v2.4.0.6
GOODWILL AND OTHER INTANGIBLE ASSETS
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12 Months Ended |
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Goodwill and Intangible Assets Disclosure [Abstract] |
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GOODWILL AND OTHER INTANGIBLE ASSETS |
NOTE 8 - GOODWILL AND OTHER INTANGIBLE ASSETS
On July 11, 2012, the Company completed the acquisition of GenturaDx. As a result, the Company recorded approximately $8.3 million of goodwill and approximately $40.1 million of other identifiable intangible assets. In 2011, as a result of the acquisition of LMA, the Company recorded approximately $0.5 million of goodwill and $20.0 million of other identifiable intangible assets. For impairment testing purposes, the Company has assigned all of the GenturaDx and LMA goodwill to the ARP segment. This goodwill is not expected to be deductible for tax purposes.
The changes in the carrying amount of goodwill during the period are as follows (in thousands):
| | | | | | | | | | 2012 | | 2011 | Balance at beginning of year | $ | 42,763 |
| | $ | 42,250 |
| Acquisition of GenturaDx | 8,292 |
| | — |
| Acquisition of LMA | — |
| | 532 |
| Foreign currency translation adjustments | 73 |
| | (19 | ) | Balance at end of year | $ | 51,128 |
| | $ | 42,763 |
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As a result of the acquisition of LMA in 2011, the Company acquired amortizable identifiable intangible assets consisting of developed technology of $11.3 million, customer lists and contracts of $6.7 million, licensing and other agreements of $1.0 million, trade name of $0.7 million and in process research and development of $0.3 million. These will be amortized over their estimated lives of ten to twelve years for the developed technology; ten years for the customer lists and contracts; five years for the software related developed technology; eleven years for the licensing and other agreements; and one year for the trade name and non-compete agreements.
The current in process research and development projects are scheduled to be completed in 2013 and 2014. The estimated costs to complete these projects are between $10.0 and $15.0 million. During the fourth quarter of 2012, one of the in-process research and development projects from the BSD acquisition was abandoned and written off for $118,000.
The Company’s intangible assets are reflected in the table below (in thousands, except weighted average lives): | | | | | | | | | | | | | | | | | | | | | | Finite-lived | | Indefinite-lived | | | | Technology, trade secrets and know-how | | | | Other identifiable intangible assets | | IP R&D | | Total | 2011 | | | | | | | | | | | $ | 18,407 |
| | $ | 1,285 |
| | $ | 283 |
| | $ | 712 |
| | $ | 20,687 |
| Additions due to acquisition of LMA | 11,332 |
| | 6,697 |
| | 1,652 |
| | 286 |
| | 19,967 |
| Completion of IP R&D projects | 270 |
| | — |
| | — |
| | (270 | ) | | — |
| Write-off of IP R&D projects | — |
| | — |
| | — |
| | (92 | ) | | (92 | ) | Foreign currency translation adjustments | (9 | ) | | (1 | ) | | (2 | ) | | (5 | ) | | (17 | ) | | 30,000 |
| | 7,981 |
| | 1,933 |
| | 631 |
| | 40,545 |
| Less: accumulated amortization: | |
| | |
| | |
| | |
| | |
| | (7,362 | ) | | (308 | ) | | (73 | ) | | — |
| | (7,743 | ) | Amortization expense | (2,642 | ) | | (461 | ) | | (272 | ) | | — |
| | (3,375 | ) | Foreign currency translation adjustments | 5 |
| | 1 |
| | 4 |
| | — |
| | 10 |
| | (9,999 | ) | | (768 | ) | | (341 | ) | | — |
| | (11,108 | ) | | $ | 20,001 |
| | $ | 7,213 |
| | $ | 1,592 |
| | $ | 631 |
| | $ | 29,437 |
| Weighted average life (in years) | 10 |
| | 11 |
| | 9 |
| | |
| | |
| | | | | | | | | | | 2012 | |
| | |
| | |
| | |
| | |
| | $ | 30,000 |
| | $ | 7,981 |
| | $ | 1,933 |
| | $ | 631 |
| | $ | 40,545 |
| Additions due to acquisition of GenturaDx | — |
| | — |
| | — |
| | 40,100 |
| | 40,100 |
| Completion of IP R&D projects | — |
| | — |
| | — |
| | — |
| | — |
| Write-off of IP R&D projects | — |
| | — |
| | — |
| | (118 | ) | | (118 | ) | Foreign currency translation adjustments | 30 |
| | 5 |
| | 8 |
| | 14 |
| | 57 |
| | 30,030 |
| | 7,986 |
| | 1,941 |
| | 40,627 |
| | 80,584 |
| Less: accumulated amortization: | |
| | |
| | |
| | |
| | |
| | (9,999 | ) | | (768 | ) | | (341 | ) | | — |
| | (11,108 | ) | Amortization expense | (3,187 | ) | | (790 | ) | | (266 | ) | | — |
| | (4,243 | ) | Foreign currency translation adjustments | (7 | ) | | (2 | ) | | (6 | ) | | — |
| | (15 | ) | | (13,193 | ) | | (1,560 | ) | | (613 | ) | | — |
| | (15,366 | ) | | $ | 16,837 |
| | $ | 6,426 |
| | $ | 1,328 |
| | $ | 40,627 |
| | $ | 65,218 |
| Weighted average life (in years) | 10 |
| | 11 |
| | 9 |
| | |
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The estimated aggregate amortization expense for the next five years and thereafter is as follows (in thousands):
| | | | | 2013 | $ | 4,121 |
| 2014 | 4,092 |
| 2015 | 3,322 |
| 2016 | 3,107 |
| 2017 | 2,147 |
| Thereafter | 7,802 |
| | 24,591 |
| IPR&D | 40,627 |
| | $ | 65,218 |
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- Definition
The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 30
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=7658586&loc=d3e16373-109275
Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 30
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=7658586&loc=d3e16265-109275
Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 30
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=7658586&loc=d3e16323-109275
Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 142
-Paragraph 42, 43, 44, 45, 46, 47
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.
Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=14024403&loc=d3e13854-109267
Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=14024403&loc=d3e13816-109267
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