Annual report pursuant to Section 13 and 15(d)

Goodwill and Intangible Assets

v3.22.1
Goodwill and Intangible Assets
12 Months Ended
Jan. 29, 2022
Goodwill and Intangible Assets  
Goodwill and Intangible Assets

(5)  Goodwill and Intangible Assets

Goodwill

The following table presents the changes in goodwill during the year ended January 29, 2022:

Balance, January 30, 2021

$

Goodwill acquired

 

101,852

Foreign currency translation adjustment

 

(2,802)

Balance, January 29, 2022

$

99,050

Finite-lived Intangible Assets

Finite-lived intangible assets in the accompanying consolidated balance sheets consisted of the following:

January 29, 2022

January 30, 2021

Estimated 

Gross 

Gross 

Useful Life 

Carrying 

Accumulated 

Carrying 

Accumulated 

    

(In Years)

    

Amount

    

Amortization

Net Amount

    

Amount

Amortization

    

Net Amount

Trademarks and Trade Names

 

15

 

$

14,462

 

$

(451)

$

14,011

 

$

1,568

$

(124)

 

$

1,444

Technology

 

4-9

 

6,524

 

(752)

5,772

 

772

(228)

 

544

Customer Lists and Relationships

 

3-14

 

8,689

 

(619)

8,070

 

339

(93)

 

246

Vendor Exclusivity

 

5

 

193

 

(106)

87

 

192

(67)

 

125

Total finite-lived intangible assets

 

$

29,868

 

$

(1,928)

$

27,940

 

$

2,871

$

(512)

 

$

2,359

Intangible Assets, net in the accompanying balance sheets consist of the trade names, technology, customer lists and a vendor exclusivity agreement, as discussed in the following paragraphs. Amortization expense related to the finite-lived intangible assets was $1,416, $415 and $1,353 for 2021, 2020 and 2019, respectively.

The table below presents the estimated future amortization expense of finite-lived intangible assets as of January 29, 2022, by fiscal year:

2022

$

3,223

2023

 

3,165

2024

2,968

2025

2,707

2026

 

2,002

Thereafter

13,875

Total

$

27,940

In November 2021, the Company completed the acquisition of all the used and outstanding equity interests of 1-2-3.tv Invest GmbH and 1-2-3.tv Holding GmbH (“1-2-3.tv”). The intangible assets acquired through the acquisition include the 1-2-3.tv trademark, developed technology, customer relationships and goodwill valued at $13,172, $3,813, $3,466, and $72,555, respectively. The trade name, developed technology and customer relationships will be amortized over their estimated useful lives of fifteen, nine and four years, respectively.

In July 2021, the Company completed the acquisition of Synacor’s Portal and Advertising business segment. The intangible assets acquired through the acquisition include the Synacor developed technology, the Synacor customer

relationships and goodwill at a value of $1,050, $4,600 and $24,250, respectively. The developed technology and customer relationships will be amortized over their estimated useful lives of seven and fourteen years, respectively.

In March 2021, the Company acquired all of the assets of Christopher & Banks, LLC (“C&B”). The intangible assets acquired through the business combination include the C&B developed technology, customer relationships and goodwill valued at $890, $400 and $3,307, respectively. The developed technology and customer relationships will be amortized over their estimated useful lives of seven and five years, respectively.

In February 2021, the Company became a controlling member under a limited liability company agreement for TCO, LLC, a Delaware LLC newly created to operate a joint venture between the Company and LAKR Ecomm Group LLC (“LAKR”). The joint venture will operate TheCloseout.com. The intangible assets acquired through the business combination include the TCO developed technology, trade name and goodwill valued at $110, $180 and $1,740, respectively. The developed technology and trade name will be amortized over their estimated useful lives of seven and fifteen years, respectively

In November 2019, the Company completed the acquisition of Float Left Interactive, Inc. (“Float Left”). The intangible assets acquired through the business combination include the Float Left developed technology, the Float Left customer relationships and the Float Left trade name valued at $772, $253 and $88, respectively, and are being amortized over their estimated useful lives of four, five and fifteen years, respectively.

In November 2019, the Company completed the acquisition of J.W. Hulme Company (“J.W. Hulme”). The intangible assets acquired through the business combination include the J.W. Hulme trade name and J.W. Hulme customer list valued at $1,480 and $86 and are being amortized over their estimated useful lives of fifteen and three years. See Note 13 – “Business Acquisitions” for additional information.

In May 2019, the Company entered into a five-year vendor exclusivity agreement with Sterling Time, LLC (“Sterling Time”) and Invicta Watch Company of America, Inc. (“IWCA”) in connection with the closing under the private placement securities purchase agreement described in Note 10 below. The vendor exclusivity agreement grants the Company the exclusive right in television shopping to market, promote and sell the products from IWCA. The Company issued five-year warrants to purchase 350,000 shares of our common stock in connection with and as consideration for primarily entering into a vendor exclusivity agreement with the Company, which represented an aggregate value of $193. The vendor exclusivity agreement is being amortized as cost of sales over the five-year agreement term. See Note 10 – “Shareholders’ Equity” for additional information.

In May 2019, the Company announced the decision to change the name of the Evine network back to ShopHQ, which was the name of the network in 2014. The remaining carrying amount of the Evine trademark was amortized prospectively over the revised remaining useful life through August 21, 2019, the date of the network name change.