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Goodwill (Tables)
9 Months Ended
Sep. 30, 2021
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of goodwill
The following table summarizes changes in the carrying amount of goodwill (in thousands):
Balance as of January 1, 2020$23,344 
Measurement period adjustments(12,848)
Effect of change in foreign currency exchange rates(8)
Impairment loss(9,323)
Balance as of December 31, 20201,165 
Impairment*(5,610)
Restatement adjustments**16,171 
Acquisitions100,455 
Effect of change in foreign currency exchange rates(19)
Disposal of Grapevine***(704)
Balance as of September 30, 2021$111,458 

*On July 26, 2021, Timios experienced a systems outage that was caused by a cybersecurity incident, which caused disruption to parts of Timios’ business, including its ability to perform its mortgage title, closing and escrow services offerings. This resulted in an adverse impact on Timios’ revenues in that one significant customer was lost and other customers have reduced their volume. The Company determined that an indicator of potential impairment existed and decided to perform an interim quantitative tangible and intangible asset and goodwill impairment tests for its Timios reporting unit.

Based on the results of this interim quantitative impairment test, the fair value of the Timios reporting unit was below the carrying value of its net assets. The decline in the fair value of the Timios reporting unit resulted from the cybersecurity event described above, which lowered the projected revenue and profitability levels of the reporting unit. The fair value of the Timios
reporting unit was based on the income approach. Under the income approach, the Company estimated the fair value of the reporting unit based on the present value of estimated future cash flows which are level 3 unobservable inputs in the fair value hierarchy. The Company prepared cash flow projections based on management's estimates of revenue growth rates and operating margins, taking into consideration the historical performance and the current macroeconomic industry and market conditions. The Company based the discount rate on the weighted-average cost of capital adjusted for the relevant risk associated with business-specific characteristics and the uncertainty related to the Timios’ ability to execute on the projected cash flows. The fair value of Timios’ reporting unit is based on management’s best estimates, and should actual results differ from those estimates, future impairment charges may be required in future periods.

The quantitative analysis indicated that the carrying amount of the Timios reporting unit exceeded its fair value by $19.5 million. As a result, the Company recorded a goodwill impairment charge of $5.6 million, and impairment charges related to the Timios tradename and lender relationships of $0.7 million and $13.2 million, respectively, in the three months ended September 30, 2021.
**As reported in Note 1 the Company restated its condensed consolidated financial statements, including errors in determining the estimated fair value of acquired intangible assets in its purchase price allocation for its 2021 acquisitions. The cumulative impact of these errors resulted in less fair value being attributed to identifiable intangible assets and additional value attributed to goodwill. Refer to the Amended Form 10-Q's as of and for the three months ended March 31, 2021 and as of and for the three and six months ended June 30, 2021 that have been filed with the SEC on November 22, 2021.
***During the three months ended June 30, 2021, the Company completed the sale of Grapevine. Refer to Note 6 for additional information.
Schedule of amortizing and indefinite lived intangible assets
The following table summarizes information regarding amortizing and indefinite lived intangible assets (in thousands):
September 30, 2021December 31, 2020
Weighted
Average
Remaining
Useful Life
(in years)
Gross
Carrying
Amount
Accumulated
Amortization
Net
Balance
Gross
Carrying
Amount
Accumulated
Amortization
Net 
Balance
Amortizing Intangible Assets
Influencer network (a,g)$— $— $— $1,137 $(462)$675 
Customer contract (a,g)— — — 500 (389)111 
Continuing membership agreement (b)17.81,179 (642)537 1,179 (619)560 
Trade name (a,g)— — — 110 (17)93 
Technology platform (a,g)— — — 290 (97)193 
Land use rights (c)97.327,024 (341)26,683 28,162 (142)28,020 
Timios licenses (d)14.31,000 (49)951 — — — 
Timios tradename (d)14.37,108 (378)6,730 — — — 
Timios lender relationships (d)6.31,539 (1,539)— — — — 
Timios software (e)2.8452 (38)414 — — — 
WAVE patents (f)13.313,000 (656)12,344 — — — 
WAVE tradename (f)14.312,630 (595)12,035 — — — 
Software - Solectrac (h)1.838 (5)33 — — — 
Solectrac - Brand (h)9.74,570 (138)4,432 — — — 
Solectrac - Technology (h)9.72,450 (74)2,376 — — — 
US Hybrid - Brand (i)6.71,740 (75)1,665 — — — 
US Hybrid - Non-compete (i)4.7520 — 520 — — — 
US Hybrid - Technology (i)12.75,110 (119)4,991 — — — 
Software (j)4.811 (1)10 — — — 
Total78,371 (4,650)73,721 31,378 (1,726)29,652 
Indefinite lived intangible assets
Timios Title plant (d)500 — 500 — — — 
Website name25 — 25 25 — 25 
Patent— — — 28 — 28 
Total$78,896 $(4,650)$74,246 $31,431 $(1,726)$29,705 

