Blade Air Mobility, Inc. Transition report pursuant to Rule 13a-10 or 15d-10

Transition report pursuant to Rule 13a-10 or 15d-10

Goodwill and Intangible Assets

Goodwill and Intangible Assets

3 Months Ended

Dec. 31, 2021

Goodwill and Intangible Assets Disclosure [Abstract]

The changes in the carrying value of goodwill are as follows:




Goodwill balance, September 30, 2021	$	13,271
Adjustment(1)	57
Goodwill balance, December 31, 2021	$	13,328

__________

(1) Represents a measurement period adjustment made during the three months ended December 31, 2021. For additional information, see Note 4 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended September 30, 2021.

Purchase of Exclusive Rights to Helijet’s Scheduled Passenger Routes in Canada

On November 30, 2021, the Company through its wholly-owned subsidiaries Blade Urban Air Mobility, Inc. and Blade Urban Air Mobility (Canada) Inc. entered into an agreement with Helijet International, Inc. ("Helijet"), a British Columbia-based aviation solutions company and with Pacific Heliport Services Ltd. (“PHS”), a wholly-owned subsidiary of Helijet. Pursuant to this agreement, Blade has acquired exclusive rights to offer scheduled helicopter flights operated by Helijet and to utilize passenger terminals at heliports controlled by PHS, for cash consideration of $12,000. The Agreement has an initial term of five years and will be automatically renewed for successive 2-year periods. Flights revenue generated through those exclusive rights are included in the Short Distance line of business.

This transaction was accounted for as an asset acquisition under ASC 350, Intangibles—Goodwill and Other, per which the Company capitalized the consideration paid of $12,000 and related transaction costs incurred of $357 as an intangible asset. The Company began amortizing the intangible over 5-year useful life, in line with the agreement’s initial term.

The following table presents information about the Company's intangible assets as of:


		December 31, 2021						September 30, 2021
	Estimated Useful Life	Gross Carrying Amount		Accumulated Amortization		Net		Gross Carrying Amount		Accumulated Amortization		Net
Exclusive rights to Helijet’s scheduled passenger routes in Canada	5 years	$	12,357	$	(206)	$	12,151	$	—	$	—	$	—
Customer list	5-10 years	11,542		(957)		10,585		11,542		(645)		10,897
Domain name	Indefinite	504		—		504		504		—		504
Trademarks	6-10 years	1,006		(51)		955		1,006		(9)		997
Developed technology	3 years	250		(24)		226		250		(4)		246
Total		$	25,659	$	(1,238)	$	24,421	$	13,302	$	(658)	$	12,644

For the three months ended December 31, 2021 and 2020, amortization of its finite-lived intangible assets was $580 and $47, respectively.

As of December 31, 2021, the estimated amortization expense of its finite-lived intangible assets for each of the next five years are as follows:


For the Year Ended September 30,
2022 (nine months)	$	2,978
2023	3,934
2024	3,781
2025	3,698
2026	3,698