GOODWILL AND INTANGIBLE ASSETS

12 Months Ended

Sep. 30, 2022

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS

6.GOODWILL AND INTANGIBLE ASSETS

Goodwill

The following table provides a rollforward of the Company’s goodwill for fiscal years ended September 30, 2022 and 2021:

Balance as of October 1, 2020	$	4,368
Acquisition of HistoTox Labs		9,129
Acquisition of Bolder BioPATH		36,223
Acquisition of Gateway Laboratories		2,207
Balance as of September 30, 2021	$	51,927
Acquisitions - DSA1		39,531
Acquisitions - RMS2		302,346
Impairment - RMS3		(236,005)
Foreign exchange impact - RMS		26
Balance as of September 30, 2022	$	157,825
1 Goodwill for DSA acquisitions relates to the 2022 acquisitions and immaterial measurement period adjustments for 2021 acquisitions, as disclosed in Note 3 - Business Combinations
2 Goodwill for RMS acquisitions relates to the 2022 acquisitions, as disclosed in Note 3 - Business Combinations
3 Accumulated impairment loss for RMS is $(235,853), including $(236,005) for the goodwill impairment charge offset by $152 of foreign exchange impact

The increase in goodwill during fiscal year 2022 related primarily to the acquisitions of Plato, ILS, Histion and Protypia in the DSA reporting unit and Envigo, RSI and OBRC in the RMS reporting unit, offset by goodwill impairment related to the RMS reporting unit. The RMS reporting unit is reported within the RMS operating segment. The increase in goodwill during fiscal year 2021 related to the acquisitions of Bolder, HistoTox and Gateway. The goodwill at September 30, 2021 is included in the DSA segment as of September 30, 2022. See Note 3 for further discussion of Business Combinations.

As a part of the annual goodwill assessment, the Company first assessed qualitative factors to determine whether it was necessary to perform the quantitative impairment test. As a result of the qualitative analysis, the Company determined that as a result of the sustained reduction in our stock price during the fiscal year ended September 30, 2022, the carrying value of our goodwill as of fiscal year end must be quantitatively evaluated.  The carrying value of the Company’s goodwill by reporting unit was determined utilizing the income approach. Based on the Company’s quantitative goodwill impairment test, which was performed in the fourth quarter of fiscal year 2022, the fair value of the DSA reporting unit exceeded the reporting unit’s carrying value and, therefore, goodwill was not impaired. However, the fair value of the RMS reporting unit was less than the RMS reporting unit’s carrying value. As a result, goodwill impairment losses of $236,005 were recorded.

Intangible Assets

The following table displays intangible assets, net by major class:

	September 30, 2022
	Carrying		Accumulated		Carrying
	Amount, Gross		Amortization		Amount, Net
Customer relationships	$	318,896	$	(26,990)	$	291,906
Intellectual property		56,997		(5,767)		51,230
Non-compete agreements		2,410		(872)		1,538
Other		2,396		(1,184)		1,212
	$	380,699	$	(34,813)	$	345,886
	September 30, 2021
	Carrying		Accumulated		Carrying
	Amount, Gross		Amortization		Amount, Net
Customer relationships	$	23,659	$	(2,462)	$	21,197
Intellectual property		315		(312)		3
Non-compete agreements		2,100		(397)		1,703
Other		2,206		(876)		1,330
	$	28,280	$	(4,047)	$	24,233

The increase in intangible assets, net during fiscal year 2022 related primarily to the acquisitions of Envigo, ILS and OBRC.

Amortization expense of definite-lived intangible assets for fiscal years ended 2022 and 2021 was $30,888, and $1,768, respectively. As of September 30, 2022, estimated amortization of intangible assets for each of the next five fiscal years is expected to be as follows:

	RUL1 (in years)	2023		2024		2025		2026		2027		Thereafter		Totals
Customer relationships	9.1	$	28,039	$	28,039	$	28,039	$	27,977	$	27,792	$	152,021	$	291,906
Intellectual property	1.2		6,518		6,517		6,517		6,517		6,517		18,643		51,230
Non-compete agreements	0.0		455		409		400		258		15		—		1,538
Other	0.0		109		109		109		109		109		668		1,212
Total	10.3	$	35,121	$	35,074	$	35,065	$	34,861	$	34,433	$	171,332	$	345,886
1RUL (in years) represents the weighted average remaining useful life