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Goodwill and Other Intangible Assets
12 Months Ended
Sep. 30, 2020
Goodwill And Intangible Assets Disclosure [Abstract]  
Goodwill and Other Intangible Assets

12. Goodwill and Other Intangible Assets   

In connection with the acquisition of Quantum in July 2018, the Company recorded goodwill of $4.3 million and other intangible assets of $8.2 million. The operations of Quantum represent the Company’s Emerging Markets reporting unit.

In connection with the November 2018 acquisition of all the intellectual property and related assets of the OptoSeis® fiber optic sensing technology business from PGS Americas, Inc., the Company recorded goodwill of $0.7 million and other intangible assets of $3.7 million.  The operations of OptoSeis® are included as a component of the Company’s Oil and Gas Markets reporting unit. Goodwill represents the excess cost of the businesses acquired over the fair market value of identifiable net assets at the dates of acquisition.

At September 30, 2020, the Company assessed the goodwill associated with both its Oil and Gas Markets and Emerging Markets reporting units for impairment. The fair value of the reporting units were estimated using the expected present value of future cash flows and judgements, recent industry multiples and using estimates, judgements and assumptions that management believes were appropriate under the circumstances. The estimates and judgments used in the assessment included multiples for EBITDA, the weighted average cost of capital, and the terminal growth rate. The Company determined the future cash flow and industry multiple analyses provided the best estimate of the fair value of its reporting units.  Key assumptions in the impairment analysis include revenue and EBITDA projections, discount rates, long-term growth rates, and the effective tax rate the Company determined to be appropriate. These estimates and projections can be unpredictable, particularly for Quantum as an emerging business.  The total Company’s estimate of reporting unit fair values was reconciled to its then market capitalization (based upon the stock market price) plus an estimated control premium.  

As a result of the assessment, the Company determined that the fair market value of its Oil and Gas Markets reporting unit was less than its carrying amount and recorded an impairment charge of $0.7 million for the entire goodwill associated with this reporting unit. The primary factors impacting the decrease in fair value of the Oil and Gas Markets reporting unit was the decline in current market conditions, including our share price, and the current outlook for sales and operating performance. No impairment was indicated on the goodwill associated with the Company’s Emerging Markets reporting unit.  The Company has no goodwill associated with its Adjacent Markets reporting unit.  Also see Note 1 to these consolidated financial statements.         

 

As a result of these acquisitions, the Company’s consolidated goodwill and other intangible assets consisted of the following (in thousands):        

 

 

Weighted-Average Remaining Useful Lives (in years)

 

 

AS OF SEPTEMBER 30,

 

 

 

 

 

 

2020

 

 

2019

 

Goodwill

 

 

 

 

$

4,337

 

 

$

5,008

 

Other intangible assets:

 

 

 

 

 

 

 

 

 

 

 

Developed technology

16.9

 

 

$

5,918

 

 

$

5,918

 

Customer relationships

2.9

 

 

 

3,900

 

 

 

3,900

 

Trade names

3.9

 

 

 

1,930

 

 

 

1,930

 

Non-compete agreements

3.0

 

 

 

170

 

 

 

170

 

Total other intangible assets

 

10.0

 

 

 

11,918

 

 

 

11,918

 

Accumulated amortization

 

 

 

 

 

(3,587

)

 

 

(1,855

)

 

 

 

 

 

$

8,331

 

 

$

10,063

 

 

Other intangible assets amortization expense was $1.7 million in each of fiscal years 2020 and 2019, respectively.       

 

As of September 30, 2020, future estimated amortization expense of other intangible assets is as follows (in thousands):

 

For fiscal years ending September 30,

 

 

 

 

2021

 

$

1,732

 

2022

 

 

1,624

 

2023

 

 

714

 

2024

 

 

342

 

2025

 

 

329

 

Thereafter

 

 

3,590

 

 

 

$

8,331