v3.19.2
BUSINESS COMBINATION
6 Months Ended
Jun. 30, 2019
Business Combinations [Abstract]  
BUSINESS COMBINATION BUSINESS COMBINATION
On June 4, 2019, the Company purchased all the issued and outstanding shares of stock of Vilex and units of membership interests in Orthex for $50,000 in cash, adjusted for working capital, and 245,352 shares of common stock, $0.00025 par value per share, of the Company. The shares of common stock were valued at $40.76 per share, the volume weighted average trading price during the thirty day trading period ending on May 30, 2019. In addition, $3,000 was placed in an escrow account for a period of up to twenty months to cover certain indemnification obligations and to secure certain closing adjustments. The Company incurred $589 of acquisition-related costs that are included in general and administrative expenses on the condensed consolidated statement of operations. The purchase price allocation set forth herein is preliminary and may be revised as we finalize the fair value determination for certain assets acquired, and determine any further working capital adjustments. Any revisions or changes identified during the measurement period, which could be up to 12 months from the closing date of the acquisition, may be material.

The following table summarizes the total consideration paid for Vilex and Orthex and the preliminary allocation of purchase price to the estimated fair value of the assets acquired and liabilities assumed at the acquisition date (in thousands):
DescriptionAmount
Preliminary fair value of estimated total acquisition consideration$60,276 
Assets
Cash and cash equivalents348 
Trade receivables1,849 
Inventory3,905 
Prepaid expenses and other current assets12 
Property and equipment7,541 
Intangible assets18,260 
Operating lease right-of-use asset323 
Total assets32,238 
Liabilities
Accounts payable and accrued liabilities564 
Operating lease liabilities323 
Other long-term liabilities68 
Total liabilities955 
Less: total net assets31,283 
Goodwill$28,993 

The fair value of identifiable intangible assets were based on valuations using a combination of the income and cost approach. The estimated fair value and useful life of identifiable intangible assets are as follows:
AmountRemaining Economic Useful Life
Trademarks / Names$4,160 Indefinite
Patents8,380 15 years
Internally Developed Software960 10 years
Customer Relationships4,690 12 years
Non-competition Agreements70 5 years
$18,260