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Acquisition-Related Amortization and Remeasurement
12 Months Ended
Dec. 31, 2023
Acquisition Related Amortization And Remeasurement [Abstract]  
Acquisition-Related Amortization and Remeasurement

17. Acquisition-related amortization and remeasurement

Acquisition-related amortization and remeasurement consists of (i) the remeasurement of any related contingent consideration arrangement, (ii) amortization related to intangible assets acquired through business combinations or asset acquisitions, (iii) recognized costs associated with acquired IPR&D assets, which are recognized immediately upon acquisition, and (iv) impairments of goodwill related to previously recognized business combinations. Components of acquisition-related amortization and remeasurement for the years ended December 31, 2023, 2022, and 2021, respectively, are as follows:

 

 

Year Ended December 31,

 

(U.S. Dollars, in thousands)

 

2023

 

 

2022

 

 

2021

 

Changes in fair value of contingent consideration

 

$

(2,700

)

 

$

(17,200

)

 

$

(3,575

)

Amortization of acquired intangibles

 

 

17,408

 

 

 

8,196

 

 

 

7,907

 

Acquired IPR&D

 

 

49

 

 

 

1,600

 

 

 

1,500

 

Impairment of Global Orthopedics goodwill

 

 

 

 

 

 

 

 

11,756

 

Total

 

$

14,757

 

 

$

(7,404

)

 

$

17,588

 

Legion Innovations, LLC Asset Acquisition

On December 29, 2022, the Company entered into a technology assignment and royalty agreement with Legion Innovations, LLC, a U.S.-based medical device technology company, whereby the Company acquired intellectual property rights to certain assets. As consideration, the Company agreed to pay $0.2 million in January 2023, with additional payments contingent upon reaching future commercialization and revenue-based milestones. The Company accounted for this transaction as an asset acquisition. As the transaction was classified as an asset acquisition, the value of the consideration associated with the contingent milestones will be recognized at the time that applicable contingencies are resolved and consideration is paid or becomes payable. The $0.2 million initial payment was accrued as of December 31, 2022, and was recognized as acquired IPR&D costs, which was then immediately expensed.

IGEA S.p.A Asset Acquisition

In April 2021, the Company entered into an Exclusive License and Distribution Agreement (the “License Agreement”) with IGEA S.p.A (“IGEA”), an Italian manufacturer and distributor of bone and cartilage stimulation systems. As consideration for the License Agreement, the Company agreed to pay up to $4.0 million, with certain payments contingent upon reaching an FDA milestone. Of this amount, $0.5 million was paid in 2021, which was recognized as acquired IPR&D costs within acquisition-related amortization and remeasurement. The Company accounted for this transaction as an asset acquisition. As the transaction was classified as an

asset acquisition, the value of the consideration associated with the contingent milestones are be recognized at the time that applicable contingencies are resolved and consideration is paid or becomes payable. The License Agreement also includes certain minimum purchase requirements.

In May 2022, the Company achieved FDA approval pertaining to the acquired technology, triggering a contingent consideration milestone obligation of $3.5 million. Of this amount, $1.5 million was paid in 2022 and $1.0 million was paid in 2023. The remaining $1.0 million is accrued within other current liabilities as of December 31, 2023.