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GOODWILL AND INTANGIBLE ASSETS
12 Months Ended
Dec. 31, 2012
GOODWILL AND INTANGIBLE ASSETS [Abstract]  
Goodwill and Intangible Assets Disclosure [Text Block]
GOODWILL AND INTANGIBLE ASSETS
 
(a) Goodwill
 
The changes in the carrying amounts of goodwill by segment from December 31, 2010 to December 31, 2012 were as follows:



 
 
Energy & Security Sonar Solutions segment
 
GridSense segment
 
USSI segment
 
Power Generation Monitoring segment
 
Cathodic Protection segment*
 
Total
Balance as of December 31, 2010
 
$
568

 
$
2,709

 
$
1,402

 
$

 
$

 
$
4,679

Translation adjustment
 
(41
)
 
(1
)
 

 

 

 
(42
)
Balance as of December 31, 2011
 
527

 
2,708

 
1,402

 

 

 
4,637

Goodwill recorded in the acquisition of OmniMetrix (see Note 3(a))
 

 

 

 
1,517

 
413

 
1,930

Translation adjustment
 
14

 
49

 

 

 

 
63

Balance as of December 31, 2012
 
$
541

 
$
2,757

 
$
1,402

 
$
1,517

 
$
413

 
$
6,630


 * Results for the Cathodic Protection segment are included in "Other" in Segment Reporting (see Note 20).

As required, the Company performs an annual impairment test of recorded goodwill (during the fourth quarter of each year), or more frequently if impairment indicators or triggering events are present. In September 2011, the FASB issued guidance that simplified how entities test for goodwill impairment. This guidance permits entities to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform a two-step goodwill impairment test. We early adopted this guidance for our annual goodwill impairment test that was conducted in the fourth quarter of 2011. In 2010, when performing the two-step goodwill impairment test, the fair value of the goodwill of each segment was determined by using a discounted cash flow methodology based on projections of the amounts and timing of future revenues and cash flows, assumed discount rates and other assumptions as deemed appropriate.

In 2010, as a result of the annual impairment test of the goodwill recorded with respect to the Company’s GridSense reporting unit, the Company recorded a goodwill impairment charge of $1,166. The impairment test was based upon expected discounted cash flows from the Company’s GridSense reporting unit, using Level 3 inputs.

In performing the 2011 goodwill impairment test for each of our reporting units, we assessed the relevant qualitative factors and concluded that it is more likely than not that the fair values of our reporting units are greater than their carrying amounts. After reaching this conclusion, no further testing was performed. The qualitative factors we considered included, but were not limited to, general economic conditions, industry and market conditions, pipeline and backlog, our recent and forecasted financial performance and the price of the Company's common stock.

In performing the 2012 goodwill impairment test for the Company's Energy & Security Sonar Solutions, USSI, Power Generator Monitoring and Cathodic Protection reporting units, the Company assessed the relevant qualitative factors and concluded that it is more likely than not that the fair values of our reporting units are greater than their carrying amounts. After reaching this conclusion, no further testing was performed. The qualitative factors considered included, but were not limited to, general economic conditions, industry and market conditions, pipeline and backlog, our recent and forecasted financial performance and the price of the Company's common stock.

With respect to the Company's GridSense reporting unit, the Company evaluated its goodwill for impairment and determined that the fair value of this reporting unit exceeded its carrying value. The estimated fair value of the GridSense reporting unit used in the analysis exceeded its carrying values by approximately approximately $1,100 or 17%. Should certain assumptions used in the development of the fair values of our reporting unit change in the coming quarters, the Company may be required to recognize future goodwill impairments.




(b) Intangibles
 
The changes in the carrying amounts of and accumulated amortization of intangible assets from December 31, 2010 to December 31, 2012 were as follows:

 
 
Energy &
Security Sonar
Solutions
segment
 
GridSense segment
 
USSI segment
 
Power Generation Monitoring segment
 
Cathodic Protection segment**
 
 
 
 
Cost
 
A.A.*
 
Cost
 
A.A.*
 
Cost
 
A.A.*
 
Cost
 
A.A.*
 
Cost
 
A.A.*
 
Total
Balance as of December 31, 2010
 
$
560

 
$
(207
)
 
$
2,747

 
$
(219
)
 
$
2,565

 
$
(107
)
 
$

 
$

 
$

 
$

 
$
5,339

Amortization
 

 
(81
)
 

 
(323
)
 

 
(128
)
 

 

 

 

 
(532
)
Cumulative translation adjustment
 
(41
)
 
14

 
1

 
(1
)
 

 

 

 

 

 

 
(27
)
Balance as of December 31, 2011
 
519

 
(274
)
 
2,748

 
(543
)
 
2,565

 
(235
)
 

 

 

 

 
4,780

Acquisition of license (see Note 15(c))
 

 

 

 

 
150

 

 

 

 

 

 
150

Intangibles recorded in the acquisition of OmniMetrix (see Note 3(a))
 

 

 

 

 

 

 
4,385

 

 
1,196

 

 
5,581

Amortization
 

 
(81
)
 

 
(324
)
 

 
(145
)
 

 
(309
)
 

 
(118
)
 
(977
)
Cumulative translation adjustment
 
13

 
(9
)
 
29

 
(6
)
 

 

 

 

 

 

 
27

Balance as of December 31, 2012
 
$
532

 
$
(364
)
 
$
2,777

 
$
(873
)
 
$
2,715

 
$
(380
)
 
$
4,385

 
$
(309
)
 
$
1,196

 
$
(118
)
 
$
9,561

Weighted average estimated useful lives in years
 
6
 
10
 
20
 
13
 
9
 
 

*    Accumulated amortization
** Results for the Cathodic Protection segment are included in "Other" in Segment Reporting (see Note 20).

The composition of intangibles in each of the Company's segments are as follows:

Segment
 
Type of Intangible
Energy & Security Sonar Solutions
 
Naval technologies
GridSense
 
Software and customer relationships
USSI
 
Sensor technologies and license
Power Generation Monitoring
 
Technologies, customer relationships and non-compete agreements
Cathodic Protection*
 
Technologies and customer relationships

* The Cathodic Protection segment is included in "Other" in Segment Reporting (see Note 20).

     Amortization in respect of intangible assets amounted to $1,246, $939 and $977 for 2010, 2011 and 2012, respectively (such amortization includes amounts associated with discontinued operations of $862 and $407 for 2010 and 2011, respectively).
 
Amortization expense with respect to intangible assets is estimated to be $993, $977, $865, $854 and $854 for each of the years ending December 31, 2013 through 2017.