XML 24 R11.htm IDEA: XBRL DOCUMENT v3.22.2.2
Goodwill and Intangible Assets, Net
9 Months Ended
Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets, Net

Note 8. Goodwill and Intangible Assets, Net

The following is a summary of the changes in the carrying amount of goodwill (in thousands):

 

 

 

Balance at September 30, 2022

 

 

Balance at December 31, 2021

 

 

 

Gross

 

 

Accumulated
Impairment

 

 

Net

 

 

Gross

 

 

Accumulated
Impairment

 

 

Net

 

Goodwill

 

$

16,613

 

 

$

16,613

 

 

$

 

 

$

16,613

 

 

$

 

 

$

16,613

 

Goodwill is tested for impairment annually as of October 1, or more frequently if events or circumstances indicate that the carrying value may no longer be recoverable and that an impairment may have occurred. The Company operates as one segment and one reporting unit, and therefore goodwill is tested for impairment at the entity level. During the three months ended September 30, 2022, the market price of Teknova’s common stock and market capitalization declined significantly. Given the significance of this decline, the Company performed interim goodwill impairment testing.

The fair value of the Company was determined using a combination of an income approach and market approach. The income approach was based on the present value of future cash flows, which were derived from financial forecasts, and requires

significant assumptions and judgement including among others, a discount rate and a terminal value. Fair values were based on expected future cash flows using Level 3 inputs under ASC 820, Fair Value Measurement. The cash flows are those expected to be generated by the Company, discounted at the weighted average cost of capital. The present value of future cash flows was determined by discounting estimated future cash flows at an 18.0% weighted average cost of capital, which considers the risk of achieving the projected cash flows, long-term growth rate, the risk applicable to the Company, industry and market as a whole.

The guideline public company method, a market approach method, was also used to estimate the fair value of the Company. The guideline public company method utilizes the trading multiples of similarly traded public companies. The unobservable inputs used to measure the fair value primarily included projected revenue growth rates and the determination of appropriate market comparison companies. Selected multiples were considered and applied to the trailing-twelve-month and next-twelve-month enterprise value-to-revenue multiples.

The resulting estimated fair value was reconciled to the Company’s market capitalization. The reconciliation included an estimated implied control premium above the Company's market capitalization on September 30, 2022 of approximately 25%. Based on the results of the impairment test, the Company determined goodwill was fully impaired and recorded an impairment charge of $16.6 million during the three months ended September 30, 2022.

The following is a summary of intangible assets with definite and indefinite lives (in thousands):

 

 

 

Balance at September 30, 2022

 

 

Balance at December 31, 2021

 

 

 

Gross

 

 

Accumulated
Amortization

 

 

Net

 

 

Gross

 

 

Accumulated
Amortization

 

 

Net

 

Definite Lived:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Customer relationships

 

$

9,180

 

 

$

4,256

 

 

$

4,924

 

 

$

9,180

 

 

$

3,395

 

 

$

5,785

 

Indefinite Lived:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tradename

 

 

12,919

 

 

 

 

 

 

12,919

 

 

 

12,919

 

 

 

 

 

 

12,919

 

Total intangible assets

 

$

22,099

 

 

$

4,256

 

 

$

17,843

 

 

$

22,099

 

 

$

3,395

 

 

$

18,704

 

For the three months ended September 30, 2022 and 2021, amortization expense was approximately $0.3 million and $0.3 million, respectively. For the nine months ended September 30, 2022 and 2021, amortization expense was approximately $0.9 million and $0.9 million, respectively.

As of September 30, 2022, the remaining weighted-average useful life of definite lived intangible assets is 4.3 years. The estimated future amortization expense of intangible assets with definite lives is as follows (in thousands):

 

 

 

Amount

 

Remainder of 2022

 

$

287

 

2023

 

 

1,148

 

2024

 

 

1,148

 

2025

 

 

1,148

 

2026

 

 

1,148

 

Thereafter

 

 

45

 

Estimated future amortization expense of definite-lived intangible assets

 

$

4,924