GOODWILL AND INTANGIBLE ASSETS

12 Months Ended

Dec. 31, 2012

GOODWILL AND INTANGIBLE ASSETS [Abstract]

7. GOODWILL AND INTANGIBLE ASSETS

Goodwill

The following table summarizes the net carrying amount of goodwill by segment at December 31, 2012 and 2011, respectively:

							Engineering
	Aerostructures						Services				Total
	2012			2011			2012		2011		2012			2011
Balance at December 31,

Gross Goodwill	$	135,431		$	11,847		$	49,536	$	42,908	$	184,967		$	54,755
Accumulated impairment loss		(5,653	)		(5,653	)		-		-		(5,653	)		(5,653	)

Net Goodwill	$	129,778		$	6,194		$	49,536	$	42,908	$	179,314		$	49,102

The net goodwill balance at December 31, 2012 consisted of $42,908 from the acquisition of D3 Technologies, Inc. ("D3") in July 2007, $6,194 from the acquisition of Intec in January 2009, $6,628 from the acquisition of TASS in August 2012, and $123,584 from the acquisition of Valent in December 2012, and at December 31, 2011 only the D3 and Intec amounts. Goodwill recorded as a result of the D3 and Intec acquisitions is not deductible for tax purposes. Goodwill recorded as a result of the Valent and TASS acquisitions is deductible for tax purposes. The fair values of goodwill for Valent and TASS were determined by third parties in connection with the purchase and recorded at those values. The Company performed the goodwill impairment analyses for both reporting units in the fourth quarter of fiscal years 2012, excluding Valent and TASS, using a qualitative assessment, and in 2011, using the expected present value of future cash flows for D3 and the qualitative assessment for Intec. This is considered to be level 3 in the fair value hierarchy. No adjustment to goodwill was required based on the fourth quarter 2012 and 2011 analyses.

Intangible Assets

Intangible assets primarily consist of trademarks and customer intangibles resulting from the acquisitions of Versaform Corporation, D3, Intec, TASS, and Valent. The trademark of $4,222 that resulted from acquisition of D3 was determined to have an indefinite life. The remaining trademarks resulted from the acquisitions of Intec, TASS, and Valent and have a weighted average useful life of 4.5 years. Customer intangibles have a weighted average useful life of 18.5 years. Other intangible assets have a weighted average useful life of 5.3 years. The carrying values were as follows:

	December 31,
	2012			2011

Trademarks	$	5,000		$	4,582
Customer intangible assets		68,991			21,515
Other		1,481			582
Accumulated amortization		(11,138	)		(9,037	)
Intangible assets, net	$	64,334		$	17,642

Intangibles amortization expense for 2012, 2011 and 2010 was $2,100, $3,185 and $2,137, respectively. Amortization expense for 2011 includes $1,163 for the impairment loss as discussed in Note 3. Estimated annual amortization expense for these intangibles is as follows:

Year ending December 31,
2013	$	4,647
2014		4,524
2015		4,359
2016		4,134
2017		3,915
Thereafter		38,533
Nonamortizeable		4,222
	$	64,334

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

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