Goodwill and Intangible Assets

12 Months Ended

Dec. 31, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Changes in the carrying amount of goodwill for the twelve months ended December 31, 2017 and December 31, 2016 are as follows:



(in thousands)	Goodwill
Balance as of December 31, 2015	$	56,006
Measurement period adjustments	6,367
Impairment	(62,373		)
Balance as of December 31, 2016	$	—
Goodwill as a result of the Business Combination	9,402
Balance as of December 31, 2017	$	9,402

During the Company's annual goodwill impairment testing for the year ended December 31, 2016, it utilized the quantitative methods to assess impairment and concluded that goodwill was fully impaired.

The Company’s other intangible assets at December 31, 2017 and December 31, 2016 consisted of the following:



	December 31, 2017									December 31, 2016
(in thousands)	Gross Carrying Amount		Accumulated Amortization			Impairment		Net		Gross Carrying Amount		Accumulated Amortization			Impairment			Net
Other intangible assets:
Developed technology	$	759,374	$	(94,886	)	$	—	$	664,488	$	757,000	$	(55,623	)	$	—		$	701,377
In-process research and development	39,000		(2,889		)	—		36,111		39,000		(722		)	—			38,278
Trade name	29,816							29,816		35,500		—			(9,500		)	26,000
Service provider network	2,000					—		2,000		2,000		—			—			2,000
Customer relationships	20,306		(806		)	—		19,500		8,000		(472		)	—			7,528
Software	1,274		(404		)	—		870		660		(104		)	—			556
Software not yet placed in service	5,022					—		5,022		753		—			—			753
Other	100		(25		)	—		75		100		(8		)	—			92
Total intangible assets	$	856,892	$	(99,010	)	$	—	$	757,882	$	843,013	$	(56,929	)	$	(9,500	)	$	776,584

During the Company's annual impairment testing conducted for the year ended December 31, 2016, the Company recorded an impairment charge of $9.5 million on its AgroFresh and SmartFresh trade names. The annual impairment testing for the year ended December 31, 2017 resulted in no indicators of impairment.

The weighted-average amortization period remaining for the finite-lived intangible assets is 16.9 years. The weighted-average amortization period remaining for developed technology, customer relationships, in-process R&D, software, and other is 17.2, 21.6, 16.8, 3.1, and 4.5 years, respectively.

Amortization expense was $41.9 million, $40.3 million, $16.5 million, and $16.9 million for the twelve months ended December 31, 2017 and 2016, and the five months ending December 31, 2015 and the seven months ended July 31, 2015.

Estimated annual amortization expense for finite-lived intangible assets, excluding amounts in Work in Progress, subsequent to December 31, 2017 is as follows:



(in thousands)	Amount
2018	$	43,657
2019	43,970
2020	43,951
2021	43,814
2022	43,691
Thereafter	501,960
Total	$	721,043

- 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.

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