AYTU BIOPHARMA, INC Goodwill & Intangibles Disclosure
Note 7 - Intangible Assets
A summary of the Company’s intangible assets as of June 30, 2024, and June 30, 2023, is as follows:
| | June 30, 2024 | |||||||||||||||
| | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | Weighted-Average Remaining Life | ||||||||||||
| | (in thousands) | (in years) | ||||||||||||||
| Acquired product technology rights | $ | 41,268 | $ | (13,184 | ) | $ | 28,084 | 10.5 | ||||||||
| Acquired technology rights | 30,200 | (5,831 | ) | 24,369 | 13.8 | |||||||||||
| Total definite-lived intangible assets | $ | 71,468 | $ | (19,015 | ) | $ | 52,453 | 12.0 | ||||||||
| | June 30, 2023 | |||||||||||||||
| | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | Weighted-Average Remaining Life | ||||||||||||
| | (in thousands) | (in years) | ||||||||||||||
| Acquired product technology rights | $ | 42,176 | $ | (10,881 | ) | $ | 31,295 | 11.5 | ||||||||
| Acquired technology rights | 30,200 | (4,054 | ) | 26,146 | 14.8 | |||||||||||
| Acquired product distribution rights | 6,207 | (4,678 | ) | 1,529 | 1.0 | |||||||||||
| Total definite-lived intangible assets | $ | 78,583 | $ | (19,613 | ) | $ | 58,970 | 12.7 | ||||||||
Gross carrying amounts are net of any impairment charges from prior periods. An intangible asset with net carrying amount at the end of a reporting period is not presented in the table of a future reporting period. Certain of the Company’s amortizable intangible assets include renewal options, extending the expected life of the asset. The renewal periods range between approximately 1 to 20 years depending on the license, patent or other agreement. Renewals are accounted for when they are reasonably assured. Intangible assets are amortized using the straight-line method over the estimated useful lives. Amortization expense of intangible assets was $6.5 million and $6.1 million for the years ended June 30, 2024, and 2023, respectively.
The following table summarizes the estimated future amortization expense of intangible assets to be recognized over the next five years and periods thereafter:
| | June 30, | |||
| | (in thousands) | |||
| 2025 | $ | 4,989 | ||
| 2026 | 4,989 | |||
| 2027 | 4,989 | |||
| 2028 | 4,989 | |||
| 2029 | 4,989 | |||
| Thereafter | 27,508 | |||
| Total future amortization expense | $ | 52,453 | ||
Acquired Product Technology Rights
The acquired product technology rights are related to the rights to production, supply and distribution agreements of various products pursuant to the acquisition of the Pediatric Portfolio in November 2019 and the Neos Acquisition in March 2021.
Karbinal
The Company acquired and assumed all rights and obligations pursuant to the supply and distribution agreement, as amended, with Tris Pharma, Inc. (“Tris”) for the exclusive rights to commercialize Karbinal in the United States (the “Tris Karbinal Agreement”). The Tris Karbinal Agreement’s initial term terminates in August of 2033, with an optional initial 20-year extension.
Poly-Vi-Flor and Tri-Vi-Flor
The Company acquired and assumed all rights and obligations pursuant to a supply and license agreement and various assignment and release agreements, including a previously agreed to settlement and license agreements (the “Poly-Tri Agreements”) for the exclusive rights to commercialize Poly-Vi-Flor and Tri-Vi-Flor in the United States.
ADHD Portfolio
As part of the Neos Acquisition, the Company acquired developed product technology for the production and sale of Adzenys and Cotempla. The formulations for the ADHD products are protected by patented technology. The estimated economic life of these proprietary technologies is 16 years.
Acquired Technology Right
TRRP Proprietary Technology
As part of the Neos Acquisition, the Company acquired time release resin particle (“TRRP”) proprietary technology, which is a proprietary drug delivery technology protected by the Company as a trade secret that allows the Company to modify the drug release characteristics of each of its respective products. The TRRP technology underlines each of the ADHD Portfolio core products and can potentially be used in future product development initiatives as well.
Acquired Product Distribution Rights
In connection with the acquisition of Innovus Pharmaceuticals, Inc. (“Innovus”) in February 2020 (the “Innovus Acquisition”), the Company obtained 35 products with a combination of over 300 registered trademarks and/or patent rights and customer lists. The customer lists are fully amortized. During the fiscal year ended June 30, 2023, this intangible asset was by $3.0 million due to the discontinuance of products in the Consumer Health Segment. As of June 30, 2024, this intangible asset was fully amortized and removed from gross carrying value.
Acquired In-Process R&D
IPR&D – NT0502
As part of the Neos Acquisition, the Company acquired in-process research and development associated with NT0502, a new chemical entity that was being developed for the treatment of sialorrhea, which is excessive salivation or drooling. During the year ended June 30, 2023, the Company terminated its development program of NT0502. As a result, the Company fully impaired the IPR&D of NT0502, recording impairment expense of $2.6 million to its Rx Segment during the second quarter of fiscal 2023.
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Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2024 | Sep 26, 2024 | Showing above |
| 2023 | Oct 12, 2023 | |
| 2022 | Sep 27, 2022 | |
| 2021 | Sep 28, 2021 | |
| 2020 | Oct 6, 2020 | |
About Goodwill & Intangibles Disclosures
Goodwill and intangible asset disclosures reveal the premium paid in acquisitions and how management assesses whether that premium retains its value. Since goodwill is no longer amortized under US GAAP, the annual impairment test is the only mechanism that adjusts carrying values downward — making the assumptions behind that test critically important for investors.
Key signals: a history of goodwill impairments suggests management consistently overpays for acquisitions. Watch the gap between reporting unit fair value and carrying amount — when fair value exceeds carrying amount by less than 10-20%, a small decline in business performance could trigger a write-down. For finite-lived intangibles, examine useful life assumptions across customer relationships, technology, and trade names; aggressive estimates inflate near-term earnings. Compare total intangibles-to-total-assets ratios against peers to assess acquisition dependency. Rising goodwill as a percentage of equity can signal balance sheet fragility.