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Note 6 - Goodwill and Other Intangible Assets
12 Months Ended
Jun. 30, 2020
Notes to Financial Statements  
Goodwill and Intangible Assets Disclosure [Text Block]
NOTE
6
 
 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 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 currently has
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.
 
Fiscal
20
20
:
 
As of
March 1, 2020,
the Company performed its annual goodwill impairment test on the
two
reporting units that contain goodwill. The 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 goodwill impairment test of the reporting unit in the Graphics Segment passed with a business enterprise value of
$4.7
million or
619%
above the carrying value of the reporting unit including goodwill.
 
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 Company has performed an assessment of its goodwill from the date of the interim test as of
March 31, 2020
through the balance sheet date for possible triggering events and has concluded that there were
no
triggering events that would indicate the assets are impaired.
 
Fiscal
2019:
 
A sustained and significant decline in the Company's stock price in the
second
quarter of fiscal
2019
led management to believe that a triggering event occurred and that an interim goodwill impairment test was required for
one
of the
two
reporting units in the Lighting Segment that contained goodwill, as of
December 31, 2018.
The result of the impairment test on the reporting unit in the Lighting Segment indicated that goodwill was fully impaired by
$20.2
million. As a result of the full impairment of the goodwill of this reporting unit, the Company has
two
remaining reporting units that contain goodwill;
one
reporting unit in the Lighting Segment and
one
reporting unit in the Graphics Segment.
 
As of
March 1, 2019,
the Company performed its annual goodwill impairment test on the
two
remaining reporting units that contain goodwill. The preliminary goodwill impairment test on
one
reporting unit in the Lighting Segment passed with a business enterprise value that was
$38.9
million or
54%
above the carrying value of this reporting unit including goodwill. The goodwill impairment test of the reporting unit with goodwill in the Graphics Segment passed with an estimated business enterprise value that was
$3.0
million or
297%
above the carrying value of the reporting unit including goodwill. The Company has performed an assessment of its goodwill from the date of the annual test through the balance sheet date for possible triggering events and has concluded that there were
no
triggering events that would indicate the assets are impaired.
 
The following table presents information about the Company's goodwill on the dates or for the periods indicated:
 
(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 June 30, 2020
                       
Goodwill
  $
86,711
    $
28,690
    $
115,401
 
Accumulated impairment losses
   
(77,503
)    
(27,525
)    
(105,028
)
Goodwill, net as of June 30, 2020
  $
9,208
    $
1,165
    $
10,373
 
 
In fiscal
2020,
the Company wrote-off the goodwill and impairment loss for a dissolved entity. The net impact to the consolidated financial statements, including the goodwill, net balance, was zero.
 
The Company performed its annual review of its indefinite-lived intangible asset as of
March 1, 2020
and determined there was
no
impairment. The indefinite-lived intangible impairment test passed with a fair market value that was
$16.8
million or
392%
above its carrying value. The Company has performed an assessment of its intangible asset from the date of the annual test through the balance sheet date for possible triggering events and has concluded that there were
no
triggering events that would indicate the asset is impaired.
 
The Company performed its annual review of its indefinite-lived intangible asset as of
March 1, 2019
and determined there was
no
impairment. The indefinite-lived intangible impairment test passed with a fair market value that was
$19.2
million or
462%
above its carrying value.
 
The gross carrying amount and accumulated amortization by major other intangible asset class is as follows:
 
Other Intangible Assets
 
June 30, 2020
 
(In thousands)
 
Gross
   
 
 
 
 
 
 
 
   
Carrying
   
Accumulated
   
Net
 
   
Amount
   
Amortization
   
Amount
 
Amortized Intangible Assets
                       
Customer relationships
 
$
35,563
   
$
14,129
   
$
21,434
 
Patents
 
 
338
   
 
277
   
 
61
 
LED technology firmware, software
 
 
16,066
   
 
12,852
   
 
3,214
 
Trade name
 
 
2,658
   
 
829
   
 
1,829
 
Total Amortized Intangible Assets
 
 
54,625
   
 
28,087
   
 
26,538
 
                         
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
   
$
28,087
   
$
29,960
 
 
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
 
 
 
(In thousands)
 
2020
   
2019
 
                 
Amortization Expense of Other Intangible Assets
 
$
2,687
    $
2,762
 
 
The Company expects to record annual amortization expense as follows:
 
(In thousands)
 
 
 
 
             
2021
  $
2,682
 
2022
  $
2,461
 
2023
  $
2,412
 
2024
  $
2,412
 
2025
  $
2,412
 
After 2025
  $
14,159