NOTE

- GOODWILL AND OTHER INTANGIBLE ASSETS

Carrying values of goodwill and other intangible assets with indefinite lives are reviewed at least annually for possible impairment. The Company

may

first

assess qualitative factors in order to determine if goodwill and indefinite-lived intangible assets are impaired. If through the qualitative assessment it is determined that it is more likely than not that goodwill and indefinite-lived assets are not impaired, no further testing is required. If it is determined more likely than not that goodwill and indefinite-lived assets are impaired, or if the Company elects not to

first

assess qualitative factors, the Company’s impairment testing continues with the estimation of the fair value of reporting units and indefinite-lived intangible assets using a combination of a market approach and an income (discounted cash flow) approach, at the reporting unit level. The estimation of the fair value of reporting units and intangible assets requires significant management judgment with respect to revenue and expense growth rates, changes in working capital and the selection and use of an appropriate discount rate. The estimates of fair value of reporting units are based on the best information available as of the date of the assessment. The use of different assumptions would increase or decrease estimated discounted future operating cash flows and could increase or decrease an impairment charge. Company management uses its judgment in assessing whether assets

may

have become impaired between annual impairment tests. Indicators such as adverse business conditions, economic factors and technological change or competitive activities

may

signal that an asset has become impaired.

The Company identified its reporting units in conjunction with its annual goodwill impairment testing. The Company relies upon a number of factors, judgments and estimates when conducting its impairment testing including, but not limited to operating results, forecasts, anticipated future cash flows and marketplace data. There are inherent uncertainties related to these factors and judgments in applying them to the analysis of goodwill impairment.

As of

March

2017,

the Company performed its annual goodwill impairment test on the

three

reporting units that contain goodwill (excluding Atlas Lighting Products). The preliminary goodwill impairment test on

one

reporting unit in the Lighting Segment passed with a business enterprise value that was

$60.0

million or

80%

above the carrying value of this reporting unit including goodwill. The preliminary goodwill impairment test of the

one

reporting unit with goodwill in the Graphics Segment passed with an estimated business enterprise value that was

$4.2

million or

423%

above the carrying value of the reporting unit including goodwill. The preliminary goodwill impairment test of the reporting unit in the Technology Segment that contains goodwill passed with an estimated business enterprise value that was

$23.2

million or

95%

above the carrying value of this reporting unit including goodwill. The impairment test is expected to be completed in the

fourth

quarter of fiscal

2017.

It is anticipated that the results of the test will not change when the test is complete.

The Company acquired all of the capital stock of Atlas Lighting Products, Inc., on

February

21,

2017

(see Note

16).

The total purchase price exceeded the estimated fair value of net assets by approximately

$47.9

million, which was allocated to goodwill. A preliminary valuation of the goodwill and intangible assets was completed in

March

2017,

and preliminary purchase price allocations have been made at

February

21,

2017.

While identified intangible assets related to the Atlas acquisition are being amortized effective

February

21,

2017

over appropriate lives, goodwill will not be amortized on the Company’s financial statements. Goodwill and intangible assets related to Atlas Lighting Products are included in the assets of the Lighting Segment. It is anticipated that the valuation analysis will be fully complete in the

fourth

quarter of fiscal

2017.

Refer to Note

for additional information on the intangible assets of Atlas Lighting Products.

March

2017,

a customer relationship intangible asset with a net book value of

$479,000

related to the LED video screen product line in the Graphics Segment was determined to be fully impaired. The Company deemed that

distribution channels and corresponding projected future cash flows that support the customer list intangible asset are not adequate to support the asset.

The following table presents information about the Company's goodwill on the dates or for the periods indicated:

Goodwill
(In thousands)	Lighting			Graphics			Technology
	Segment			Segment			Segment			Total
Balance as of June 30, 2016
Goodwill	$	34,913		$	28,690		$	11,621		$	75,224
Accumulated impairment losses		(34,778	)		(27,525	)		(2,413	)		(64,716	)
Goodwill, net as of June 30, 2016	$	135		$	1,165		$	9,208		$	10,508

Goodwill acquired	$	47,868		$	--		$	--		$	47,868

Balance as of March 31, 2017
Goodwill	$	82,781			28,690			11,621			123,092
Accumulated impairment losses		(34,778	)		(27,525	)		(2,413	)		(64,716	)
Goodwill, net as of March 31, 2017	$	48,003		$	1,165		$	9,208		$	58,376

The Company performed its annual review of indefinite-lived intangible assets (excluding the intangible assets of Atlas Lighting Products) as of

March

2017

and determined there was no impairment. The preliminary indefinite-lived intangible impairment test passed with a fair market value that was

$15.2

million or

445%

above its carrying value. The impairment test is expected to be completed in the

fourth

quarter of fiscal

2017.

It is anticipated that the results of the test will not change when the test is complete.

The gross carrying amount and accumulated amortization by major other intangible asset class is as follows:

	March 31, 2017
Other Intangible Assets	Gross
(In thousands)	Carrying		Accumulated		Net
	Amount		Amortization		Amount
Amortized Intangible Assets
Customer relationships	$	35,563	$	7,438	$	28,125
Patents		338		180		158
LED technology firmware, software		16,066		11,098		4,968
Trade name		2,658		472		2,186
Non-compete agreements		710		710		--
Total Amortized Intangible Assets		55,335		19,898		35,437

Indefinite-lived Intangible Assets
Trademarks and trade names		3,422		--		3,422
Total Indefinite-lived Intangible Assets		3,422		--		3,422

Total Other Intangible Assets	$	58,757	$	19,898	$	38,859

	June 30, 2016
Other Intangible Assets	Gross
	Carrying		Accumulated		Net
(In thousands)	Amount		Amortization		Amount
Amortized Intangible Assets
Customer relationships	$	9,316	$	7,581	$	1,735
Patents		338		154		184
LED technology firmware, software		11,228		10,989		239
Trade name		460		460		--
Non-compete agreements		710		704		6
Total Amortized Intangible Assets		22,052		19,888		2,164

Indefinite-lived Intangible Assets
Trademarks and trade names		3,422		--		3,422
Total Indefinite-lived Intangible Assets		3,422		--		3,422

Total Other Intangible Assets	$	25,474	$	19,888	$	5,586

(In thousands)	Amortization Expense of Other Intangible Assets
	March 31, 2017		March 31, 2016

Three Months Ended	$	359	$	126
Nine Months Ended	$	567	$	379

The Company expects to record annual amortization expense as follows:

(In thousands)
2017	$	1,486
2018	$	2,761
2019	$	2,761
2020	$	2,687
2021	$	2,683
After 2021	$	23,587