v3.20.2

BUSINESS COMBINATION (Tables) | 6 Months Ended
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Jun. 30, 2020
Business Combinations [Abstract] |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the total consideration paid for ApiFix and allocation of purchase price to the estimated fair value of the assets acquired and liabilities assumed at the acquisition date (in thousands):
Description |  | Amount
Preliminary fair value of estimated total acquisition consideration |  | $ | 87,379 |
Assets |  |
Cash |  | 344 |
Accounts receivable-trade |  | 245 |
Inventories |  | 685 |
Prepaid expenses and other current assets |  | 77 |
Property and equipment |  | 153 |
Intangible assets |  | 24,330 |
Other intangible assets |  | 8,620 |
Operating lease right-of-use asset |  | 104 |
Total assets |  | 34,558 |
Liabilities |  |
Accounts payable and accrued liabilities |  | 226 |
Operating lease liabilities |  | 106 |
Other long-term liabilities |  | 270 |
Total liabilities |  | 602 |
Less: total net assets |  | 33,956 |
Goodwill |  | $ | 53,423 |
The following table summarizes the total consideration paid for Telos and allocation of purchase price to the estimated fair value of the assets acquired and liabilities assumed at the acquisition date (in thousands):
Description |  | Amount
Preliminary fair value of estimated total acquisition consideration |  | $ | 3,318 |
Assets |  |
Cash |  | 81 |
Accounts receivable-trade |  | 215 |
Property and equipment |  | 10 |
Intangible assets |  | 950 |
Other intangible assets |  | $ | 210 |
Total assets |  | 1,466 |
Liabilities |  |
Accounts payable and accrued liabilities |  | 60 |
Total liabilities |  | 60 |
Less: total net assets |  | 1,406 |
Goodwill |  | $ | 1,912 |
The following table summarizes the total consideration paid for Vilex and Orthex and allocation of purchase price to the estimated fair value of the assets acquired and liabilities assumed at the acquisition date (in thousands):
Description |  | Amount
Fair value of estimated total acquisition consideration |  | $ | 60,184 |
Assets |  |
Cash |  | 348 |
Accounts receivable-trade |  | 2,088 |
Inventories |  | 3,652 |
Prepaid expenses and other current assets |  | 12 |
Property and equipment |  | 7,540 |
Intangible assets |  | 31,180 |
Operating lease right-of-use asset |  | 323 |
Total assets |  | 45,143 |
Liabilities |  |
Accounts payable and accrued liabilities |  | 563 |
Operating lease liabilities |  | 323 |
Deferred tax liability |  | 1,175 |
Other long-term liabilities |  | 68 |
Total liabilities |  | 2,129 |
Less: total net assets |  | 43,014 |
Goodwill |  | $ | 17,170 |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | The estimated fair value and useful life of identifiable intangible assets are as follows:
|  | Amount |  | Remaining Economic Useful Life
Trademarks / Names |  | $ | 8,620 |  |  | Indefinite
Patents |  | 23,790 |  |  | 15 years
Customer Relationships |  | 340 |  |  | 10 years
Non-competition Agreements |  | 200 |  |  | 4 years
|  | $ | 32,950 |  |  |
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:
|  | Amount |  | Remaining Economic Useful Life
Trademarks / Names |  | $ | 210 |  |  | Indefinite
Customer Relationships |  | 910 |  |  | 10 years
Non-competition Agreements |  | 40 |  |  | 5 years
|  | $ | 1,160 |  |  |
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:
|  | Amount |  | Remaining Economic Useful Life
Trademarks / Names |  | $ | 4,610 |  |  | Indefinite
Patents |  | 22,390 |  |  | 15 years
Internally Developed Software |  | 1,550 |  |  | 10 years
Customer Relationships |  | 2,570 |  |  | 12 years
Non-competition Agreements |  | 60 |  |  | 5 years
|  | $ | 31,180 |  |  |
Schedule of Indefinite-lived Intangible Assets Acquired as Part of Business Combination | The estimated fair value and useful life of identifiable intangible assets are as follows:
|  | Amount |  | Remaining Economic Useful Life
Trademarks / Names |  | $ | 8,620 |  |  | Indefinite
Patents |  | 23,790 |  |  | 15 years
Customer Relationships |  | 340 |  |  | 10 years
Non-competition Agreements |  | 200 |  |  | 4 years
|  | $ | 32,950 |  |  |
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:
|  | Amount |  | Remaining Economic Useful Life
Trademarks / Names |  | $ | 210 |  |  | Indefinite
Customer Relationships |  | 910 |  |  | 10 years
Non-competition Agreements |  | 40 |  |  | 5 years
|  | $ | 1,160 |  |  |
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:
|  | Amount |  | Remaining Economic Useful Life
Trademarks / Names |  | $ | 4,610 |  |  | Indefinite
Patents |  | 22,390 |  |  | 15 years
Internally Developed Software |  | 1,550 |  |  | 10 years
Customer Relationships |  | 2,570 |  |  | 12 years
Non-competition Agreements |  | 60 |  |  | 5 years
|  | $ | 31,180 |  |  |
Schedule of Business Acquisitions by Acquisition, Contingent Consideration | Presented below is a summary of the present value of the anniversary payments and system sales payment related to the ApiFix acquisition:
|  | April 1, 2020 |  | June 30, 2020
Anniversary Payments: |  |  |  |
Second Year Payment |  | $ | 10,980 |  |  | $ | 11,485 |
Third Year Payment |  | 5,780 |  |  | 5,965 |
Fourth Year Payment |  | 5,860 |  |  | 6,056 |
Total acquisition installment payable |  | 22,620 |  |  | 23,506 |
Less: current portion of acquisition installment payable |  | 10,980 |  |  | 11,485 |
Acquisition installment payable, net of current portion |  | 11,640 |  |  | 12,021 |
System sales payment |  | 27,190 |  |  | 28,100 |
ApiFix future consideration, net of current portion |  | $ | 38,830 |  |  | $ | 40,121 |
Pre-acquisition revenues and earnings for ApiFix were not material to the condensed consolidated operations.

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- Definition Tabular disclosure of characteristics and cost, by total and major class, of indefinite-lived intangible assets acquired as part of a business combination. Indefinite-lived intangible assets are assets that have no physical form, but have expected future economic benefit. The future benefit is not expected to diminish over a stated period of time. Acquired indefinite-lived intangible assets are disclosed by major class (assets that can be grouped together because they are similar, either by their nature or by their use in operations of the entity) and in total. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 1 -Subparagraph (b) -URI http://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=121647850&loc=d3e4922-128472 + Details
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- Definition Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=121647850&loc=d3e4845-128472 + Details
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