Quarterly report pursuant to Section 13 or 15(d)

Goodwill and Intangible Assets

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Goodwill and Intangible Assets
9 Months Ended
Sep. 30, 2018
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets
Goodwill and Intangible Assets

Goodwill

Goodwill arises from the acquisition method of accounting for business combinations and represents the excess of the purchase price over the fair value of the net assets and other identifiable intangible assets acquired. The fair values of net tangible assets and intangible assets acquired are based upon preliminary valuations and the Company's estimates and assumptions are subject to change within the measurement period (potentially up to one year from the acquisition date). During the nine months ended September 30, 2018, the Company adjusted its allocation of purchase price for the acquisition of Exar related to updates to estimates of certain tax-related assets acquired and liabilities assumed with a corresponding net increase in goodwill of $0.3 million.

The following table presents the changes in the carrying amount of goodwill:
 
Carrying Amount
 
(in thousands)
Balance as of December 31, 2017
$
237,992

Adjustments
338

Balance as of September 30, 2018
$
238,330



The Company performs an annual goodwill impairment assessment on October 31st each year, using a two-step quantitative assessment. Step one is the identification of potential impairment. This involves comparing the fair value of each reporting unit, which the Company has determined to be the entity itself, with its carrying amount, including goodwill. If the fair value of a reporting unit exceeds the carrying amount, the goodwill of the reporting unit is considered not impaired and the second step of the impairment test is unnecessary. If the carrying amount of a reporting unit exceeds its fair value, the second step of the impairment test is performed to measure the amount of impairment loss, if any.

In addition to its annual review, the Company performs a test of impairment when indicators of impairment are present. During the nine months ended September 30, 2018 and 2017, no indications of impairment of the Company's goodwill balances were identified and, as a result, no goodwill impairment was recognized.
Acquired Intangibles
Finite-lived Intangible Assets
The following table sets forth the Company’s finite-lived intangible assets resulting from business acquisitions and other purchases, which continue to be amortized:
 
 
 
September 30, 2018
 
December 31, 2017
 
Weighted
Average
Useful Life
(in Years)
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net Carrying Amount
 
Gross Carrying Amount
 
Accumulated Amortization
 
Net Carrying Amount
 
 
 
(in thousands)
Licensed technology
3.7
 
$
2,070

 
$
(995
)
 
$
1,075

 
$
2,070

 
$
(575
)
 
$
1,495

Developed technology
6.9
 
238,961

 
(65,755
)
 
173,206

 
241,561

 
(39,252
)
 
202,309

Trademarks and trade names
6.1
 
13,800

 
(3,687
)
 
10,113

 
13,800

 
(1,992
)
 
11,808

Customer relationships
4.6
 
121,100

 
(48,400
)
 
72,700

 
121,100

 
(26,661
)
 
94,439

Non-compete covenants
3.0
 
1,100

 
(781
)
 
319

 
1,100

 
(506
)
 
594

 
6.1
 
$
377,031

 
$
(119,618
)
 
$
257,413

 
$
379,631

 
$
(68,986
)
 
$
310,645


The following table sets forth amortization expense associated with finite-lived intangible assets, which is included in the consolidated statements of operations as follows:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2018
 
2017
 
2018
 
2017
 
(in thousands)
 
(in thousands)
Cost of net revenue
$
8,979

 
$
7,907

 
$
26,935

 
$
16,851

Research and development
33

 
137

 
117

 
412

Selling, general and administrative
7,994

 
9,924

 
23,982

 
20,067

 
$
17,006

 
$
17,968


$
51,034


$
37,330



Amortization of finite-lived intangible assets in cost of net revenue in the consolidated statements of operations results primarily from acquired developed technology.

The following table sets forth the activity during the nine months ended September 30, 2018 related to finite-lived intangible assets resulting from amortization and impairment losses:
 
Carrying Amount
 
(in thousands)
Balance as of December 31, 2017
$
310,645

Amortization
(51,034
)
Impairment losses
(2,198
)
Balance as of September 30, 2018
$
257,413



The Company regularly reviews the carrying amount of its long-lived assets subject to depreciation and amortization, as well as the related useful lives, to determine whether indicators of impairment may exist that warrant adjustments to carrying values or estimated useful lives. An impairment loss is recognized when the sum of the expected future undiscounted net cash flows is less than the carrying amount of the asset. Should impairment exist, the impairment loss is measured based on the excess of the carrying amount of the asset over the asset’s fair value. Impairment losses related to finite-lived intangible assets for the three and nine months ended September 30, 2018 were $2.2 million and related to developed technology acquired from Exar.

The following table presents future amortization of the Company’s finite-lived intangible assets at September 30, 2018:
 
Amount
 
(in thousands)
2018 (3 months)
$
16,913

2019
56,819

2020
55,954

2021
55,171

2022
37,641

Thereafter
34,915

Total
$
257,413


Indefinite-lived Intangible Assets
As of September 30, 2018 and December 31, 2017, total indefinite-lived intangible assets, which consist of acquired in-process research and development, were $4.4 million.

The Company performs its annual assessment of indefinite-lived intangible assets on October 31 each year or more frequently if events or changes in circumstances indicate that the asset might be impaired utilizing a qualitative test as a precursor to the quantitative test comparing the fair value of the assets with their carrying amount. Based on the qualitative test, if it is more likely than not that indicators of impairment exists, the Company proceeds to perform a quantitative analysis. During the nine months ended September 30, 2018, no indicators of impairment were identified and, as a result, no IPR&D impairment losses were recorded. In the nine months ended September 30, 2017, the Company recognized IPR&D impairment losses of $2.0 million related to a single IPR&D project of Exar, which was abandoned.