Acquisitions

12 Months Ended

Dec. 31, 2020

Sualab Co., Ltd.

On October 16, 2019, the Company acquired all the outstanding shares of Sualab Co., Ltd. (Sualab), a provider of deep learning-based vision software for industrial image analysis based in Korea. The total consideration of $193,638,000 included cash payments of $170,602,000 upon closing. In the fourth quarter of 2020, the Company recorded a credit to goodwill in the amount of $1,004,000 representing a purchase price adjustment. The remaining consideration consists of deferred payments of $24,040,000 that may become payable on the fourth anniversary date of the closing, contingent upon continued employment of key talent, and will be recorded as compensation expense over this four-year period.

Sualab's intellectual property, engineering expertise, and market coverage are expected to increase the Company's existing deep learning capabilities. Combined with intellectual property acquired from ViDi Systems S.A. in 2017, the Company is now a leading provider of deep learning-based industrial vision software.

The purchase price that was not related to employment was allocated as follows (in thousands):


Cash and cash equivalents	$	3,691
Current investments	9,487
Accounts receivable	1,200
Inventories	115
Prepaid expenses and other current assets	252
Property, plant, and equipment	726
Operating lease assets	2,792
Deferred income tax asset	3,087
Other assets	513
Accounts payable	(28)
Accrued expenses	(2,633)
Deferred revenue and customer deposits	(764)
Operating lease liabilities	(448)
Non-current operating lease liabilities	(2,344)
Deferred income tax liabilities	(7,926)
Other liabilities	(10)
Completed technologies	18,300
In-process technologies	8,200
Customer relationships	5,800
Non-compete agreements	340
Trademarks	110
Goodwill	129,138
Purchase price	$	169,598

The completed technologies, in-process technologies, customer relationships, trademarks, and non-compete agreements are included in "Intangible assets" on the Consolidated Balance Sheet. The completed technologies are being amortized to cost of revenue over eight years, the customer relationships are being amortized to SG&A expenses over seven years, the trademarks are being amortized to SG&A expenses over two years, and the non-compete agreements are being amortized to RD&E expenses over six to seven years. The in-process technologies were completed in the fourth quarter of 2020 and are being amortized to cost of revenue over six years. The portion of the acquired goodwill deductible for tax purposes is $104,609,000.

Deteriorating global economic conditions from the COVID-19 pandemic triggered a review of long-lived assets for potential impairment in the second quarter of 2020. This review resulted in intangible asset impairment charges totaling $19,571,000 in the second quarter of 2020, primarily related to lower projected cash flows from the technologies and customer relationships acquired from Sualab. Completed technologies, in-process technologies,

and customer relationships acquired from Sualab were impaired in the amounts of $10,070,000, $5,900,000, and $3,382,000, respectively.

This transaction was accounted for as a business combination. Pro-forma information is not presented because it is not significant. Revenue and earnings since the date of the acquisition included in the Company's Consolidated Statements of Operations are also not presented because they are not material. Transaction costs were immaterial and were expensed as incurred.