GOODWILL AND INTANGIBLE ASSETS

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL AND INTANGIBLE ASSETS

NOTE 5 - GOODWILL AND INTANGIBLE ASSETS

Goodwill

Goodwill of $2.8 million as of December 31, 2022 and 2021 consist of the following acquisitions (in thousands):

	December 31,
Acquisitions	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 December 31, 2022 and 2021, identifiable intangible assets were as follows (in thousands):

	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		(2,191	)		(2,152	)
Net intangible assets	$	302		$	341

Amortization expense of identifiable intangible assets was less than $0.1 million and $0.3 million for the years ended December 31, 2022 and 2021, respectively. The estimated future amortization of identifiable intangible assets is as follows (in thousands):

As of December 31,
2023		39
2024		39
2025		39
2026		23
2027		18
Thereafter		144
Total	$	302