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Note 10. Goodwill and Intangible Assets
12 Months Ended
Mar. 31, 2013
Goodwill and Intangible Assets Disclosure [Text Block]

NOTE 10.    GOODWILL AND INTANGIBLE ASSETS


Goodwill


Goodwill— Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired in a business combination. We evaluate goodwill for impairment on an annual basis or whenever events and changes in circumstances suggest that the carrying amount may not be recoverable. We conduct our annual impairment analysis in the fourth quarter of each fiscal year. Impairment of goodwill is tested at the reporting unit level by comparing the reporting unit’s carrying amount, including goodwill, to the fair value of the reporting unit. Estimations and assumptions regarding the number of reporting units, future performances, results of our operations and comparability of our market capitalization and net book value will be used. If the carrying amount of the reporting unit exceeds its fair value, goodwill is considered impaired and a second step is performed to measure the amount of impairment loss. Because we have one reporting unit, we utilize an entity-wide approach to assess goodwill for impairment.


In the fourth quarter of fiscal years 2013, 2012 and 2011, we conducted our annual impairment. As of the test date and as of year-end, and before consideration of a control premium, the fair value, which was estimated as our market capitalization, exceeded the carrying value of our net assets. As a result, no impairment was recorded for fiscal years 2013, 2012 and 2011.


The changes in the carrying amount of goodwill for fiscal years 2013 and 2012 were as follows (in thousands):


 

Amount

Balance as of March 27, 2011

  $ 3,184

Goodwill additions

    —

Balance as of April 1, 2012

  $ 3,184

Goodwill additions

    7,172

Balance as of March 31, 2013

  $ 10,356

Intangible Assets


Our purchased intangible assets as of the dates indicated below were as follows (in thousands):


 

March 31, 2013

April 1, 2012

 

Carrying

Amount

Accumulated Amortization

Net

Carrying

Amount

Carrying

Amount

Accumulated Amortization

Net

Carrying

Amount

Existing technology

  $ 42,858   $ (30,668

)

  $ 12,190   $ 34,848   $ (27,286

)

  $ 7,562

Patents/Core technology

    3,459     (3,182

)

    277     3,736     (2,855

)

    881

Distributor relationships

    1,264     (1,219

)

    45     1,264     (1,119

)

    145

Customer relationships

    2,905     (2,079

)

    826     2,905     (1,751

)

    1,154

Tradenames/Trademarks

    1,025     (1,025

)

    —     1,025     (1,012

)

    13

Total

  $ 51,511   $ (38,173

)

  $ 13,338   $ 43,778   $ (34,023

)

  $ 9,755

Long-lived assets are amortized on a straight-line basis over their respective estimated useful lives. Existing technology is amortized over two to seven years. Patents/core technology is amortized over five to six years. Distributor relationships are amortized over six years. Customer relationships are amortized over six to seven years and tradenames/trademarks are amortized over three years. We evaluate the remaining useful life of our long-lived assets that are being amortized each reporting period to determine whether events and circumstances warrant a revision to the remaining period of amortization. If the estimate of an intangible asset’s remaining useful life is changed, the remaining carrying amount of the long-lived asset is amortized prospectively over the remaining useful life. Long-lived assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If an indicator of impairment exists, we compare the carrying value of long-lived assets to our projection of future undiscounted cash flows attributable to such assets and, in the event that the carrying value exceeds the future undiscounted cash flows, we record an impairment charge equal to the excess of the carrying value over the asset’s fair value. Although the assumptions used in projecting future revenues and gross margins are consistent with those used in our annual strategic planning process, intangible asset impairment charges might be required in future periods if our assumptions are not achieved.


During the second quarter of fiscal year 2013, we sold certain patents for $500,000 and recorded a gain of approximately $223,000.


During the fourth quarter of fiscal year 2012 we exited the OTN market, and, in connection therewith, stopped development of our OTN products. We also ceased development of our de-duplication products. In both instances, we determined that the current economic and market environment did not provide the potential to deliver acceptable returns on the required investments. As a result, in the fourth quarter of fiscal year 2012, we expensed the costs for the related IPR&D and intangible assets. We recorded total charges of $1.7 million in restructuring charges and exit costs line item in our consolidated statements of operations.


The intangible asset charges related to the exiting of the OTN and de-duplication products of $1.7 million consists of $0.3 million write-off of the IPR&D acquired from Galazar, $1.1 million of amortization of purchased intangible assets related to the OTN products acquired from Galazar and $0.3 million amortization of the existing technology acquired from Hifn. See “Note 8—Restructuring Charges and Exit Costs.”


During the fourth quarter of fiscal year 2011, we exited the data center virtualization market, and, in connection therewith, discontinued development of our 10GbE network interface cards. We determined that the current economic and market environment did not provide the potential to deliver acceptable returns on the required investments in these products. As a result, in the fourth quarter of fiscal year 2011 we abandoned all related in-process research and development. In addition, we began to actively market for sale the related assets of our 10GbE technology, consisting primarily of underlying existing and core technology intangible assets. Charges related to this decision in the fourth quarter of fiscal year 2011 included $7.5 million for the impairment of intangible assets, which is included within the impairment of intangible assets and goodwill line in our consolidated statements of operations.


The intangible asset impairment charge of $7.5 million consists of $0.8 million to the write-off abandoned IPR&D acquired in the Neterion acquisition and $6.7 million to write-down the carrying value of intangible assets that were held for sale to $0.2 million at March 27, 2011, which represented their estimated fair value less costs to sell based on third-party bids received as of that date. In June 2011, we completed the asset sale process and received $0.2 million, net of selling costs.


The aggregate amortization expenses for our purchased intangible assets for fiscal years indicated below were as follows (in thousands):


 

March 31,

2013

April 1,

2012

March 27,

2011

Amortization expense

  $ 4,150   $ 6,700   $ 10,233

The total future amortization expenses for our purchased intangible assets are summarized below (in thousands):


Fiscal Year

Amount

2014

  $ 5,734

2015

    3,508

2016

    2,332

2017

    965

2018

    786

2019 and thereafter

    13

Total future amortization

  $ 13,338