Goodwill and Other Intangible Assets, Net

6 Months Ended

Jun. 30, 2020

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets, Net

Intangible assets consist primarily of Goodwill, which is carried at its initial value, subject to evaluation for impairment, In-Process Research and Development (“IPR&D”), which is accounted for as an indefinite-lived intangible asset, subject to impairment testing until completion or abandonment of the project, and product licensing rights, trademarks and other such rights, which are capitalized and amortized on a straight-line basis over their useful lives, ranging from one to thirty years.

As of June 30, 2020 and 2019, accumulated amortization of intangible assets was $215.4 million and $233.8 million, respectively. The Company recorded amortization expense of $6.2 million and $10.0 million during the three month periods ended June 30, 2020 and 2019, respectively and $12.3 million and $21.0 million during the six month periods ended June 30,

2020 and 2019, respectively. The Company regularly assesses its amortizable intangible assets for impairment based on several factors, including estimated fair value and anticipated cash flows.

IPR&D intangible assets represent the value assigned to acquired R&D projects that principally represent rights to develop and sell a product that the Company has acquired which have not yet been completed or approved. These assets are subject to impairment testing until completion or abandonment of each project. Impairment testing requires the development of significant estimates and assumptions involving the estimation of net cash flows for each year for each project or product (including net revenue, cost of sales, selling and marketing costs and other costs which may be allocated), the selection of an appropriate discount rate in order to measure the risk inherent in each future cash flow stream, the assessment of each asset’s life cycle, the potential regulatory and commercial success risks, and competitive trends impacting the asset and each cash flow stream as well as other factors. The major risks and uncertainties associated with the timely and successful completion of the IPR&D projects include technical, legal, market and regulatory risk. If applicable, upon abandonment of an IPR&D project, the asset is fully impaired.

During the three month period ended June 30, 2020, one IPR&D project was impaired due to changes in estimates for market conditions, resulting in an impairment expense of $0.4 million, while no IPR&D projects were impaired during the comparative prior year period. Additionally, during the three month period ended June 30, 2020, no product licensing rights were impaired, compared to impairment of $0.4 million related to one product licensing right during the comparative prior year period.

During the six month period ended June 30, 2020, one IPR&D project was impaired, resulting in an impairment expense of $0.4 million, while during the six month period ended June 30, 2019 there were no IPR&D projects impaired. Additionally, during the six month period ended June 30, 2020, no product licensing rights were impaired, compared to impairments of $10.7 million expenses on two product licensing rights due to competition during the comparative prior year period.

Goodwill is tested for impairment annually or more frequently if changes in circumstances or the occurrence of events suggest that impairment may exist. In its annual goodwill impairment analysis, the Company uses widely accepted valuation techniques to determine the fair value of its reporting units. The Company’s valuation is primarily based on qualitative and quantitative assessments regarding the fair value of the reporting unit relative to its carrying value. The Company also models the fair value of the reporting unit based on projected earnings and cash flows of the reporting unit. Where available and as appropriate, comparative market multiples are used in conjunction with the results of the discounted cash flows. The Company engages third-party valuation consultants to assist in evaluating the Company's estimated fair value calculations. The carrying value of each reporting unit is based on the assets and liabilities associated with the operations of the reporting unit, including allocation of shared or corporate balances among reporting units. Allocations are generally based on sales and gross profit of each reporting unit as a percent of the total company results. During the first quarter of 2019, as a result of the Company's decision to explore strategic alternatives to exit AIPL, the Company performed impairment testing and recorded a full goodwill impairment of $16.0 million of its AIPL reporting unit. During the first quarter of 2020, the Company entered an immediate Event of Default under the Term Loan Agreement for not having any bids in the Sale Process (defined below) sufficient to pay all obligations under the Term Loan Agreement. This Event of Default triggered alternative milestones that, among other things, required the Company to commence the Chapter 11 Cases. These events created significant uncertainty in our business that caused a significant decline in our enterprise value and resulted in the full impairment of $267.9 million of goodwill.

The following table provides a summary of the activity in goodwill by segment for the six month period ended June 30, 2020 (in thousands):


	Consumer Health		Prescription Pharmaceuticals		Total
Balances at December 31, 2019	$	16,717	$	251,206	$	267,923
Currency translation adjustments	—		—		—
Acquisitions	—		—		—
Impairments	(16,717)		(251,206)		(267,923)
Dispositions	—		—		—
Balances at June 30, 2020	$	—	$	—	$	—

The following table sets forth the major categories of the Company’s intangible assets as of June 30, 2020 and December 31, 2019, and the weighted average remaining amortization period as of June 30, 2020 and December 31, 2019 (dollar amounts in thousands):


	Gross Amount		Accumulated Amortization		Reclassifications		Impairment		Net Carrying Amount		Weighted Average Remaining Amortization Period (years)
June 30, 2020
Product licensing rights	$	388,491	$	(199,006)	$	—	$	—	$	189,485	9.1
IPR&D	4,200		—		—		(400)		3,800		N/A - Indefinite lived
Trademarks	16,000		(7,695)		—		—		8,305		17.1
Customer relationships	4,225		(2,708)		—		—		1,517		5.8
Other intangibles	6,000		(6,000)		—		—		—		0.0
	$	418,916	$	(215,409)	$	—	$	(400)	$	203,107

December 31, 2019
Product licensing rights	$	472,041	$	(187,306)	$	—	$	(83,550)	$	201,185	9.5
IPR&D	4,400		—		—		(200)		4,200		N/A - Indefinite lived
Trademarks	16,000		(7,231)		—		—		8,769		17.2
Customer relationships	4,225		(2,578)		—		—		1,647		6.3
Other intangibles	6,000		(6,000)		—		—		—		0.0
	$	502,666	$	(203,115)	$	—	$	(83,750)	$	215,801