º¬Ð߲ݴ«Ã½

Annual report pursuant to Section 13 and 15(d)

Goodwill and Other Intangible Assets

v3.19.3.a.u2
Goodwill and Other Intangible Assets
12 Months Ended
Dec. 31, 2019
Goodwill and Other Intangible Assets Ìý
Goodwill and Other Intangible Assets

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(7) Goodwill and Other Intangible Assets

Goodwill

Changes in the carrying amount of goodwill are as follows:

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ÌýÌýÌýÌý

QxH

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QVC International

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Zulily

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Corporate and Other

ÌýÌýÌýÌý

Total

Ìý

​

​

amountsÌýinÌýmillions

Ìý

Balance at January 1, 2018

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$

5,238

​

885

​

917

​

42

​

7,082

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Foreign currency translation adjustments

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​

—

​

(25)

​

—

​

—

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(25)

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Disposition (1)

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​

—

​

—

​

—

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(26)

​

(26)

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Other (2)

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​

(10)

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—

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—

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(4)

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(14)

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Balance at December 31, 2018

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​

5,228

​

860

​

917

​

12

​

7,017

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Foreign currency translation adjustments

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​

—

​

(1)

​

—

​

—

​

(1)

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Impairment (3)

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​

—

​

—

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(440)

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—

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(440)

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Balance at December 31, 2019

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$

5,228

​

859

​

477

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12

​

6,576

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(1) As a result of the GCI Liberty Split-Off on March 9, 2018, the Company disposed of its wholly-owned subsidiary Evite, resulting in a $26 million decrease to goodwill.
(2) As discussed in note 4, the preliminary purchase price allocation for the HSN acquisition was adjusted, resulting in a decrease to goodwill.
(3) See discussion of the 2019 impairment below.

Goodwill recognized from acquisitions primarily relates to assembled workforces, website community and other intangible assets that do not qualify for separate recognition.

As presented in the accompanying consolidated balance sheets, tradenames is the other significant indefinite lived intangible asset.

Intangible Assets Subject to Amortization

Intangible assets subject to amortization are comprised of the following:

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DecemberÌý31,Ìý2019

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DecemberÌý31,Ìý2018

Ìý

​

ÌýÌýÌýÌý

Gross

ÌýÌýÌýÌý

ÌýÌýÌýÌý

ÌýÌýÌýÌý

Net

ÌýÌýÌýÌý

Gross

ÌýÌýÌýÌý

ÌýÌýÌýÌý

ÌýÌýÌýÌý

Net

Ìý

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​

carrying

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Accumulated

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carrying

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carrying

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Accumulated

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carrying

Ìý

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​

amount

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amortization

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amount

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amount

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amortization

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amount

Ìý

​

​

amountsÌýinÌýmillions

Ìý

Television distribution rights

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$

764

Ìý

(624)

Ìý

140

Ìý

723

Ìý

(583)

Ìý

140

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Customer relationships

​

Ìý

3,319

Ìý

(2,891)

Ìý

428

Ìý

3,320

Ìý

(2,768)

Ìý

552

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Other

​

Ìý

1,343

Ìý

(956)

Ìý

387

Ìý

1,329

Ìý

(963)

Ìý

366

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Total

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$

5,426

Ìý

(4,471)

Ìý

955

Ìý

5,372

Ìý

(4,314)

Ìý

1,058

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The weighted average life of these amortizable intangible assets was approximately 9 years at the time of acquisition. ÌýHowever, amortization is expected to match the usage of the related asset and will be on an accelerated basis as demonstrated in table below.

Amortization expense for intangible assets with finite useful lives was $386 million, $426 million and $549 million for the years ended December 31, 2019, 2018 and 2017, respectively. Based on its amortizable intangible assets as of DecemberÌý31, 2019, º¬Ð߲ݴ«Ã½ expects that amortization expense will be as follows for the next five years (amounts in millions):

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2020

ÌýÌýÌýÌý

$

319

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2021

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$

230

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2022

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$

143

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2023

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$

87

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2024

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$

74

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Impairments

As a result of Zulily’s deteriorating financial performance, Zulily initiated a process to evaluate its current business model and long-term business strategy in light of the challenging retail environment. ÌýUpon completing the evaluation of Zulily’s model and long-term strategy, it was determined during the third quarter of 2019 that an indication of impairment existed for the Zulily reporting unit related to its tradename and goodwill. ÌýWith the assistance of a third party specialist, the fair value of the tradename was determined using the relief from royalty method (Level 3), and an impairment in the amount of $580Ìýmillion was recorded during the third quarter of 2019, in the impairment of intangible assets line item in the consolidated statements of operations. With the assistance of a third party specialist, the fair value of the Zulily reporting unit was determined using a discounted cash flow method (Level 3), and a goodwill impairment in the amount of $440Ìýmillion was recorded during the third quarter of 2019, in the Impairment of intangible assets line item in the consolidated statements of operations. ÌýAs of December 31, 2019, the Zulily reporting unit has accumulated goodwill impairment losses of $440Ìýmillion. Based on the quantitative assessment performed during the third quarter of 2019 and the resulting impairment losses recorded, the estimated fair values of the tradename and the Zulily reporting unit do not significantly exceed their carrying values as of December 31, 2019.

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The Company performed a qualitative goodwill impairment analysis during the fourth quarter of 2019 and 2018 and determined that triggering events existed at the HSN reporting unit in both periods due to a variety of factors, primarily HSN’s inability to meet its 2019 and 2018 revenue projections. With the assistance of an external valuation expert, the Company determined the estimated business enterprise value of HSN, including its intangible assets and goodwill as of December 31, 2018, and the estimated value of its tradename intangible asset as of December 31, 2019 and December 31, 2018. In 2018 the business enterprise valuation was performed using a combination of a discounted cash flow model using HSN’s projections of future operating performance (income approach) and market multiples (market approach) (Level 3). In both periods the tradename valuation was performed using a relief from royalties method, primarily using a discounted cash flow model using HSN’s projections of future operating performance (income approach) and applying a royalty rate (market approach) (Level 3). As a result of the analysis, HSN recorded a $147 million and a $30 million impairment to its tradename intangible asset as of December 31, 2019 and December 31, 2018, respectively. No impairment of HSN’s goodwill was necessary in 2018.

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As of December 31, 2019 the Company had accumulated goodwill impairment losses of $440 million.