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Goodwill
6 Months Ended
Jun. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill
Note 10 – Goodwill
The Company tests goodwill for impairment on an annual basis and between annual tests if events and circumstances indicate it is more likely than not that the fair value of the reporting unit is less than the carrying value of the reporting unit.
Factors the Company considers important, which could trigger an impairment of such asset, include the following:
 
   
significant underperformance relative to historical or projected future operating results;
 
   
significant changes in the manner or use of the assets or the strategy for the Company’s overall business;
 
   
significant negative industry or economic trends;
 
   
significant decline in the Company’s stock price for a sustained period; and
 
   
a decline in the Company’s market capitalization below net book value.
The Company considered the goodwill impairment factors due to the uncertainty around the potential impact of the
COVID-19
pandemic on the Company’s continuing operations and on the global economy as a whole. Under this consideration the Company performed scenario testing as of March 31, 2020 updating the projections to the most recent impairment analysis performed as of October 1, 2019. The Company compared the scenario test again against current forecasts as of June 30, 2020 and concluded that it did not have a triggering event or impairment indicators in the quarter ended June 30, 2020.
The Company would record an impairment charge when such assessment indicates that the fair value of a reporting unit was less than the carrying value. In evaluating potential impairments outside of the annual measurement date, judgment is required in determining whether an event has occurred that may impair the value of goodwill or intangible assets.
The Company utilizes either discounted cash flow models or other valuation models, such as comparative transactions and market multiples, to determine the fair value of reporting units. The Company makes assumptions about future cash flows, future operating plans, discount rates, comparable companies, market multiples, purchase price premiums and other
factors in those models. Different assumptions and judgment determinations could yield different conclusions that would result in an impairment charge to income in the period that such change or determination was made.
The Company determines the fair values for each reporting unit using a weighting of the income approach and the market approach. For purposes of the income approach, fair value is determined based on the present value of estimated future cash flows, discounted at an appropriate risk adjusted rate. The Company uses internal forecasts to estimate future cash flows and includes estimates of long-term future growth rates based on our most recent views of the long-term forecast for each segment. Accordingly, actual results can differ from those assumed in our forecasts. Discount rates are derived from a capital asset pricing model and by analyzing published rates for industries relevant to our reporting units to estimate the cost of equity financing. The Company uses discount rates that are commensurate with the risks and uncertainty inherent in the respective businesses and in our internally developed forecasts.
In the market approach, the Company uses a valuation technique in which values are derived based on market prices of publicly traded companies with similar operating characteristics and industries. A market approach allows for comparison to actual market transactions and multiples. It can be somewhat limited in its application because the population of potential comparable publicly-traded companies can be limited due to differing characteristics of the comparative business and ours, as well as market data may not be available for divisions within larger conglomerates or
non-public
subsidiaries that could otherwise qualify as comparable, and the specific circumstances surrounding a market transaction (e.g., synergies between the parties, terms and conditions of the transaction, etc.) may be different or irrelevant with respect to the business.
The Company corroborates the total fair values of the reporting units using a market capitalization approach; however, this approach cannot be used to determine the fair value of each reporting unit value. The blend of the income approach and market approach is more closely aligned to the business profile of the Company, including markets served and products available. In addition, required rates of return, along with uncertainties inherent in the forecast of future cash flows, are reflected in the selection of the discount rate. In addition, under the blended approach, reasonably likely scenarios and associated sensitivities can be developed for alternative future states that may not be reflected in an observable market price. The Company will assess each valuation methodology based upon the relevance and availability of the data at the time the valuation is performed and weights the methodologies appropriately.
The Company has two operating segments, Detection and Therapy, as further discussed in Note 12 below.
A rollforward of goodwill activity by reportable segment is as follows (in thousands):
 
     Consolidated
reporting unit
     Detection      Therapy      Total  
Accumulated Goodwill
     47,937      $ —        $ —          47,937  
Accumulated impairment
     (26,828      —          —          (26,828
Fair value allocation
     (21,109      7,663        13,446        —    
Acquisition of DermEbx and Radion
     —          —          6,154        6,154  
Acquisition measurement period adjustments
     —          —          116        116  
Acquisition of VuComp
     —          1,093        —          1,093  
Sale of MRI assets
     —          (394         (394
Impairment
     —          —          (19,716      (19,716
  
 
 
    
 
 
    
 
 
    
 
 
 
Prior to December 31, 201
9
     —          8,362        —          8,362  
  
 
 
    
 
 
    
 
 
    
 
 
 
Balance at June 30, 2020
   $ —        $ 8,362      $ —        $ 8,362