XML 47 R17.htm IDEA: XBRL DOCUMENT
v3.22.4

Goodwill and Intangible Assets | 9 Months Ended | 12 Months Ended
--- | --- | ---
Sep. 30, 2022 | Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract] |  |
Goodwill and Intangible Assets |
5. | Goodwill and Intangible Assets
As of September 30, 2022 and December 31, 2021, the Company had recorded goodwill of $ 13.5 million. The Company performed a qualitative test for goodwill impairment during the fourth quarter of 2021. Based upon the results of the qualitative testing, the Company concluded that it is more-likely-than-not that the fair value of the Company’s goodwill was in excess of the carrying value and therefore performing the first step of the two-step impairment test was unnecessary. The conclusion has not changed as of September 30, 2022 and no goodwill impairment was recognized for the nine months ended September 30, 2022 and 2021. The Company’s intangible assets, excluding goodwill, are composed of patent rights, acquired technology, acquired licenses, and assembled workforce. Amortization of the intangible assets that have finite useful lives is generally recorded on a straight-line basis over their useful lives. A summary of the Company’s identifiable intangible assets as of September 30, 2022 and December 31, 2021 is as follows (in thousands):
|  | Nine months ended September 30, 2022 |
|  | Gross carrying amount |  |  | Accumulated amortization |  |  | Intangibles, net |
Patent rights |  | $ | 32,630 |  |  | $ | 12,871 |  |  | $ | 19,759 |
Acquired technology |  |  | 21,940 |  |  |  | 5,851 |  |  |  | 16,089 |
Acquired licenses |  |  | 5,711 |  |  |  | 92 |  |  |  | 5,619 |
Assembled workforce |  |  | 500 |  |  |  | 350 |  |  |  | 150 |
Total intangible assets |  | $ | 60,781 |  |  | $ | 19,164 |  |  | $ | 41,617 |
|  | December 31. 2021 |
|  | Gross carrying amount |  |  | Accumulated amortization |  |  | Intangibles, net |
Patent rights |  | $ | 32,630 |  |  | $ | 11,239 |  |  | $ | 21,391 |
Acquired technology |  |  | 21,940 |  |  |  | 4,754 |  |  |  | 17,186 |
Assembled workforce |  |  | 500 |  |  |  | 275 |  |  |  | 225 |
Total intangible assets |  | $ | 55,070 |  |  | $ | 16,268 |  |  | $ | 38,802 |
On June 14, 2022, the Company entered into Romeg License Agreement to acquire an exclusive license to use GLOPERBA from Romeg (see Note 3). The Company determined the acquisition of licenses to be an asset acquisition. The fair value of consideration transferred of $ 5.7 million was assigned to acquired licenses with an amortization period of approximately 15 years. As of September 30, 2022, the weighted average remaining life for identifiable intangible assets was 10.6 years. Aggregate amortization expense was $ 2.9 million and $ 2.8 million for the nine months ended September 30, 2022 and 2021, respectively. Patent rights and acquired technology are amortized over a 15-year period. Assembled workforce is amortized over a 5-year period. Estimated future amortization expense related to intangible assets at September 30, 2022 is as follows (in tho us ands):
Year ended December 31, |  | Amount |
2022 (remaining three months) |  | $ | 1,027 |
2023 |  | $ | 4,106 |
2024 |  | $ | 4,031 |
2025 |  | $ | 4,006 |
2026 |  | $ | 4,006 |
Thereafter |  | $ | 24,441 |
Total |  | $ | 41,617 |
7. | Goodwill and Intangible Assets
As of December 31 , 2021 and 2020 , the Company had recorded goodwill of $ 13.5 million. The Company performed a qualitative test for goodwill impairment during the fourth quarter of 2021 . Based upon the results of the qualitative testing, the Company concluded that it is more-likely-than-not that the fair value of the Company’s goodwill was in excess of the carrying value and therefore performing the first step of the two-step impairment test was unnecessary. No goodwill impairment was recognized for the years ended December 31 , 2021 , 2020 , and 2019 . The Company’s intangible assets, excluding goodwill, are composed of patent rights, acquired technology and assembled workforce. Amortization of the intangible assets that have finite useful lives is generally recorded on a straight-line basis over their useful lives. A summary of the Company’s identifiable intangible assets as of December 31, 2021 and 2020 is as follows (in thousands):
|  | December 31, 2021 |
|  | Gross carrying amount |  |  | Accumulated amortization |  |  | Intangibles, net |
Patent rights |  | $ | 32,630 |  |  | $ | 11,239 |  |  | $ | 21,391 |
Acquired technology |  |  | 21,940 |  |  |  | 4,754 |  |  |  | 17,186 |
Assembled workforce |  |  | 500 |  |  |  | 275 |  |  |  | 225 |
Total intangible assets |  | $ | 55,070 |  |  | $ | 16,268 |  |  | $ | 38,802 |
|  | December 31, 2020 |
|  | Gross carrying amount |  |  | Accumulated amortization |  |  | Intangibles, net |
Patent rights |  | $ | 32,630 |  |  | $ | 9,064 |  |  | $ | 23,566 |
Acquired technology |  |  | 21,940 |  |  |  | 3,291 |  |  |  | 18,649 |
Assembled workforce |  |  | 500 |  |  |  | 175 |  |  |  | 325 |
Total intangible assets |  | $ | 55,070 |  |  | $ | 12,530 |  |  | $ | 42,540 |
As of December 31 , 2021 , the weighted average remaining life for identifiable intangible assets is 10.6 years. Aggregate amortization expense was $ 3.7 million for each of the years ended December 31 , 2021 , 2020 , and 2019 . Patent rights and acquired technology are amortized over a 15-year period. Assembled workforce is amortized over a 5-year period. Estimated future amortization expense related to intangible assets at December 31, 2021 is as follows (in thousands):
Year Ending December 31, |  | Amount |
2022 |  | $ | 3,738 |
2023 |  |  | 3,738 |
2024 |  |  | 3,663 |
2025 |  |  | 3,638 |
2026 |  |  | 3,638 |
Thereafter |  |  | 20,387 |
Total |  | $ | 38,802 |
No impairment charges related to intangible assets were recorded during the years ended December 31, 2021 and 2020.

X
- References No definition available. + Details
Name: | us-gaap_GoodwillAndIntangibleAssetsDisclosureAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for goodwill and intangible assets. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 350 -URI https://asc.fasb.org/topic&trid=2144416 + Details
Name: | us-gaap_GoodwillAndIntangibleAssetsDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration