Goodwill represents the excess of the purchase price of an acquired business over the fair value of the underlying net tangible and intangible assets.

 

As of December 31, 2017, the Company had recorded goodwill of $1,675,462 associated with the acquisition of Cellectar, Inc. on April 8, 2011. The acquisition was accounted for using the purchase method of accounting as a reverse acquisition whereby Cellectar was the accounting acquirer and Novelos was the acquired company. The Company is required to perform an annual impairment test related to goodwill which is performed in the fourth quarter of each year, or sooner if changes in circumstances suggest that the carrying value of an asset may not be recoverable.

 

For the December 31, 2018 goodwill impairment test the Company decided to bypass the qualitative assessment and proceeded to the first step of the goodwill impairment test. The first step of the goodwill impairment test compares the fair value of the reporting unit with its carrying amount. We used the Company’s market capitalization as of December 31, 2018 (Level 1 Input) to assess its fair value. Enterprise market capitalization was determined based on stock price and taking into consideration recent stock price trends. 

 

As of December 31, 2018, the Company’s carrying value of its net assets exceeded its market capitalization. The Company adopted ASU No, 2017-04 during the year ended December 31, 2018, therefore, no additional calculation was necessary.

 

As a result of this test the Company’s total goodwill was determined to be impaired and an impairment charge of $1,675,462 was recorded for the year ended December 31, 2018. No impairment was deemed to exist at December 31, 2017.