(a)During the third quarter of 2018, the Company completed the acquisition of 65.7% share of Grapevine. In connection with the business analysis of Grapevine, the Company determined that the attrition rate of the influencer network had accelerated, and performed an impairment analysis, and recorded an impairment loss of $0.8 million during the year ended December 31, 2020. As a result of this analysis of the influencer network, the Company determined that the remaining useful life of the influencer network should be reduced to two years, effective January 1, 2021 and also determined that remaining useful life of the technology should be reduced to one year, effective January 1, 2021.
(b)During the three months ended September 30, 2019 the Company completed the acquisition of additional shares in DBOT, which increased its ownership to 99.0%. Intangible assets of $8.3 million were recognized on the date of acquisition. As part of the determination of the fair value of DBOT’s intangible assets during the year ended December 31, 2020, the Company utilized the cost method to determine the fair value of the continuing membership agreement, and determined the fair value was $0.6 million, and recorded an impairment loss of $7.1 million during the year ended December 31 2020.
(c)During the three months ended December 31, 2019, the Company completed the acquisition of a 51.0% interest in Tree Technologies, a Malaysian company engaged in the EV market. Tree Technologies holds the land use rights for 250 acres of vacant land zoned for industrial development in the Begeng Industrial Area adjacent to Kuantan Port. Kuantan is the capital city of the state of Pahang on the east coast of Peninsular Malaysia.
(d)During the three months ended March 31. 2021, the Company completed the acquisition of 100.0% interest in Timios. Refer to Note 6 for additional information related to the acquisition.
(e)Relates to software development costs capitalized during the nine months ended September 30, 2021 at Timios. The asset was placed into service in July 2021.
(f)During three months ended March 31. 2021, the Company completed the acquisition of 100.0% interest in WAVE. Refer to Note 6 for additional information related to the acquisition.
(g)During the three months ended June 30, 2021, the Company completed a stock purchase agreement with FNL Technologies, Inc., the owner and operator of the social media platform Hoo.be, pursuant to which Ideanomics made an investment into FNL, including cash, Ideanomics common stock, and 100% of the common stock outstanding of Grapevine, a wholly-owned subsidiary of the Company focused on influencer marketing.
(h)During three months ended June 30, 2021, the Company completed the acquisition of privately held Solectrac. Solectrac develops 100% battery-powered, all-electric tractors for agriculture and utility operations. Refer to Note 6 for additional information related to the acquisition.
(i)During three months ended June 30, 2021, the Company completed the acquisition of privately held US Hybrid Corporation. US Hybrid specializes in the design and manufacturing of zero-emission electric powertrain components. Refer to Note 6 for additional information related to the acquisition.
(j)Relates to software costs capitalized during the nine months ended September 30, 2021.
Schedule of estimated amortization expense related to intangible assets Estimated amortization expense related to these intangible assets for each of the years subsequent to September 30, 2021 is as follows (amounts in thousands):
2021 remaining$1,518 
20226,222 
20236,222 
20246,222 
20256,222 
2026 and beyond33,400 
Total$59,806 
The following table summarizes the expected amortization expense for the following years (in thousands):
Years ending December 31,Amortization to be
recognized
2021 (excluding the nine months ended September 30, 2021)$1,625 
20226,396 
20236,396 
20246,305 
20256,230 
2026 and thereafter46,769 
Total$73,721