[?] Subscribe To This Site

Goodwill Accounting and Goodwill Impairment Illustrated

Goodwill accounting is required when a company pays a premium over the book value of another company. The purchasing company then records goodwill as an intangible asset on the balance sheet at its historical cost.

For example, on November 14, 2007 when Luxottica Group finalized the purchase of Oakley Sunglasses, the total price paid was approximately $2.1 billion. Luxottica acquired approximately $1.5 billion in assets and assumed $729 million in liabilities for a difference of $784 million.

If Luxottica paid $2.1 billion for $784 million in net assets (total assets - total liabilities), what accounts for the difference? The premium Luxottica paid for Oakley in excess of the appraised value of its net assets, or book value, is called goodwill.

Goodwill Accounting Illustrated

Transaction:	Amount Paid in Acquisition in thousands:
Assets Acquired	$1,512,727
Liabilities Assumed	$728,718
Fair Value of Net Assets	$784,009
Total Purchase Price	$2,110,211
Goodwill	$1,326,202

Or, following the accounting equation,

Assets = Liabilities + Owner's Equity

Assets - Liabilities = Owner's Equity

Net Assets

Assets Acquired	- Liabilities Assumed	= Net Assets
$1,512,727	- $728,718	= $784,009

Purchase Price - Net Assets = Goodwill

Total Purchase	- Net Assets	= Goodwill
$2,110,211	- $784,009	= $1,326,202

In this example, because the total purchase price was $2,110,211, and net assets totaled $784,009, the difference between the purchase price and net assets is applied to goodwill in the amount of $1,326,202.

Goodwill Accounting Attempts to Capture the Intangible Benefits of the Company Acquired

This raises the question: why would a company pay more than the appraised value of a company's total net assets? Goodwill represents favorable characteristics of a company that are intangible and not easily measured by a mere listing of its assets. Rather, there is a greater aspect of the business that is represented in, for example, its reputation, a superior product, customer loyalty, superior management, or other favorable characteristics that go beyond the collection of assets listed on the balance sheet.

The Oakley name represents a superior brand and technological innovation in sports sunglasses. Luxottica not only purchased Oakley's net assets, but it purchased its brand name and superior reputation and technology for which it paid a premium of $1.3 billion. Goodwill accounting attempts to capture this benefit as an intangible asset on the balance sheet.

Goodwill Impairment

Similar to land, goodwill remains on the balance sheet at its historical cost for years, and is not depreciated or amortized, but subject to an annual goodwill impairment test.

Goodwill is impaired if the carrying value on the balance sheet is greater than its implied value. Examples of goodwill impairment are loss of key personnel, significant adverse changes in the business climate, and unanticipated competition.

Goodwill accounting requires a test for goodwill impairment annually

Goodwill is an intangible asset recorded at historical cost on the balance sheet at the time of acquisition.

Similar to land, it is not depreciated or amortized, but tested for goodwill impairment annually.

Since the amount of goodwill depends on the total purchase price of a company in comparison to the appraised value of its listed assets, it is subject to judgment and opinion of a company's total worth at the time of purchase. A significant share recorded may simply mean a company paid too much for the acquisition. This can occur during "merger manias" and bubbles, when for example dot coms paid a premium for other companies when stocks were overvalued, and during the most recent banking crisis when banks aggressively acquired other companies, most notably mortgage companies, for faster growth before the housing bust and the writing down of bad assets.

Recent Examples of Goodwill Impairment:

Shortly after AOL acquired Time Warner and categorized a significant amount to goodwill, AOL wrote off $54 billion due to its impairment and lost value.

In 2008, goodwill accounting charges picked up as the economy deteriorated from the housing crisis:

Macy's took a goodwill charge of $5.4 billion.

Sprint Nextel wrote down $30 billion from Sprint's purchase of Nextel.

As the housing market collapsed, Wachovia reduced goodwill by $18.7 billion mostly from its purchase of Golden West Financial and other acquisitions that were exposed to bad mortgages. Wells Fargo later acquired Wachovia in the aftermath of the losses.

Goodwill is often misunderstood, difficult to define due to its abstract nature, and often considered a paper entry or accounting filler to account for the difference between the purchase price and the company's net assets. Nonetheless, goodwill does represent real resources utilized during an acquisition, and thus goodwill impairments represent real costs to a company that may have misused resources at the time of acquisition.

Other acquisitions may represent a premium paid for superior products or other competitive advantages not easily measured or defined from a listing of its assets, but rewarded with future growth and earnings.

Back from Goodwill Accounting to the Accounting Terms Main Page

Back to the Basic Accounting Principles for Small Business Accounting Home Page