A business valuation conducted for Accounting Standard ASC 350 (formerly SFAS 141) is potentially a two-step valuation process.
The first step of the goodwill impairment test, used to identify potential impairment, compares the appraised fair value of the invested capital of a reporting unit with the carrying (book) value of its invested capital amount, including goodwill. If the appraised fair value of the reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered to be impaired. If the carrying amount of the reporting unit exceeds the appraised fair value, the second step of the goodwill impairment test is necessary in order to measure the amount of impairment loss, if any.
The second step of a goodwill impairment test, compares the implied (appraised) fair value of the reporting unit's goodwill with the carrying amount of that goodwill. In order to determine the amount of impairment (if any), a full purchase price allocation valuation must be performed in the same manner as when a business combination is determined.
In other words, as part of the second step, the entity must allocate the appraised fair value of a reporting unit to all of the assets and liabilities of that unit (including any unrecognized intangible assets) as if the reporting unit had been acquired in a Business Combination (see SFAS 141) and the fair value of the reporting unit was the price paid to acquire the reporting unit.
Once the assets in the second step have been appraised, the excess of the appraised fair value of a reporting unit over the appraised amounts of its assets and liabilities is the implied fair value of goodwill.
It should be noted that this second step allocation valuation is only performed for purposes of testing goodwill for possible impairment. The entity subject to the goodwill impairment valuation cannot write up or write down a recognized asset or liability, nor can it record a previously unrecognized intangible asset as a result of the valuation. In addition, after a goodwill impairment loss is recognized, the adjusted carrying amount of the goodwill is its new accounting basis.
Accounting Standards Codification ASC 350 (Intangibles - Goodwill and Other)
In July, 2009, when the Financial Accounting Standards Board launched the Accounting Standards Codification (the FASB ASC). The FASB ASC replaced all previously existing financial accounting standards (other than U.S. Securities and Exchange Commission pronouncements) to become the single source of authoritative nongovernmental U.S. generally accepted accounting principles. Going forward, instead of issuing new standards (e.g., SFAS 141), the FASB issues updates to the FASB ASC.
Reversal of Goodwill Impairment in the event the value of the reporting unit later increases:
The codification prohibits subsequent reversal of a previously recognized goodwill impairment loss. Therefore goodwill can't be written back up to pre-impairment levels (see paragraph 350-20-35-78 which can be found at https://asc.fasb.org/imageRoot/79/49129379.pdf).
Intangible Assets subject to impairment review testing under ASC 350 include:
Any intangible asset assigned an indefinite life, such as trademarks, trade names, renewable import licenses, taxicab medallions, F.C.C. licenses, etc. Generally, there are very few categories of intangible assets that meet the criteria of indefinite lived. Guidance for the valuation of these assets can be found in ASC 805.
The definition of fair value as stated in ASC 820 (formerly SFAS No. 157) is:
The price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
How to account for Goodwill (and Intangibles) if adopting the PCC accounting alternative for recognizing goodwill:
Under the amendments to ASC 350, the FASB suggests that an entity that elects the accounting alternative within U.S. GAAP should amortize goodwill on a straight-line basis over 10 years, or less than 10 years if the entity demonstrates that another useful life is more appropriate. An entity that elects this accounting alternative is required to make an accounting policy decision to test goodwill for impairment at either the entity level or the reporting unit level. Goodwill must be tested (i.e., through a valuation) for impairment when a triggering event occurs that indicates that the fair value of an entity (or a reporting unit) may be below its carrying amount. The PCC further simplified goodwill impairment by eliminating step two of the current impairment test, which requires the hypothetical application of the acquisition method to calculate the goodwill impairment amount.