Goodwill and Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Changes in Carrying Amount of Goodwill

The following table summarizes changes in the carrying amount of goodwill for the years ended December 31, 2023 and 2022 (in thousands):

Balance as of January 1, 2022	$	—
Measurement period adjustments	1,234
Impairment (a)	(22,662)
Acquisitions	60,395
Effect of change in foreign currency exchange rates	(1,192)
Balance as of January 1, 2023	37,775
Measurement period adjustments	(2,307)
Impairment (b)	(13,712)
Acquisitions	13,020
Effect of change in foreign currency exchange rates	1,118
Balance as of December 31, 2023	$	35,894

(a) While Energica significantly expanded the global dealer network and introduced product into the US market, the business did not meet its performance targets in 2022 and is expected to continue to miss business development targets in 2023. Consequently, updated projections reflecting the longer time period required for market development and sales expansion reflect a related decrease in the enterprise value.

Based on the results of the annual quantitative impairment test, the fair value of the Energica reporting unit was below the carrying value of its net assets. The fair value of the Energica 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 Energica’s ability to execute on the projected cash flows. The fair value of Energica’s 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 Energica reporting unit exceeded its fair value. As a result, the Company recorded a goodwill impairment charge of €21.1 million ($22.7 million) in the years ended December 31, 2022.

(b) The goodwill from the VIA acquisition represents future economic benefits that we expect to achieve as a result of the VIA acquisition. Goodwill is calculated as the excess of the consideration transferred over the net assets acquired and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. The goodwill is not expected to be deductible for tax purposes. Goodwill will not be amortized but instead will be tested for impairment at least annually and more frequently if certain indicators of impairment are present. Management has concluded that VIA will not achieve its previous production and sales goals as the business's engineering and operations functions have been temporarily paused due to a lack of capital to investment in the next phases of development and manufacturing. As a result, the Company fully impaired the goodwill to zero in the year ended December 31, 2023.

The quantitative analysis indicated that the carrying amount of the Energica reporting unit exceeded its fair value. As a result, the Company recorded a goodwill impairment charge of €2.7 million ($3.0 million) in the years ended December 31, 2023.

Schedule of Amortizing and Indefinite Lived Intangible Assets

The following table summarizes information regarding amortizing and indefinite lived intangible assets (in thousands):

		December 31, 2023								December 31, 2022
	Weighted Average Remaining Useful Life (in years)	Gross Carrying Amount		Accumulated Amortization		Impairment Loss		Net Balance		Gross Carrying Amount		Accumulated Amortization		Impairment Loss		Net  Balance
Amortizing Intangible Assets
Patents, trademarks and brands	20.9	$	26,621	$	(1,870)	$	(19,530)	$	5,221	$	14,734	$	(660)	$	—	$	14,074
Customer relationships	12.7	14,349		(2,024)		(8,501)		3,824		13,937		(824)		—		13,113
Licenses	3.4	105		(33)		—		72		141		(16)		—		125
Software	2.3	132		(76)		—		56		2,981		(667)		(2,300)		14
Technology	6.2	122,969		(15,144)		(93,356)		14,469		18,225		(1,954)		—		16,271
		164,176		(19,147)		(121,387)		23,642		50,018		(4,121)		(2,300)		43,597
Indefinite lived intangible assets
Website name		25		—		—		25		25		—		—		25
Total		$	164,201	$	(19,147)	$	(121,387)	$	23,667	$	50,043	$	(4,121)	$	(2,300)	$	43,622

*excludes intangible assets fully amortized or written off in prior period

Schedule of Amortization Expense

The estimated amortization expense related to these intangible assets for each of the years subsequent to December 31, 2023, is as follows (amounts in thousands):

2024	4,180
2025	4,180
2026	4,050
2027	4,034
2028 and beyond	24,066
Total	40,510

The following table summarizes future expected amortization expense (in thousands):

Years ending December 31,	Amortization to be recognized
2024	$	3,059
2025	3,050
2026	2,908
2027	2,876
2028	2,864
2029 and thereafter	8,885
Total	$	23,642