XML 21 R11.htm IDEA: XBRL DOCUMENT v3.22.4
GOODWILL AND INTANGIBLE ASSETS
9 Months Ended
Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND INTANGIBLE ASSETS

NOTE 5 – GOODWILL AND INTANGIBLE ASSETS

 

Goodwill

 

Goodwill by reporting unit consisted of the following as of September 30, 2022 and December 31, 2021 (in thousands):

 

   September 30,   December 31, 
Reporting Unit  2022   2021 
         
BioModeling  $2,619   $2,619 
Empowered Dental   52    52 
Lyon Dental   172    172 
           
Total goodwill  $2,843   $2,843 

 

As described in Note 1 above, on August 16, 2016, BioModeling entered into the SEA with First Vivos and Vivos. The transaction was accounted for as a reverse acquisition and recapitalization, with BioModeling as the acquirer for financial reporting and accounting purposes. As a result of the transaction, we identified intangible assets of $2.1 million and goodwill (including the acquired workforce) of $2.6 million was recorded in accounting for the reverse acquisition.

 

In November 2018, the Company entered into an asset purchase agreement with Empowered Dental Lab, LLC, a Utah limited liability company (“Empowered Dental”), under which the Company agreed to purchase certain inventory and assets from Empowered Dental in exchange for total consideration of $75,000. As a result of the transaction, goodwill of $52,000 was recognized in accounting for this transaction as a business combination.

 

On April 14, 2021, the Company acquired certain assets of Lyon Dental. The business acquisition allowed the Company to expand and enhance its current medical billing practice services under the name AireO2, which services are provided through the Company’s BIS offering. The consideration transferred includes $0.2 million in cash and a warrant to purchase 25,000 shares of Common Stock at a price of $8.90 per share fair valued using a Black-Scholes Model as of April 14, 2021 for a total of $0.2 million, when combined the total consideration exchanged is $0.4 million, the excess of the consideration transferred over the fair value of the acquired assets was allocated to goodwill.

 

Intangible Assets

 

As of September 30, 2022 and December 31, 2021, identifiable intangible assets were as follows (in thousands):

 

           
   September 30,   December 31, 
   2022   2021 
         
Patents and developed technology  $2,136   $2,136 
Trade name   330    330 
Other   27    27 
           
Total intangible assets   2,493    2,493 
Less accumulated amortization   (2,181)   (2,152)
           
Net intangible assets  $312   $341 

 

 

Amortization expense of identifiable intangible assets was less than $0.1 million for the three months ended September 30, 2022 and 2021, and less than $0.1 million and $0.3 million for the nine months ended September 30, 2022 and 2021, respectively. The estimated future amortization of identifiable intangible assets is as follows (in thousands):

 

      
As of September 30,    
     
2022  $9 
2023   39 
2024   39 
2025   39 
2026   23 
Thereafter   163 
      
Total  $312