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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

Changes in the carrying amount of goodwill were as follows:

 

(dollar amounts in thousands)

 

Mobile Modular

 

 

Adler Tanks (Discontinued)

 

 

Total

 

Balance at December 31, 2021

 

$

106,491

 

 

$

25,902

 

 

$

132,393

 

Changes to Design Space purchase accounting

 

 

(88

)

 

 

 

 

 

(88

)

Balance at December 31, 2022

 

 

106,403

 

 

 

25,902

 

 

 

132,305

 

Goodwill acquired through business combination

 

 

218,951

 

 

 

 

 

 

218,951

 

Changes to Vesta Modular purchase accounting

 

 

(1,583

)

 

 

 

 

 

(1,583

)

Derecognition of goodwill divested

 

 

 

 

 

(25,902

)

 

 

(25,902

)

Balance at September 30, 2023

 

$

323,771

 

 

$

 

 

$

323,771

 

 

 

 

 

 

 

 

 

 

 

 

Intangible assets consist of the following:

 

(dollar amounts in thousands)

 

Estimated
useful life
in years

 

Average remaining life in years

 

Cost

 

Accumulated amortization

 

Net book value

September 30, 2023

 

 

 

 

 

 

 

 

 

 

Customer relationships

 

8 to 11

 

8.0

 

$73,217

 

$(14,765)

 

$58,452

Non-compete agreements

 

5

 

4.0

 

10,556

 

(2,613)

 

7,943

Trade name

 

0.75 to 8

 

5.0

 

2,000

 

(1,086)

 

914

   Total amortizing

 

 

 

 

 

85,773

 

(18,464)

 

67,309

Trade name - non-amortizing

 

Indefinite

 

 

 

171

 

 

171

   Total

 

 

 

 

 

$85,944

 

$(18,464)

 

$67,480

 

 

 

 

 

 

 

 

 

 

 

December 31, 2022

 

 

 

 

 

 

 

 

 

 

Customer relationships

 

8 to 11

 

6.3

 

$50,284

 

$(18,098)

 

$32,186

Non-compete agreements

 

5

 

3.2

 

3,296

 

(1,159)

 

2,137

Customer backlog

 

 

 

1,900

 

(1,900)

 

Trade name

 

8

 

6.3

 

1,200

 

(263)

 

937

   Total amortizing

 

 

 

 

 

56,680

 

(21,420)

 

35,260

Trade name - non-amortizing

 

Indefinite

 

 

 

5,871

 

 

5,871

   Total

 

 

 

 

 

$62,551

 

$(21,420)

 

$41,131

 

 

 

 

 

 

 

 

 

 

 

The Company assesses potential impairment of its goodwill and intangible assets when there is evidence that events or circumstances have occurred that would indicate the recovery of an asset’s carrying value is unlikely. The Company also assesses potential impairment of its goodwill and intangible assets with indefinite lives on an annual basis regardless of whether there is evidence of impairment. If indicators of impairment were to be present in intangible assets used in operations and future discounted cash flows were not expected to be sufficient to recover the asset’s carrying amount, an impairment loss would be charged to expense in the period identified. The amount of an impairment loss that would be recognized is the excess of the asset’s carrying value over its fair value. Factors the Company considers important, which may cause impairment include, among others, significant changes in the manner of use of the acquired asset, negative industry or economic trends, and significant underperformance relative to historical or projected operating results. The Company last conducted a qualitative analysis of its goodwill and intangible assets in the fourth quarter 2022, with no indicators of impairment. In addition, no impairment triggering events occurred during the nine months ended September 30, 2023. Determining fair value of a reporting unit is judgmental and involves the use of significant estimates and assumptions. The Company bases its fair value estimates on assumptions that it believes are reasonable but are uncertain and subject to changes in market conditions.

Intangible assets with finite useful lives are amortized over their respective useful lives. Amortization expense in the nine months ended September 30, 2023 and 2022, was $7.8 million and $4.4 million, respectively. Based on the carrying values at September 30, 2023 and assuming no subsequent impairment of the underlying assets, the amortization expense is expected to be $2.9 million for the remainder of fiscal year 2023, $10.3 million in 2024, $10.2 million in 2025, $9.8 million in 2026, $9.6 million in 2027 and $8.2 million in 2028.