Assets Held for Sale and Divested Operations

9 Months Ended

Sep. 30, 2023

Discontinued Operations and Disposal Groups [Abstract]

Assets Held for Sale and Divested Operations

Assets Held for Sale and Divested Operations

During the second quarter 2023, the Company entered into a commercial agreement to sell a small product group within its IP segment for approximately $34 payable over ten years. The divestiture enables improved focus on our core IP business assets and empowers product development and innovation teams to build upon our market-leading IP intelligence, IP lifecycle management and IP services solutions. The transaction, which is expected to close during the fourth quarter of 2023, does not represent a strategic shift, nor is it expected to have a material impact on the Company’s operations or financial results. Accordingly, the divestiture met the held-for-sale criteria but did not qualify as a discontinued operation as of September 30, 2023 and June 30, 2023.

As of June 30, 2023, prior to the held-for-sale determination and accompanying impairment testing, the carrying amount of the expected assets to be disposed of consisted almost entirely of purchase-related identifiable customer relationship intangible assets of approximately $158. These intangible assets were reduced to estimated fair value of $26.1 based on the estimated present value of the consideration to be paid over ten years. The related impairment charge of $132.2 is included in Goodwill and intangible asset impairments in the Condensed Consolidated Statement of Operations for the nine months ended September 30, 2023. As of September 30, 2023, the carrying amount of the intangible assets and the remaining deferred tax liabilities associated with those intangibles included in the disposal group were $25.5 and $6.4, respectively, and were reclassified to Assets held-for-sale and Liabilities held-for-sale on the Condensed Consolidated Balance Sheet.

On October 31, 2022, the Company completed the sale of the MarkMonitor Domain Management business (IP segment) to Newfold Digital, a leading web presence solutions provider. During the second quarter 2023, the Company received the $10.5 of deferred closing consideration included in the aggregate sale price.