Goodwill and Intangible Assets

3 Months Ended

Aug. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL AND INTANGIBLE ASSETS

Goodwill

Goodwill is not amortized, but rather, is tested for impairment annually or more frequently if impairment indicators arise. Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired in each business combination.

The Company's annual testing for impairment of goodwill was completed as of April 30, 2023. To determine the fair value of the two reporting units as of April 30, 2023, the Company utilized the income approach for Med Tech and a combination of the income approach and market approach for Med Device. Based on the results of this evaluation, there were no adjustments to goodwill for either reporting unit as of April 30, 2023.

In the fourth quarter of fiscal year 2023, the Company concluded that the sale of the dialysis and BioSentry businesses to Merit Medical Systems, Inc. was a triggering event for the Med Device report unit. As the Company concluded that this was the sale of a business, goodwill was allocated to the sale based on the relative fair value of the dialysis and BioSentry businesses and is included in assets held for sale as of May 31, 2023. To determine the fair value of the remaining Med Device reporting unit as of May 31, 2023, the Company utilized the income approach, as it was determined to be a better representation of the remaining Med Device reporting unit's projected long-term performance. Based on the results of this evaluation, the Company recorded a goodwill impairment charge of $14.5 million for the year ended May 31, 2023 to write down the carrying value of the Med Device reporting unit to fair value.

Goodwill for each reporting unit is allocated as follows:


	Three months ended Aug 31, 2023
(in thousands)	Med Tech		Med Device		Total
Balance, June 1, 2023	$	159,238	$	—	$	159,238
Foreign currency translation adjustments	(221)		—		(221)




Balance, August 31, 2023	$	159,017	$	—	$	159,017

There were no adjustments to goodwill for the three months ended August 31, 2023 other than foreign currency translation adjustments.

Even though the Company determined that there was no goodwill impairment at August 31, 2023, the future occurrence of a potential indicator of impairment, such as a significant adverse change in legal, regulatory, business or economic conditions or a more-likely-than-not expectation that one of the reporting units or a significant portion of either of the reporting units will be sold or disposed of, would require an interim assessment for the reporting units prior to the next required annual assessment as of April 30, 2024.

Definite Lived Intangible Assets

Intangible assets other than goodwill are amortized over their estimated useful lives on a straight-line basis. Useful lives range from two to eighteen years. The Company periodically reviews, and adjusts, if necessary, the estimated useful lives of its intangible assets and reviews such assets or asset groups for impairment whenever events or changes in circumstances indicate

that the carrying value of the assets or asset groups may not be recoverable. If an intangible asset or asset group is considered to be impaired, the amount of the impairment will equal the excess of the carrying value over the fair value of the asset.

Intangible assets consisted of the following:


	Aug 31, 2023
(in thousands)	Gross carrying value		Accumulated amortization		Net carrying value
Product technologies	$	210,589	$	(120,652)	$	89,937
Customer relationships	57,528		(41,714)		15,814
Trademarks	7,450		(6,689)		761
Licenses	4,837		(4,678)		159


	$	280,404	$	(173,733)	$	106,671


	May 31, 2023
(in thousands)	Gross carrying value		Accumulated amortization		Net carrying value
Product technologies	$	211,751	$	(118,314)	$	93,437
Customer relationships	57,509		(40,755)		16,754
Trademarks	7,450		(6,660)		790
Licenses	4,837		(4,674)		163


	$	281,547	$	(170,403)	$	111,144

Amortization expense for the three months ended August 31, 2023 and 2022 was $3.6 million and $4.8 million, respectively.

Expected future amortization expense related to the intangible assets for each of the following fiscal years is as follows:


(in thousands)
Remainder of 2024	$	10,727
2025	14,303
2026	14,122
2027	13,980
2028	10,749
2029 and thereafter	42,790
	$	106,671