Annual report [Section 13 and 15(d), not S-K Item 405]

Goodwill and Intangible Assets

v3.25.1
Goodwill and Intangible Assets
12 Months Ended
Dec. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets

Note 7. Goodwill and Intangible Assets

The following tables summarize the Company’s goodwill and intangible assets, all of which are related to the acquisitions of Teton Simulation Software in April 2022 and Markforged Sweden AB in August 2022 (in thousands):

(in thousands)

 

Goodwill

 

December 31, 2022

 

$

31,116

 

Foreign currency translation

 

 

(1,649

)

Goodwill impairment

 

 

(29,467

)

December 31, 2023

 

$

 

 

In July 2021, Continuous Composites, a company based in Idaho, brought a claim in the United States District Court for the District of Delaware against the Company regarding patent infringement. On April 11, 2024, the jury returned a verdict against the Company in the amount of $17.3 million. The jury found one of the two patent claims Continuous Composites asserted at trial against the Company to be invalid and not infringed. However, the jury found that the Company had infringed the other patent claim and awarded monetary damages.

Following post-trial motions relating to the jury verdict, on September 20, 2024, the Company entered into the Settlement Agreement with Continuous Composites. The Settlement Agreement resolved all claims and counterclaims in the patent infringement litigation brought by Continuous Composites against the Company in the lawsuit. Under the terms of the Settlement Agreement, the Company made an initial upfront payment of $18 million to Continuous Composites, which payment was made on October 10, 2024, and is required to make three additional installment payments thereafter of $1 million, $2 million and $4 million in the fourth quarters of fiscal years 2025, 2026 and 2027, respectively. In consideration of such payments, the Settlement Agreement provides for a

dismissal of all claims with prejudice, cross-licenses of the parties’ respective patent portfolios, a mutual release of claims for liabilities arising prior to the effective date of the Settlement Agreement and mutual covenants not to sue. On October 11, 2024, the parties filed a Stipulation of Dismissal with the United States District Court for the District of Delaware, which was granted, and the case was terminated. The incremental amount due under the Settlement Agreement compared to the original verdict is determined to be representative of the amount attributable to the licensing of the patent rights contemplated under the Settlement Agreement and is recognized as an intangible asset of $5.5 million, after discount using a rate of 12%, to be amortized to cost of revenue over the life of the patents of 23 years. The future payments of $7.0 million under the Settlement Agreement are secured by the Security Agreement and as such the Company has recorded a long-term settlement payable on the consolidated balance sheet of $5.2 million which will accrete $1.8 million of interest over the payment term recognized as interest expense.

 

 

 

 

December 31, 2024

 

 

December 31, 2023

 

 

 

Estimated Useful Life

 

Gross Carrying Value

 

 

Accumulated Amortization

 

 

Net Book Value

 

 

Gross Carrying Value

 

 

Accumulated Amortization

 

 

Net Book Value

 

Acquired technology

 

7 - 20 years

 

$

16,800

 

 

$

(2,464

)

 

$

14,336

 

 

$

16,800

 

 

$

(970

)

 

$

15,830

 

Customer relationships

 

9 years

 

 

560

 

 

 

(140

)

 

 

420

 

 

 

560

 

 

 

(83

)

 

 

477

 

Trade names

 

1 year

 

 

90

 

 

 

(90

)

 

 

 

 

 

90

 

 

 

(90

)

 

 

 

Licenses

 

23 years

 

 

5,457

 

 

 

(59

)

 

 

5,398

 

 

 

 

 

 

 

 

 

 

Foreign currency translation

 

 

 

 

(640

)

 

 

203

 

 

 

(437

)

 

 

848

 

 

 

(27

)

 

 

821

 

Intangible Assets, net

 

 

 

$

22,267

 

 

$

(2,550

)

 

$

19,717

 

 

$

18,298

 

 

$

(1,170

)

 

$

17,128

 

 

The Company recognized the following amortization expense to cost of revenue and operating expense during the years ended December 31, 2024 and 2023.

 

 

 

Year Ended December 31,

 

 

 

2024

 

 

2023

 

Cost of revenue

 

$

1,415

 

 

$

877

 

Operating expenses

 

 

93

 

 

 

147

 

Total

 

$

1,508

 

 

$

1,024

 

Revenue is the basis for the economic pattern used to determine the amortization schedule of developed technology and customer relationships. Trade name intangible amortization is based on the term in which the Company anticipates using the asset. The estimated future amortization expense for amortizable assets to be recognized is as follows as of December 31, 2024 (in thousands):

 

2025

 

$

2,171

 

2026

 

 

2,354

 

2027

 

 

2,110

 

2028

 

 

1,751

 

2029

 

 

1,400

 

Thereafter

 

 

9,931

 

Total

 

$

19,717