XML 49 R30.htm IDEA: XBRL DOCUMENT v3.22.4
Business Combinations (Tables)
12 Months Ended
Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Schedule of Business Acquisitions, by Acquisition
The following table summarizes the preliminary purchase price allocation to assets acquired and liabilities assumed, including identification of measurement period adjustments (in thousands):
Preliminary Recorded Value
Cash and cash equivalents$1,063 
Accounts receivable3,311 
Contract asset1,913 
Inventories, net127 
Prepaid expenses and other current assets70 
Property and equipment1,353 
Operating lease right-of-use assets449 
Other non-current assets22 
Intangible assets (1)15,600 
Goodwill (2)15,885 
Total assets acquired39,793 
Current and non-current liabilities(5,158)
Total liabilities assumed(5,158)
Net assets acquired$34,635 
(1) Tradename was measured using the relief-from-royalty method. The remaining identifiable intangible assets were measured using the income approach. Significant inputs used as part of the valuation of intangible assets include revenue forecasts, present value factors, expected product margins and costs to complete the IPR&D.
(2) Goodwill is the excess of the consideration transferred over the net assets recognized and represents the expected future economic benefits as a result of other assets acquired that could not be individually identified and separately recognized. Goodwill is not amortized. The factors that made up goodwill recognized included assembled workforce and component cost savings. The entire amount of goodwill is expected to be deductible for tax purposes and is allocated to the ATS segment, which is also deemed the reporting unit.
The following table summarizes the purchase price allocation to assets acquired and liabilities assumed, including identification of measurement period adjustments:
Recorded Value
Cash and cash equivalents$358 
Accounts receivable810 
Other current assets482 
Property and equipment1,248 
Other non-current assets384 
Intangible assets (1)2,650 
Goodwill (2)2,244 
     Total assets acquired8,176 
Current Liabilities(488)
Non-current liabilities(1,346)
     Total liabilities assumed(1,834)
      Net assets acquired$6,342 
(1) Identifiable intangible assets were measured using the income approach.
(2) Goodwill is the excess of the consideration transferred over the net assets recognized and represents the expected future economic benefits as a result of other assets acquired that could not be individually identified and separately recognized. Goodwill is not amortized. The factors that made up the goodwill recognized included assembled workforce and component cost savings. Goodwill is not expected to be deductible for tax purposes.
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination
Identifiable intangible assets recognized (in thousands):
Useful LifePreliminary Recorded Value
Customer backlog2 years$650 
Customer relationships4 years2,950 
Developed technology8 years4,000 
In-process research and development (IPR&D) (1)7,500 
Tradename4 years500 
Total intangible assets$15,600 
(1) IPR&D intangibles are treated as indefinite-lived until the completion or abandonment of the associated R&D
project, at which time the appropriate useful lives will be determined.
Identifiable intangible assets recognized:
Useful LifeRecorded Value
Customer relationships10 years$780 
Tradename
≤ 1 year
120 
Developed technology10 years1,750 
Total intangible assets$2,650 
Schedule of the impact of Adjustments to the Unaudited Pro Forma The table below reflects the impact of adjustments to the unaudited pro forma results for the years ended December 31, 2022 and 2021 that are directly attributable to the acquisition (in thousands):
December 31,
20222021
(Unaudited)
(Decrease) / increase to expenses as a result of transaction costs$(2,582)$2,795 
(Decrease) / increase to expenses as a result of stock-based compensation expense4,119 19,593 
Business Acquisition, Pro Forma Information
The unaudited pro forma information presented below is for informational purposes only and is not necessarily indicative of our consolidated results of operations of the combined business had the acquisition actually occurred at the beginning of fiscal year 2021 or the results of our future operations of the combined businesses (in thousands).
December 31,
20222021
(Unaudited)
Revenue$46,422 $49,804 
Net loss(447,736)(260,813)