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Goodwill and Intangible Assets | 9 Months Ended
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Sep. 30, 2024
Goodwill and Intangible Assets |
Goodwill and Intangible Assets | Note 10. Goodwill and Intangible Assets Goodwill The following table represents the changes in the carrying value of goodwill as of September 30, 2024 and December 31, 2023 (in thousands): ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | September 30, | ​ | December 31,
​ |  | 2024 |  | 2023
Balance at beginning of period | ​ | ​ | ​ | ​ | ​ | ​
Goodwill | ​ | $ | 157,972 | ​ | $ | 151,117
Accumulated impairment losses | ​ | ​ | (49,569) | ​ | ​ | —
Subtotal | ​ | ​ | 108,403 | ​ | ​ | 151,117
​ | ​ | ​ | ​ | ​ | ​ | ​
Activity during the period | ​ | ​ | ​ | ​ | ​ | ​
Foreign currency adjustment | ​ | ​ | 16 | ​ | ​ | (284)
Goodwill impairment charge | ​ | ​ | (54,563) | ​ | ​ | (49,569)
Goodwill related to Tec4med acquisition | ​ |  | — | ​ |  | 2,694
Goodwill related to Bluebird Express acquisition | ​ | ​ | 201 | ​ | ​ | 4,445
​ | ​ | ​ | ​ | ​ | ​ | ​
Balance at end of period | ​ | ​ | ​ | ​ | ​ | ​
Goodwill | ​ | ​ | 158,189 | ​ | ​ | 157,972
Accumulated impairment losses | ​ | ​ | (104,132) | ​ | ​ | (49,569)
Total | ​ | $ | 54,057 | ​ | $ | 108,403
​ Impairment of Goodwill Due to a sustained decrease in the Company’s share price in the second quarter of 2024, and a reduction in the projected operating performance of the MVE reporting unit, which management deemed to be triggering events related to goodwill and indefinite-lived intangible assets, we performed an interim impairment assessment of goodwill for the MVE and CRYOPDP reporting units as of June 30, 2024, with the assistance of an independent third party valuation specialist, using management’s updated interim financial and operational plans. Based on our analysis, we concluded that there has been no impairment of the goodwill associated with the CRYOPDP reporting unit as its carrying value did not exceed its estimated fair value. We further concluded that our MVE reporting unit’s carrying value exceeded its estimated fair value, and as a result, we recorded an impairment charge of $54.6 million related to full impairment of the goodwill related to the MVE reporting unit in the consolidated statement of operations for the six months ended June 30, 2024 and nine months ended September 30, 2024. ​ Our goodwill impairment test was performed using a combination of both an income and a market approach to determine the fair value of the MVE reporting unit. The income approach utilized the estimated discounted cash flows for MVE while the market approach utilized comparable peer group information. Estimates and assumptions used in the income approach included projected cash flows for MVE and a discount rate determined using a weighted average cost of capital for risk factors specific to MVE and other market and industry data. The discount rate selected was 12.5%. The other key estimates and assumptions used in the discounted cash flow method include, but are not limited to, revenue and EBITDA growth rates, and a terminal growth rate. The estimates and assumptions used in our assessment represent a Level 3 measurement because they are supported by little or no market activity and reflect our own assumptions in measuring fair value. ​ Intangible Assets The following table presents our intangible assets as of September 30, 2024 (in thousands): ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | Weighted
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | Net | ​ | Average
​ | ​ | Gross | ​ | Accumulated | ​ | ​ | ​ | Carrying | ​ | Amortization
​ |  | Amount |  | Amortization |  | Impairment |  | Amount |  | Period (years)
Non-compete agreement | ​ | $ | 810 | ​ | $ | 463 | ​ | $ | — | ​ | $ | 347 |  | 4
Technology | ​ | ​ | 53,316 | ​ | ​ | 14,602 | ​ | ​ | — | ​ | ​ | 38,714 | ​ | 8
Customer relationships | ​ | ​ | 131,785 | ​ | ​ | 37,065 | ​ | ​ | — | ​ | ​ | 94,720 | ​ | 10
Trade name/trademark | ​ | ​ | 947 | ​ | ​ | 323 | ​ | ​ | (265) | ​ | ​ | 359 | ​ | 8
Agent network | ​ | ​ | 14,020 | ​ | ​ | 11,025 | ​ | ​ | — | ​ | ​ | 2,995 | ​ | 3
Order backlog | ​ | ​ | 2,600 | ​ | ​ | 2,600 | ​ | ​ | — | ​ | ​ | — | ​ | —
Land use rights | ​ | ​ | 2,198 | ​ | ​ | 215 | ​ | ​ | — | ​ | ​ | 1,983 | ​ | 34
Patents and trademarks | ​ | ​ | 45,762 | ​ | ​ | 85 | ​ | ​ | (8,980) | ​ | ​ | 36,697 | ​ | —
Total | ​ | $ | 251,438 | ​ | $ | 66,378 | ​ | $ | (9,245) | ​ | $ | 175,815 | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ The following table presents our intangible assets as of December 31, 2023 (in thousands):
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | Weighted
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | Net | ​ | Average
​ | ​ | Gross | ​ | Accumulated | ​ | Carrying | ​ | Amortization
​ |  | Amount |  | Amortization |  | Amount |  | Period (years)
Non-compete agreement | ​ | $ | 810 | ​ | $ | 368 | ​ | $ | 442 |  | 5
Technology | ​ | ​ | 50,376 | ​ | ​ | 11,205 | ​ | ​ | 39,171 | ​ | 9
Customer relationships | ​ | ​ | 131,578 | ​ | ​ | 29,964 | ​ | ​ | 101,614 | ​ | 11
Trade name/trademark | ​ | ​ | 938 | ​ | ​ | 211 | ​ | ​ | 727 | ​ | 10
Agent network | ​ | ​ | 13,761 | ​ | ​ | 8,148 | ​ | ​ | 5,613 | ​ | 3
Order backlog | ​ | ​ | 2,600 | ​ | ​ | 2,600 | ​ | ​ | — | ​ | —
Land use rights | ​ | ​ | 2,255 | ​ | ​ | 247 | ​ | ​ | 2,008 | ​ | 34
Patents and trademarks | ​ | ​ | 44,932 | ​ | ​ | 125 | ​ | ​ | 44,807 |  | —
Total | ​ | $ | 247,250 | ​ | $ | 52,868 | ​ | $ | 194,382 | ​ | ​
​ ​ Amortization expense for intangible assets for the three and nine months ended September 30, 2024, was $4.3 million and $13.0 million, respectively. Amortization expense for intangible assets for the three and nine months ended September 30, 2023 was $4.0 million and $11.7 million, respectively. Impairment of Trademarks and Trade Names As part of our interim impairment assessment as of June 30, 2024 described further above, we recorded a $9.0 million impairment charge related to trademarks for our MVE reporting unit, and a $0.3 million impairment charge related to the write-off of Cell&Co’s trade name that is no longer in use as a result of the Company’s global rebranding initiative. Expected future amortization of intangible assets as of September 30, 2024 is as follows: ​
​ | ​ | ​ | ​
Years Ending December 31, |  | Amount
Remainder of 2024 (excluding the nine months ended September 30, 2024) | ​ | $ | 3,898
2025 | ​ |  | 15,124
2026 | ​ |  | 14,831
2027 | ​ |  | 14,450
2028 | ​ |  | 13,406
Thereafter | ​ |  | 70,961
​ | ​ | $ | 132,670
​

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