GOODWILL AND INTANGIBLE ASSETS

12 Months Ended

Dec. 31, 2021

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS

Goodwill

The Company’s goodwill results from the acquisition of Pacira Pharmaceuticals, Inc. from SkyePharma Holding, Inc. (now a subsidiary of Vectura Group plc), or Skyepharma in 2007 (the “Skyepharma Acquisition”), the MyoScience Acquisition in 2019 and the Flexion Acquisition in 2021. The change in the carrying value of the Company’s goodwill is summarized as follows (in thousands):

	Carrying Value
Balance at December 31, 2019	$	99,547
2020 accumulated adjustments	—
Balance at December 31, 2020	99,547
Goodwill arising from milestones achieved under the Skyepharma Acquisition	36,000
Goodwill arising from the Flexion Acquisition	9,628
Balance at December 31, 2021	$	145,175

The Skyepharma Acquisition was accounted for under Statement of Financial Accounting Standards 141, Accounting for Business Combinations, which was the effective GAAP standard at the date of acquisition. In connection with the Skyepharma Acquisition, the Company agreed to certain milestone payments for DepoBupivacaine products, including EXPAREL. In the fourth quarter of 2021, the Company met both of its two remaining milestones due to Skyepharma: $4.0 million upon the first commercial sale in the U.K., France, Germany, Italy or Spain which was paid in the fourth quarter of 2021; and $32.0 million when annual net sales collected reached $500.0 million, which was paid in the first quarter of 2022. These milestone payments were treated as additions to the Skyepharma Acquisition and, therefore, recorded as goodwill. The Company made a tax election that allows the acquired goodwill and intangible assets associated with the MyoScience Acquisition to be tax deductible.

In connection with the Flexion Acquisition, the Company recorded goodwill totaling $9.6 million. The acquired goodwill and intangible assets are currently not deductible for tax purposes. However, the Company is considering certain tax elections that would allow for the future deduction of acquired goodwill and intangible assets.

Intangible Assets

Intangible assets, net, consist of the IPR&D and developed technology from the Flexion Acquisition and developed technology and customer relationships from the MyoScience Acquisition and are summarized as follows (dollar amounts in thousands):

December 31, 2021	Gross Carrying Value		Accumulated Amortization		Intangible Assets, Net		Weighted-Average Useful Lives
Developed technologies	$	590,000	$	(27,097)	$	562,903	10 years, 5 months
Customer relationships	90		(25)		65		10 years
Total finite-lived intangible assets, net	590,090		(27,122)		562,968
Acquired IPR&D	61,000		—		61,000
Total intangible assets, net	$	651,090	$	(27,122)	$	623,968
December 31, 2020	Gross Carrying Value		Accumulated Amortization		Intangible Assets, Net		Weighted-Average Useful Lives
Developed technology	$	110,000	$	(13,553)	$	96,447	14 years
Customer relationships	90		(16)		74		10 years
Total intangible assets, net	$	110,090	$	(13,569)	$	96,521

Amortization expense on intangible assets for the years ended December 31, 2021 and 2020 was $13.6 million and $7.9 million, respectively. Assuming no changes in the gross carrying amount of these intangible assets, the future estimated

amortization expense on the finite-lived intangible assets will be $57.4 million through 2028, $57.3 million in 2029 and 2030, $36.9 million in 2031, $7.9 million in 2032 and $2.2 million in 2033.