Annual report pursuant to Section 13 and 15(d)

Goodwill and Other Intangible Assets, Net

v3.19.3.a.u2
Goodwill and Other Intangible Assets, Net
12 Months Ended
Dec. 31, 2019
Other Intangible Assets [Abstract]  
Goodwill and Intangible Assets Disclosure [Text Block]
(6) Goodwill and Other Intangible Assets, Net
The changes in the carrying amount of goodwill for the years ended December 31, 2019 and 2018 were as follows:
(in millions)
QxH

QVC-International

Total

Balance as of December 31, 2017
$
5,094

885

5,979

Purchase accounting adjustments (1)
18


18

Exchange rate fluctuations

(25
)
(25
)
Balance as of December 31, 2018
5,112

860

5,972

Exchange rate fluctuations

(1
)
(1
)
Balance as of December 31, 2019
$
5,112

859

5,971


(1) Adjustment to QxH goodwill is due to an increase in in the preliminary purchase price allocation of HSN by Qurate Retail during the year ended December 31, 2018.
QVC utilizes a qualitative assessment for determining whether step one of the goodwill impairment analysis is necessary. If a step one test is considered necessary based on the qualitative factors, the Company compares the estimated fair value of a reporting unit to its carrying value. Any excess of the carrying value of the reporting unit over the fair value is recorded as an impairment charge. The Company considers QVC's reporting units to align with its operating segments. Refer to Note 16 for additional information. For the year ended December 31, 2019, QVC performed a qualitative assessment for its QxH and QVC-International reporting units as it was more likely than not that the fair values exceeded the carrying values for each of the reporting units. There was no goodwill impairment recorded during the years ended December 31, 2019, 2018 or 2017.
Other intangible assets consisted of the following:
December 31,
 
 
 
2019
 
2018
 
Weighted average remaining life (years)
(in millions)
Gross
cost

Accumulated
amortization

Other intangible assets, net

Gross
cost

Accumulated
amortization

Other intangible assets, net

Purchased and internally developed software
$
885

(603
)
282

890

(640
)
250

3
Affiliate and customer relationships
2,829

(2,499
)
330

2,831

(2,450
)
381

7
Debt origination fees
10

(2
)
8

10


10

4
Tradenames (indefinite life)
2,878


2,878

3,025


3,025

N/A
 
$
6,602

(3,104
)
3,498

6,756

(3,090
)
3,666



N/A - Not applicable.
Disposal of assets reduced gross other intangible assets by $130 million and $11 million for the years ended December 31, 2019 and 2018, respectively.
Amortization expense for other intangible assets was $149 million, $160 million and $207 million for the years ended December 31, 2019, 2018 and 2017, respectively.
QVC utilizes a qualitative assessment to evaluate the risk of impairment of indefinite-lived intangible assets. If deemed necessary based on qualitative factors, a quantitative test is used to determine if the carrying value of an indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess in accordance with ASC 350-30-35. For 2019 and 2018, the company utilized a qualitative impairment assessment for the QVC tradename and a quantitative assessment for the HSN tradename. The company utilizes a relief from royalty method to determine the fair value. As of December 31, 2019, the HSN tradename within the QxH segment, with a carrying amount of $597 million, was written down to its fair value of $450 million resulting in an impairment charge of $147 million, which is reflected in impairment loss in the consolidated statement of operations. As of December 31, 2018, the HSN indefinite-lived tradename with a carrying amount of $627 million was written down to its fair value of $597 million resulting in an impairment charge of $30 million, which is reflected in impairment loss in the consolidated statement of operations. These fair value measurements are Level 3 fair value measurements based on unobservable inputs. There were no impairment losses recorded during the year ended December 31, 2017. Accumulated impairment loss as of December 31, 2019 is $177 million.
As of December 31, 2019, the related amortization and interest expense for each of the next five years ending December 31 was as follows (in millions):
2020
$
123

2021
142

2022
124

2023
75

2024
62

Goodwill Disclosure [Text Block]
(h) Goodwill and Intangible Assets
Intangible assets with estimable useful lives are amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment upon certain triggering events. Goodwill and other intangible assets with indefinite useful lives ("indefinite-lived intangible assets") are not amortized, but instead are tested for impairment at least annually. Our annual impairment assessment of our indefinite-lived intangible assets is performed during the fourth quarter of each year and more frequently if events and circumstances indicated that the asset might be impaired.

QVC utilizes a qualitative assessment for determining whether step one of the goodwill impairment analysis is necessary. The accounting guidance permits entities to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform step one of the goodwill impairment test. In evaluating goodwill on a qualitative basis, QVC reviews the business performance of each reporting unit and evaluates other relevant factors as identified in the relevant accounting guidance to determine whether it is more likely than not that an indicated impairment exists for any of its reporting units. A reporting unit is defined in accounting guidance in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP" or "GAAP") as an operating segment or one level below an operating segment (also known as a component). A component of an operating segment is a reporting unit if the component constitutes a business for which discrete financial information is available and segment management regularly reviews the operating results of that component. The Company considers QVC's reporting units to align with its operating segments. Refer to Note 16 for additional information. The Company considers whether there were any negative macroeconomic conditions, industry specific conditions, market changes, increased competition, increased costs in doing business, management challenges and the legal environments, and how these factors might impact country specific performance in future periods.
If a step one test is considered necessary based on the qualitative factors, the Company compares the estimated fair value of a reporting unit to its carrying value. Developing estimates of fair value requires significant judgments, including making assumptions about appropriate discount rates, perpetual growth rates, relevant comparable market multiples, public trading prices and the amount and timing of expected future cash flows. The cash flows employed in the Company's valuation analysis are based on management's best estimates considering current marketplace factors and risks as well as assumptions of growth rates in future years. There is no assurance that actual results in the future will approximate these forecasts. Any excess of the carrying value of the reporting unit over the fair value is recorded as an impairment charge.
QVC also utilizes a qualitative assessment to evaluate the risk of impairment of indefinite-lived intangible assets. The accounting guidance permits entities to first perform a qualitative assessment to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired. If deemed necessary based on qualitative factors, a quantitative test is used to determine if the carrying value of an indefinite-lived intangible asset exceeds its fair value. An impairment loss would be recognized to the extent that the carrying amount exceeded the asset's fair value in accordance with Accounting Standards Codification ("ASC") 350. Refer to note 6 for additional information.
QVC utilizes a qualitative assessment for determining whether step one of the goodwill impairment analysis is necessary. If a step one test is considered necessary based on the qualitative factors, the Company compares the estimated fair value of a reporting unit to its carrying value. Any excess of the carrying value of the reporting unit over the fair value is recorded as an impairment charge. The Company considers QVC's reporting units to align with its operating segments.
The changes in the carrying amount of goodwill for the years ended December 31, 2019 and 2018 were as follows:
(in millions)
QxH

QVC-International

Total

Balance as of December 31, 2017
$
5,094

885

5,979

Purchase accounting adjustments (1)
18


18

Exchange rate fluctuations

(25
)
(25
)
Balance as of December 31, 2018
5,112

860

5,972

Exchange rate fluctuations

(1
)
(1
)
Balance as of December 31, 2019
$
5,112

859

5,971