Goodwill and Intangibles

9 Months Ended

Sep. 30, 2022

Goodwill and Intangibles

Goodwill and Intangibles

3. Goodwill and Intangibles

Goodwill of $5.8 million and in-process R&D of $21.7 million were recorded in connection with the Acquisition of VCN, as described in Note 2. During the quarter ending September 30, 2022, the Company experienced a sustained decline in the quoted market price of the Company’s common stock and the Company deemed this to be a triggering event. The Company performed an interim impairment analysis and concluded that the Goodwill and IPRD was not impaired as of September 30,2022.

The following table provides the Company’s goodwill as of September 30, 2022. During the three months ended June 30, 2022 the Company recognized a measurement period adjustment related to the estimate of acquired expenses resulting in a $277,000 reduction in accrued liabilities and goodwill and during the three months ended September 30, 2022 the Company recognized another measurement period adjustment related to the estimated fair value of its in-process R&D resulting in an $810,000 increase in in-process R&D, an increase of $202,000 in deferred tax liabilities and a decrease of $607,000 in goodwill. The cumulative impact of the re-measurements as of the nine month ended September 30, 2022 was a reduction in accrued liabilities of $277,000, an increase in in-process R&D of $810,000; an increase in deferred tax liabilities of $202,000 and a decrease in goodwill of $884,000.

	Goodwill (in thousands)
Balance at December 31, 2021	$	—
Goodwill from Acquisition of VCN		5,765
Goodwill impairment loss		—
Measurement Period Adjustments		(884)
Effects of exchange rates		(627)
Balance at September 30, 2022	$	4,254

The following table provides the Company’s in-process R&D as of September 30, 2022.

	In-process
	R&D (in thousands)
Balance at December 31, 2021	$	—
Acquired IPR&D		21,703
Measurement Period Adjustment		810
Effects of exchange rates		(2,424)
Balance at September 30, 2022	$	20,089