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Goodwill and Intangible Assets
9 Months Ended
Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets

NOTE 8 – Goodwill and Intangible Assets

The carrying amount of goodwill and intangible assets attributable to each of our reporting segments is presented in the following table (in thousands):

 

 

December 31, 2022

 

 

Adjustments

 

 

Write-off

 

 

September 30, 2023

 

Goodwill

 

 

 

 

 

 

 

 

 

 

 

 

Global Wealth Management

 

$

335,009

 

 

$

 

 

$

 

 

$

335,009

 

Institutional Group

 

 

991,539

 

 

 

72,581

 

 

 

 

 

 

1,064,120

 

 

 

$

1,326,548

 

 

$

72,581

 

 

$

 

 

$

1,399,129

 

 

 

December 31, 2022

 

 

Adjustments

 

 

Amortization

 

 

September 30, 2023

 

Intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

Global Wealth Management

 

$

33,499

 

 

$

 

 

$

(3,652

)

 

$

29,847

 

Institutional Group

 

 

97,090

 

 

 

10,726

 

 

 

(10,220

)

 

 

97,596

 

 

 

$

130,589

 

 

$

10,726

 

 

$

(13,872

)

 

$

127,443

 

The adjustments to goodwill and intangible assets during the nine months ended September 30, 2023 are primarily attributable to the acquisitions of Torreya Partners, LLC (“Torreya”) and Sierra Pacific Securities, LLC (“Sierra Pacific”).

On March 1, 2023, the Company acquired Torreya, an independent M&A and private capital advisory firm that serves the global life sciences industry. Consideration for this acquisition consisted of cash from operations. The acquisition was accounted for under the acquisition method of accounting in accordance with ASC 805, “Business Combinations.” Accordingly, goodwill was measured as the excess of the acquisition-date fair value of the consideration transferred over the amount of acquisition-date identifiable assets acquired net of assumed liabilities. We recorded $61.9 million of goodwill and intangible assets in the consolidated statement of financial condition, which has been allocated to our company’s Institutional Group segment.

The goodwill represents the value expected from the synergies created through the operational enhancement benefits that will result from the integration of Torreya’s business, its employees, and customer base. A significant amount of the goodwill is expected to be deductible for federal income tax purposes.

On August 1, 2023, the Company acquired Sierra Pacific, an algorithmic trading-focused, fixed income market-making firm. Consideration for this acquisition consisted of cash from operations. The acquisition was accounted for under the acquisition method of accounting in accordance with ASC 805, “Business Combinations.” Accordingly, goodwill was measured as the excess of the acquisition-date fair value of the consideration transferred over the amount of acquisition-date identifiable assets acquired net of assumed liabilities. We recorded $21.4 million of goodwill and intangible assets in the consolidated statement of financial condition, which has been allocated to our company’s Institutional Group segment. The allocation of the purchase price of Sierra Pacific is preliminary and will be finalized upon completion of the analysis of the fair values of the net assets of Sierra Pacific as of the acquisition date and the identified intangible assets. The final goodwill recorded on the consolidated statement of financial condition may differ from that reflected herein as a result of future measurement period adjustments and the recording of identified intangible assets.

The goodwill represents the value expected from the synergies created through the operational enhancement benefits that will result from the integration of Sierra Pacific’s business, its employees, and customer base.

 

Intangible assets consist of acquired customer relationships, trade names, non-compete agreements, core deposits, and investment banking backlog that are amortized over their contractual or determined useful lives. Intangible assets as of September 30, 2023 and December 31, 2022 were as follows (in thousands):

 

 

September 30, 2023

 

 

December 31, 2022

 

 

 

Gross
Carrying
Value

 

 

Accumulated Amortization

 

 

Gross
Carrying
Value

 

 

Accumulated Amortization

 

Customer relationships

 

$

226,984

 

 

$

119,306

 

 

$

225,631

 

 

$

109,216

 

Trade names

 

 

30,359

 

 

 

21,995

 

 

 

30,359

 

 

 

20,861

 

Non-compete agreements

 

 

10,071

 

 

 

8,060

 

 

 

9,440

 

 

 

7,158

 

Core deposits

 

 

8,615

 

 

 

7,990

 

 

 

8,615

 

 

 

7,389

 

Investment banking backlog

 

 

8,913

 

 

 

5,368

 

 

 

5,545

 

 

 

4,377

 

Estimated Sierra Pacific intangibles (1)

 

 

5,400

 

 

 

180

 

 

 

 

 

 

 

 

 

$

290,342

 

 

$

162,899

 

 

$

279,590

 

 

$

149,001

 

(1) See discussion regarding the allocation of the estimated goodwill and intangibles recorded for the Sierra Pacific acquisition.

Amortization expense related to intangible assets was $4.8 million and $4.4 million for the three months ended September 30, 2023 and 2022, respectively. Amortization expense related to intangible assets was $13.9 million and $15.0 million for the nine months ended September 30, 2023 and 2022, respectively. Amortization expense is included in other operating expenses in the consolidated statements of operations.

The weighted-average remaining lives of the following intangible assets at September 30, 2023, are: customer relationships, 9.8 years; trade names, 7.3 years; non-compete agreements, 4.5 years; core deposits, 1.4 years; investment banking backlog, 4.9 years; and Sierra Pacific intangibles, 4.8 years. We have an intangible asset that is not subject to amortization and is, therefore, not included in the table below. As of September 30, 2023, we expect amortization expense in future periods to be as follows (in thousands):

Fiscal year

 

 

 

Remainder of 2023

 

$

4,732

 

2024

 

 

18,243

 

2025

 

 

16,032

 

2026

 

 

14,442

 

2027

 

 

14,142

 

Thereafter

 

 

57,734

 

 

 

$

125,325