XML 24 R14.htm IDEA: XBRL DOCUMENT
v3.22.2.2

Intangible Assets, Net and Goodwill | 6 Months Ended
--- | ---
Jun. 30, 2022
Intangible Assets and Goodwill [Abstract] |
Intangible Assets, Net and Goodwill | Note 7 — Intangible Assets, Net and Goodwill Intangible assets are initially recorded at fair value and tested periodically for impairment. Goodwill represents the excess of the purchase price over the fair value of identifiable tangible and intangible assets acquired and liabilities assumed in a business combination and is tested at least annually for impairment. The Company performs its goodwill impairment testing annually during the fourth quarter, or sooner if indicators or if circumstances were to occur that would more likely than not reduce the fair value of the Company’s reporting unit below its carrying amount. The Company would recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill. The Company has concluded that there was an impairment triggering event during the three months ended June 30, 2022 that required the Company to perform a detailed analysis of the current carrying value of its goodwill and intangible assets. For intangible asset and goodwill impairment testing purposes, the Company has one reporting unit. During the three-month period ended June 30, 2022, the Company’s market capitalization fell below total net assets. In addition, financial performance continued to weaken during the quarter, which is contrary to prior experience. Management reassessed business performance expectations, following persistent adverse developments in equity markets, deterioration in the environment in which the Company operates, lower than expected sales, and an increase in operating expenses. These indicators, in the aggregate, required impairment testing for intangible assets and goodwill. Based on the results of this testing, the Company determined that the carrying values of the aggregate value of its goodwill and intangible assets were not recoverable. The Company recorded impairment charges during the second quarter of 2022, representing a full impairment of the carrying value of its goodwill and intangible assets. The Company recorded an impairment charge of approximately $69.9 million, representing the carrying values of intangible assets and goodwill, which totaled $15.2 million and $54.7 million, respectively Goodwill consisted of the following:
(In thousands) |  | Six Months ended June 30, 2022 |  |  | Year ended December 31, 2021 |
Goodwill - beginning of period |  | $ | 50,090 |  |  | $ | 632 |
Goodwill acquired during period |  |  | 4,368 |  |  |  | 49,458 |
Goodwill impairment loss |  |  | (54,747 | ) |  |  | — |
Goodwill purchase accounting adjustment |  |  | 289 |  |  |  | — |
Goodwill - end of period |  | $ | — |  |  | $ | 50,090 |
Intangible assets, net as of June 30, 2022 was as follows:
|  | Intangible Assets, Gross |  |  | Accumulated Amortization and Impairment |  |  | Intangible Assets, Net |
(In thousands) |  | January 1, 2022 |  |  | Additions and Retirements, net |  |  | June 30, 2022 |  |  | January 1, 2022 |  |  | Expense and Retirements, net |  |  | June 30, 2022 |  |  | January 1, 2022 |  |  | June 30, 2022 |
Trade names |  | $ | 2,418 |  |  | $ | 317 |  |  | $ | 2,735 |  |  | $ | (227 | ) |  | $ | (2,508 | ) |  | $ | (2,735 | ) |  | $ | 2,191 |  |  | $ | — |
Customer relationships |  |  | 6,176 |  |  |  | 713 |  |  |  | 6,889 |  |  |  | (302 | ) |  |  | (6,587 | ) |  |  | (6,889 | ) |  |  | 5,874 |  |  |  | — |
Acquired developed technology |  |  | 4,911 |  |  |  | 1,432 |  |  |  | 6,343 |  |  |  | (191 | ) |  |  | (6,152 | ) |  |  | (6,343 | ) |  |  | 4,720 |  |  |  | — |
Non-compete agreements |  |  | 1,202 |  |  |  | — |  |  |  | 1,202 |  |  |  | (60 | ) |  |  | (1,142 | ) |  |  | (1,202 | ) |  |  | 1,142 |  |  |  | — |
Capitalized website costs |  |  | 245 |  |  |  | — |  |  |  | 245 |  |  |  | (100 | ) |  |  | (145 | ) |  |  | (245 | ) |  |  | 145 |  |  |  | — |
Total intangible assets, net |  | $ | 14,952 |  |  | $ | 2,462 |  |  | $ | 17,414 |  |  | $ | (880 | ) |  | $ | (16,534 | ) |  | $ | (17,414 | ) |  | $ | 14,072 |  |  | $ | — |
Intangible assets, net as of December 31, 2021 was as follows:
|  | Intangible Assets, Gross |  |  | Accumulated Amortization |  |  | Intangible Assets, Net |
(In thousands) |  | January 1, 2021 |  |  | Additions and Retirements, net |  |  | December 31, 2021 |  |  | January 1, 2021 |  |  | Expense and Retirements, net |  |  | December 31, 2021 |  |  | January 1, 2021 |  |  | December 31, 2021 |
Trade names |  | $ | 930 |  |  | $ | 1,488 |  |  | $ | 2,418 |  |  | $ | (88 | ) |  | $ | (139 | ) |  | $ | (227 | ) |  | $ | 842 |  |  | $ | 2,191 |
Customer relationships |  |  | 850 |  |  |  | 5,326 |  |  |  | 6,176 |  |  |  | (89 | ) |  |  | (213 | ) |  |  | (302 | ) |  |  | 761 |  |  |  | 5,874 |
Acquired developed technology |  |  | — |  |  |  | 4,911 |  |  |  | 4,911 |  |  |  | — |  |  |  | (191 | ) |  |  | (191 | ) |  |  | — |  |  |  | 4,720 |
Non-compete agreements |  |  | — |  |  |  | 1,202 |  |  |  | 1,202 |  |  |  | — |  |  |  | (60 | ) |  |  | (60 | ) |  |  | — |  |  |  | 1,142 |
Capitalized website costs |  |  | 139 |  |  |  | 106 |  |  |  | 245 |  |  |  | (48 | ) |  |  | (52 | ) |  |  | (100 | ) |  |  | 91 |  |  |  | 145 |
Total intangible assets, net |  | $ | 1,919 |  |  | $ | 13,033 |  |  | $ | 14,952 |  |  | $ | (225 | ) |  | $ | (655 | ) |  | $ | (880 | ) |  | $ | 1,694 |  |  | $ | 14,072 |
Amortization expense recorded in general and administrative in the consolidated statements of operations were $1.4 million and $57 thousand for the three months ended June 30, 2022 and 2021, respectively, and $703 thousand and $115 thousand for the six months ended June 30, 2022 and 2021, respectively.

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