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Goodwill and Intangible Assets, Net
6 Months Ended
Jun. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets, Net

5. GOODWILL AND INTANGIBLE ASSETS, NET

Goodwill

Goodwill as of June 30, 2023 and December 31, 2022 was as follows (in thousands):

 

Balance as of December 31, 2022

 

$

111,526

 

Effect of exchange rate

 

 

379

 

Balance as of June 30, 2023

 

$

111,905

 

As of June 30, 2023, the Company evaluated the relevant events and circumstances under ASC 350-20-35-3C that would more likely than not reduce the fair value of a reporting unit below its carrying amount, including potential declines in Kaleyra's stock price, market capitalization and operating results, noting no such events or circumstances in the current quarter.

Following the launch of the Value Creation Program in early 2023, during the current quarter the Company decided to refocus the UK business on higher margin product offerings to further improve the group financial and operating performance, with a resulting downward revision to UK projected cash flows. In consideration of such event, the Company performed its goodwill impairment test analysis at June 30, 2023 on the reporting unit to which the relevant goodwill was allocated, driven by assumptions regarding estimated future cash flows, discount rates and perpetual growth rates to determine the relevant reporting unit’s estimated fair value. The recoverable amount of this reporting unit was estimated in accordance with the fair value approach under the discounted cash flows method based on a five-year projections period. As a result of this assessment, after recording the impairment of amortizable intangible assets, as described below, the Company concluded that no impairment losses were to be recorded on this reporting unit as of the interim date as the fair value of the reporting unit exceeded its carrying amount. No impairment indicators were noted in the other reporting units.

As of June 30, 2023 and December 31, 2022, the Company recorded the carrying amount of goodwill equal to $111.9 million and $111.5 million, respectively.

Intangible assets, net

Intangible assets consisted of the following (in thousands):

 

 

 

As of June 30, 2023

 

 

As of December 31, 2022

 

 

 

Gross

 

 

Accumulated
Amortization

 

 

Net

 

 

Gross

 

 

Accumulated
Amortization

 

 

Net

 

Amortizable Intangible Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Developed technology

 

$

23,772

 

 

$

12,560

 

 

$

11,212

 

 

$

23,895

 

 

$

11,162

 

 

$

12,733

 

Customer relationships

 

 

56,444

 

 

 

20,585

 

 

 

35,859

 

 

 

56,336

 

 

 

17,826

 

 

 

38,510

 

Trade names

 

 

8,599

 

 

 

3,051

 

 

 

5,548

 

 

 

8,658

 

 

 

2,568

 

 

 

6,090

 

Patent

 

 

145

 

 

 

86

 

 

 

59

 

 

 

143

 

 

 

76

 

 

 

67

 

Total amortizable intangible assets

 

$

88,960

 

 

$

36,282

 

 

$

52,678

 

 

$

89,032

 

 

$

31,632

 

 

$

57,400

 

The changes in carrying amounts of intangible assets consisted of the following as of June 30, 2023:

 


 

 

Developed technology

 

 

Customer relationships

 

 

Trade names

 

 

Patent

 

 

Total

 

December 31, 2022

 

$

12,733

 

 

$

38,510

 

 

$

6,090

 

 

$

67

 

 

$

57,400

 

Additions

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortizations

 

 

(1,354

)

 

 

(2,694

)

 

 

(475

)

 

 

(9

)

 

 

(4,532

)

Impairments

 

 

(234

)

 

 

 

 

 

(87

)

 

 

 

 

 

(321

)

Foreign exchange

 

 

67

 

 

 

43

 

 

 

20

 

 

 

1

 

 

 

131

 

June 30, 2023

 

$

11,212

 

 

$

35,859

 

 

$

5,548

 

 

$

59

 

 

$

52,678

 

As of June 30, 2023, the Company evaluated the relevant events or changes in circumstances under ASC 360-10-35-21 that could potentially indicate that the carrying amount of the amortizable intangible assets may not be recoverable.

During the three months ended June 30, 2023, impairment charges of $234,000 and $87,000 were recorded on UK developed technology and trade names amortizable intangible assets, respectively. Impairment losses were recorded in relation to the no more recoverable amounts of intangible assets following the overall downward revision to UK projected cash flows, as described above. The revised estimated cash flow projections were the drivers for impairment losses determined as the difference between the carrying amount and the estimated fair values under the Relief from Royalty Method for the developed technology and trade names intangibles. No impairment indicators were noted on other amortizable intangible assets.

Impairment loss is included in “Intangible asset impairment” on the condensed consolidated statements of operations.

Amortization expense was $2.3 million and $4.4 million for the three months ended June 30, 2023 and 2022, respectively. Amortization expense was $4.5 million and $8.8 million for the six months ended June 30, 2023 and 2022, respectively.

Total estimated future amortization expense as of June 30, 2023 is as follows (in thousands):

 

 

 

As of June 30, 2023

 

2023 (remaining six months)

 

$

4,414

 

2024

 

 

8,857

 

2025

 

 

8,788

 

2026

 

 

8,719

 

2027

 

 

7,239

 

2028 and thereafter

 

 

14,661

 

Total

 

$

52,678