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Note 7 - Goodwill and Other Intangible Assets
9 Months Ended
Mar. 31, 2020
Notes to Financial Statements  
Goodwill and Intangible Assets Disclosure [Text Block]
NOTE
7
 - GOODWILL AND OTHER INTANGIBLE ASSETS
 
The carrying values of goodwill and other intangible assets with indefinite lives are reviewed at least annually for possible impairment. The Company
may
first
assess qualitative factors in order to determine if goodwill and indefinite-lived intangible assets are impaired. If through the qualitative assessment it is determined that it is more likely than
not
that goodwill and indefinite-lived assets are
not
impaired,
no
further testing is required. If it is determined more likely than
not
that goodwill and indefinite-lived assets are impaired, or if the Company elects
not
to
first
assess qualitative factors, the Company’s impairment testing continues with the estimation of the fair value of the reporting unit using a combination of a market approach and an income (discounted cash flow) approach, at the reporting unit level. The estimation of the fair value of reporting unit requires significant management judgment with respect to revenue and expense growth rates, changes in working capital and the selection and use of an appropriate discount rate. The estimates of the fair value of reporting units are based on the best information available as of the date of the assessment. The fair value measurements of the reporting units are based on significant inputs
not
observable in the market and thus represent Level
3
measurements as defined by ASC
820
“Fair Value Measurements.” The use of different assumptions would increase or decrease estimated discounted future operating cash flows and could increase or decrease an impairment charge. Company management uses its judgment in assessing whether assets
may
have become impaired between annual impairment tests. Indicators such as adverse business conditions, economic factors and technological change or competitive activities
may
signal that an asset has become impaired.
 
The Company identified its reporting units in conjunction with its annual goodwill impairment testing. The Company has a total of
two
reporting units that contain goodwill. There is
one
reporting unit within the Lighting Segment and
one
reporting unit within the Graphics Segment. The Company relies upon a number of factors, judgments and estimates when conducting its impairment testing including, but
not
limited to, the Company’s stock price, operating results, forecasts, anticipated future cash flows and marketplace data. There are inherent uncertainties related to these factors and judgments in applying them to the analysis of goodwill impairment.
 
As of
March 1, 2020,
the Company performed its annual goodwill impairment test on the
two
reporting units that contain goodwill. The preliminary goodwill impairment test of the reporting unit in the Lighting Segment passed with a business enterprise value of
$31.6
million or
33%
above the carrying value of this reporting unit including goodwill. The preliminary goodwill impairment test of the reporting unit with goodwill in the Graphics Segment passed with an estimated business enterprise value of
$4.7
million or
619%
above the carrying value of the reporting unit including goodwill. The definitive impairment test is expected to be completed in the
fourth
quarter of fiscal
2020.
It is anticipated that the results of the test will
not
change when the test is complete.
 
A significant decline in the Company’s stock price during
March 2020
related to the COVID-
19
pandemic led management to conclude that a triggering event occurred. As a result, an interim goodwill impairment test subsequent to the
March 1
testing date was required for both reporting units as of
March 31, 2020
The result of the impairment test on both reporting units indicated that goodwill was
not
impaired
.
 
The following table presents information about the Company's goodwill on the dates or for the periods indicated:
 
Goodwill
 
 
 
 
 
 
 
 
 
 
 
 
(In thousands)
 
Lighting
   
Graphics
   
 
 
 
   
Segment
   
Segment
   
Total
 
Balance as of June 30, 2019
                       
Goodwill
  $
94,564
    $
28,690
    $
123,254
 
Accumulated impairment losses
   
(85,356
)    
(27,525
)    
(112,881
)
Goodwill, net as of June 30, 2019
  $
9,208
    $
1,165
    $
10,373
 
                         
Balance as of March 31, 2020
                       
Goodwill
  $
94,564
    $
28,690
    $
123,254
 
Accumulated impairment losses
   
(85,356
)    
(27,525
)    
(112,881
)
Goodwill, net as of March 31, 2020
  $
9,208
    $
1,165
    $
10,373
 
 
The Company performed its annual review of indefinite-lived intangible assets as of
March 1, 2020
and determined there was
no
impairment. The preliminary indefinite-lived intangible impairment test passed with a fair market value of
$16.8
million or
392%
above its carrying value. The definitive indefinite-lived impairment test is expected to be completed in the
fourth
quarter of fiscal
2020.
It is anticipated that the results of the test will
not
change when the test is complete.
 
The following table presents the gross carrying amount and accumulated amortization by each major asset class:
 
Other Intangible Assets
 
March 31, 2020
 
(In thousands)
 
Gross
   
 
 
 
 
 
 
 
   
Carrying
   
Accumulated
   
Net
 
   
Amount
   
Amortization
   
Amount
 
Amortized Intangible Assets
                       
Customer relationships
  $
35,563
    $
13,614
    $
21,949
 
Patents
   
338
     
270
     
68
 
LED technology firmware, software
   
16,066
     
12,731
     
3,335
 
Trade name
   
2,658
     
801
     
1,857
 
Total Amortized Intangible Assets
   
54,625
     
27,416
     
27,209
 
                         
Indefinite-lived Intangible Assets
                       
Trademarks and trade names
   
3,422
     
-
     
3,422
 
Total indefinite-lived Intangible Assets
   
3,422
     
-
     
3,422
 
                         
Total Other Intangible Assets
  $
58,047
    $
27,416
    $
30,631
 
 
 
Other Intangible Assets
 
June 30, 2019
 
(In thousands)
 
Gross
   
 
 
 
 
 
 
 
   
Carrying
   
Accumulated
   
Net
 
   
Amount
   
Amortization
   
Amount
 
Amortized Intangible Assets
                       
Customer relationships
  $
35,563
    $
12,070
    $
23,493
 
Patents
   
338
     
247
     
91
 
LED technology firmware, software
   
16,066
     
12,364
     
3,702
 
Trade name
   
2,658
     
719
     
1,939
 
Total Amortized Intangible Assets
   
54,625
     
25,400
     
29,225
 
                         
Indefinite-lived Intangible Assets
                       
Trademarks and trade names
   
3,422
     
-
     
3,422
 
Total indefinite-lived Intangible Assets
   
3,422
     
-
     
3,422
 
                         
Total Other Intangible Assets
  $
58,047
    $
25,400
    $
32,647
 
 
 
   
Three Months Ended
   
Nine Months Ended
 
   
March 31
   
March 31
 
(In thousands)
 
2020
   
2019
   
2020
   
2019
 
                                 
Amortization Expense of Other Intangible Assets
  $
670
    $
691
    $
2,016
    $
2,071
 
 
 
The Company expects to record annual amortization expense as follows:
 
(In thousands)
 
 
 
 
         
2020
  $
2,687
 
2021
  $
2,682
 
2022
  $
2,459
 
2023
  $
2,412
 
2024
  $
2,412
 
After 2024
  $
16,573