement to sell MTF & ACB (see Note 1), the Company recorded a $4.8 million impairment charge on identifiable intangible assets due to the purchase price being less than the total carrying value. This impairment charge was taken at the Renewables segment and recorded to Impairment Charges on the consolidated statements of income.

SJI's identifiable intangible assets were as follows (in thousands):
As of December 31, 2021
Gross CostAccumulated AmortizationIdentifiable Intangible Assets, Net
Identifiable intangible assets subject to amortization:
     Customer Relationships$8,881 $(863)$8,018 
     AMA (See Note 1)19,200 (17,920)1,280 
     Annadale Intangible Assets4,220 (280)$3,940 
     Other807 (2)805 
Total$33,108 $(19,065)$14,043 
As of December 31, 2020
Gross CostAccumulated AmortizationIdentifiable Intangible Assets, Net
Identifiable intangible assets subject to amortization:
     Customer Relationships$6,900 $(338)$6,562 
     AMA (See Note 1)19,200 (12,800)6,400 
     Annadale Intangible Assets4,318 (22)4,296 
Total$30,418 $(13,160)$17,258 

The net identifiable intangible asset balances shown in the table above are included in Other Noncurrent Assets on the consolidated balance sheets as of December 31, 2021 and 2020, respectively.

Total SJI amortization expense related to identifiable intangible assets was $5.9 million, $5.4 million, and $6.1 million for the years ended December 31, 2021, 2020, and 2019, respectively.

As of December 31, 2021, SJI's estimated amortization expense related to identifiable intangible assets for each of the five succeeding fiscal years is as follows (in thousands):
Year ended December 31, SJI
2022$2,176 
2023$896 
2024$896 
2025$896 
2026$896 

The decreases in estimated amortization expense in the table above are due to the AMA ceasing in March 2022 (see Note 1).