Goodwill And Intangible Assets

12 Months Ended

Dec. 31, 2012

Goodwill And Intangible Assets [Abstract]

5.	GOODWILL AND INTANGIBLE ASSETS

Goodwill

Because the goodwill and intangible assets related to the CitySync acquisition are accounted for in Great Britain Pounds, they are impacted by period-end rates of exchange to United States Dollars and therefore varied in different reporting periods.

Goodwill consisted of the following reporting units (dollars in thousands):


	December 31, 2011			Additions		Impairments			Foreign Currency		December 31, 2012

RTMS:
RTMS goodwill	$	8,239		$	—	$	—		$	—	$	8,239
Accumulated impairment losses		(6,867	)		—		(1,372	)		—		(8,239	)

RTMS goodwill		1,372			—		(1,372	)		—		—

CitySync:
CitySync goodwill		5,516			—		—			55		5,571
Accumulated impairment losses		(3,768	)		—		(1,803	)		—		(5,571	)

CitySync goodwill		1,748			—		(1,803	)		55		—


Total goodwill	$	3,120		$	—	$	(3,175	)	$	55	$	—


	December 31, 2010		Additions		Impairments			Foreign Currency		December 31, 2011

Flow Traffic:
Flow Traffic goodwill	$	1,050	$	—	$	—		$	—	$	1,050
Accumulated impairment losses		—		—		(1,050	)		—		(1,050	)

Flow Traffic goodwill		1,050		—		(1,050	)		—		—

RTMS:
RTMS goodwill		8,239		—		—			—		8,239
Accumulated impairment losses		—		—		(6,867	)		—		(6,867	)

RTMS goodwill		8,239		—		(6,867	)		—		1,372

CitySync:
CitySync goodwill		5,424		—		—			92		5,516
Accumulated impairment losses		—		—		(3,768	)		—		(3,768	)

CitySync goodwill		5,424		—		(3,768	)		92		1,748


Total goodwill	$	14,713	$	—	$	(11,685	)	$	92	$	3,120

We apply a fair value based impairment test to the carrying value of goodwill for each reporting unit on an annual basis and on an interim basis if certain events or circumstances indicate that an impairment loss may have occurred. In the second quarter of 2012 and the third quarter of 2011 we experienced a significant and sustained decline in our stock price. The decline resulted in our market capitalization falling significantly below the recorded value of our consolidated net assets. As a result, we concluded a triggering event had occurred and performed an impairment test of goodwill for each reporting unit at that time.

Based on the results of our initial assessment of impairment of our goodwill (step 1), we determined that the carrying value of each reporting unit exceeded its estimated fair value. Therefore, we performed the second step of the impairment assessment to determine the implied fair value of goodwill. In performing the goodwill assessment, we used current market capitalization, discounted cash flows and other factors as the best evidence of fair value.

We recorded goodwill impairment charges in the third quarter of 2011 of $1.1 million, $3.7 million, and $6.9 million for the Flow Traffic Ltd., CitySync and RTMS reporting units, respectively. We recorded goodwill impairment charges in the second quarter of 2012 of $1.8 million and $1.4 million for the CitySync and RTMS reporting units, respectively.

Intangible Assets

Intangible assets consisted of the following (dollars in thousands):


	December 31, 2012

	Gross Carrying Amount		Accumulated Amortization			Net Carrying Value		Weighted Average Useful Life (in Years)

Developed technology	$	7,490	$	(3,480	)	$	4,010		4.6
Trade names		3,267		(1,853	)		1,414		5.8
Other intangible assets		1,840		(775	)		1,065		5.2

Total	$	12,597	$	(6,108	)	$	6,489		4.9


	December 31, 2011

	Gross Carrying Amount		Accumulated Amortization			Net Carrying Value		Weighted Average Useful Life (in Years)

Developed technology	$	7,352	$	(2,570	)	$	4,782		5.5
Trade names		3,188		(1,356	)		1,832		3.7
Other intangible assets		1,769		(495	)		1,274		4.9

Total	$	12,309	$	(4,421	)	$	7,888		4.9

The estimated future amortization expense related to other intangible assets for the next five fiscal years is as follows (dollars in thousands):


	Amortization Expense

2013	$	1,350
2014		1,334
2015		1,301
2016		847
2017		846

Future amortization amounts presented above are estimates. Actual future amortization expense may be different due to future acquisitions, impairments, changes in amortization periods, or other factors.

In connection with the triggering events discussed above, during the second quarter of 2012 and the third quarter of 2011, we reviewed our long-lived assets and determined that none of the long-lived assets were impaired for our asset groups. The determination was based on reviewing estimated undiscounted cash flows for our asset groups, which were greater than their carrying values. As required under GAAP, this impairment analysis occurred before the goodwill impairment assessment.

The evaluation of the recoverability of long-lived assets requires us to make significant estimates and assumptions. These estimates and assumptions primarily include, but are not limited to, the identification of the asset group at the lowest level of independent cash flows and the primary asset of the group; and long-range forecasts of revenue, reflecting management's assessment of general economic and industry conditions, operating income, depreciation and amortization and working capital requirements.

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

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