v3.26.1
Goodwill and Other Intangible Assets
6 Months Ended
Jun. 30, 2026
Intangible Asset, Goodwill and Other [Abstract]  
Goodwill and Other Intangible Assets Goodwill and Other Intangible Assets
Definite-Lived Intangible Assets. The Company acquired definite-lived intangible assets in connection with various acquisitions of businesses prior to 2026. The distributor relationships have a carrying value of $50,579, net of accumulated
amortization of $14,521. The distributor relationships have a useful life of 20 years. The amortization expense for the quarters ended June 30, 2026 and 2025 was $814, respectively. The amortization expense for the year to date ended June 30, 2026 and 2025 was $1,627, respectively.

As of June 30, 2026, the expected future amortization expense related to definite-lived intangible assets is as follows:
Remainder of 2026$1,628 
20273,255 
20283,255 
20293,255 
20303,255 
Thereafter35,931 
Total$50,579 

Goodwill. Changes in the carrying amount of goodwill by business segment were as follows:
Distilling SolutionsBranded SpiritsIngredient SolutionsTotal
Balance, December 31, 2025
$— $115,667 $— $115,667 
Impairment
— (115,667)— (115,667)
Balance, June 30, 2026
$ $ $ $ 

Impairment Analysis. During the first quarter of 2026, the Company experienced a decrease in stock price and market capitalization, and as a result, the Company performed a quantitative assessment of goodwill. The Company engaged a third party valuation specialist to assist in comparing the fair value of the Branded Spirits reporting unit to the respective carrying value. The estimate of fair value of the Company’s reporting unit was calculated using equal weighting of the income approach that utilized the discounted cash flow method and the market approach that utilized the guideline public company method. Estimates in the determination of fair value of the reporting unit through the income approach were based on (i) discount rates based on the reporting unit’s weighted average cost of capital, (ii) future expected cash flows including revenue and operating margin projections, and (iii) long-term growth rates based on inflation forecasts, industry growth, and long-term economic growth potential. The market approach compares enterprise values and historical and projected results of public companies that reflect economic conditions and risks that are similar to the reporting unit to calculate an estimated enterprise value. These assumptions are based on historical trends as well as the projections and assumptions used in the Company’s budget and long-range plans. These assumptions reflect the Company’s estimates of future economic and competitive conditions which can be affected by several factors such as inflation, business valuations in the market, the economy, and market competition. Any changes in these assumptions may affect the Company’s fair value estimate and the results of an impairment test. As of the assessment date, to corroborate the Company’s fair value conclusion, it combined the estimated fair values of the reporting units and performed a market capitalization reconciliation to validate the reasonableness of the implied control premium. The Company calculated the market capitalization using both the stock price on the assessment date as well as the average stock price over a reasonable period of time preceding the assessment date. Based on this reconciliation, the Company believes the control premium to be reasonable.

Based on the results of the Company’s impairment analysis, the Company recorded an impairment charge of $115,667 to reduce the carrying amount of the Branded Spirits reporting unit during the first quarter of 2026. This goodwill impairment was recorded in impairment and other on the Condensed Consolidated Statement of Income (Loss) for the year to date ended June 30, 2026 and as a reduction of goodwill in the Consolidated Balance Sheets as of June 30, 2026.

Indefinite-Lived Intangible Assets. Changes in the carrying amount of trade name intangible assets by business segment were as follows:
Distilling SolutionsBranded SpiritsIngredient SolutionsTotal
Balance, December 31, 2025
$— $192,490 $— $192,490 
Impairment
— (36,990)— (36,990)
Balance, June 30, 2026
$ $155,500 $ $155,500 

Impairment Analysis. During the first quarter of 2026, in connection with the assessment of the same events and circumstances impacting the Branded Spirits reporting unit, the Company performed a quantitative impairment test of its indefinite-lived assets. The Company values its indefinite-lived intangible assets under the income approach using a relief-
from-royalty method, which assumes the value of the asset is the sum of the discounted cash flows of the amount that would be paid by a hypothetical market participant had they not owned the asset and instead licensed it from another company. When estimating the fair value, the Company made certain assumptions for its future revenue projections, market royalty rates, and discount rates. These assumptions reflect the Company’s estimates of future economic and competitive conditions which consider many factors including macroeconomic conditions, industry growth rates, and competition. Any changes in these assumptions may affect the Company’s fair value estimate and the results of an impairment test. The most sensitive assumption used in the analysis was a 15 percent discount rate.

Based on the results of the Company’s impairment analysis, the Company recorded an impairment charge of $36,990 to adjust the carrying amount of the trade name indefinite-lived intangible assets to fair value during the first quarter of 2026. The impairment was recorded in impairment and other on the Condensed Consolidated Statement of Income (Loss) for the year to date ended June 30, 2026 and as a reduction of intangible assets in the Consolidated Balance Sheets as of June 30, 2026. As of June 30, 2026, after the first quarter impairment was recorded, the fair values of the Company’s indefinite-lived intangible assets were equal to the respective carrying values.

The Company will continue to evaluate its indefinite-lived intangible assets in future quarters. Independent of the expected future operating performance of the indefinite-lived intangible assets, any further significant changes in discount rates, even if due to macroeconomic factors, could put pressure on the carrying value of its indefinite-lived intangible assets. In addition, if future revenues and contributions to the Company’s operating results for any of its indefinite-lived intangible assets perform at levels below its current projections, the Company may be required to record impairment charges to certain intangible assets related to the Branded Spirits reporting unit. A determination that a portion or all of the Company’s assets are impaired could have a material adverse effect on its business, consolidated financial condition, and results of operations.