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GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS
9 Months Ended
Feb. 23, 2020
Goodwill And Intangible Assets Disclosure [Abstract]  
GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS

6. GOODWILL AND OTHER IDENTIFIABLE INTANGIBLE ASSETS

The change in the carrying amount of goodwill for the first three quarters of fiscal 2020 was as follows:

 

 

 

Grocery &

Snacks

 

 

Refrigerated

& Frozen

 

 

International

 

 

Foodservice

 

 

Total

 

Balance as of May 26, 2019

 

$

4,741.3

 

 

$

5,642.4

 

 

$

299.0

 

 

$

752.7

 

 

$

11,435.4

 

Purchase accounting adjustments

 

 

3.5

 

 

 

5.9

 

 

 

0.7

 

 

 

 

 

 

10.1

 

Currency translation

 

 

 

 

 

 

 

 

(2.4

)

 

 

 

 

 

(2.4

)

Balance as of February 23, 2020

 

$

4,744.8

 

 

$

5,648.3

 

 

$

297.3

 

 

$

752.7

 

 

$

11,443.1

 

 

Other identifiable intangible assets, excluding amounts classified as held for sale, were as follows:

 

 

 

February 23, 2020

 

 

May 26, 2019

 

 

 

Gross

Carrying

Amount

 

 

Accumulated

Amortization

 

 

Gross

Carrying

Amount

 

 

Accumulated

Amortization

 

Non-amortizing intangible assets

 

$

3,544.1

 

 

$

 

 

$

3,559.6

 

 

$

 

Amortizing intangible assets

 

 

1,240.4

 

 

 

305.1

 

 

 

1,239.9

 

 

 

260.2

 

 

 

$

4,784.5

 

 

$

305.1

 

 

$

4,799.5

 

 

$

260.2

 

In the first quarter of fiscal 2020, we reorganized our reporting segments to incorporate the Pinnacle business into our legacy reporting segments, to reflect how the business is now being managed. Accordingly, we reassigned goodwill from the legacy Pinnacle segment to the applicable reporting units of the legacy Conagra segments, consistent with the Company's new management structure. The allocation of goodwill to Grocery & Snacks, Refrigerated & Frozen, International, and Foodservice was $2.19 billion, $4.58 billion, $58.5 million, and $181.6 million, respectively. We tested goodwill for impairment both prior to and subsequent to the reallocation of Pinnacle goodwill and there were no impairments of goodwill. Such impairment tests are performed by estimating the fair value of each reporting unit and comparing that to the carrying amount of the net assets of the applicable reporting unit. If the estimated fair value of a reporting unit is less than its carrying value, such deficit is recognized as an impairment of goodwill.

Fair value is typically estimated using a discounted cash flow analysis which requires us to estimate the future cash flows as well as to select a risk-adjusted discount rate to measure the present value of the anticipated cash flows. When determining future cash flow estimates, we consider historical results adjusted to reflect current and anticipated operating conditions. We estimate cash flows

for a reporting unit over a discrete period (typically five years) and a terminal period (considering expected long-term growth rates and trends). With the assistance of a third-party valuation specialist, we used a discount rate for our domestic reporting units of 7% and rates ranging from 8% to 11% for our International reporting units. We used terminal growth rates between 1% and 2% for all reporting units (excluding one international reporting unit with a 3% terminal growth rate). Estimating the fair value of individual reporting units requires us to make assumptions and estimates in such areas as future economic conditions, industry-specific conditions, product pricing, and necessary capital expenditures. The use of different assumptions or estimates for future cash flows, discount rates, or terminal growth rates could produce substantially different estimates of the fair value of the reporting units.

Several of our reporting units have an estimated fair value substantially in excess of the carrying value. Three of our reporting units with aggregate goodwill of $3.5 billion have an estimated fair value that exceeds the respective carrying value as of our most recent testing date as follows:  

 

 

 

Carrying Value of Goodwill

 

 

Excess Fair Value as of Fiscal 2020 Test Date

 

Sides, Components, Enhancers (part of Refrigerated & Frozen segment)

 

$

2,636.6

 

 

 

18.1

%

Foodservice

 

 

752.7

 

 

 

36.7

%

Canada (part of International segment)

 

 

96.2

 

 

 

32.0

%

If our future cash flow projections and other fair value assumptions for these reporting units change, we may be subject to potential impairment in subsequent quarters.

For our non-amortizing intangible assets, which are comprised of brands and trademarks, we use a "relief from royalty" methodology in estimating fair value. During the first quarter of fiscal 2020, we recorded impairment charges totaling $19.3 million within our Refrigerated & Frozen segment and Grocery & Snacks segment for certain brands for which management changed its business strategy and that continued to have lower than expected sales and profit margins. This impairment was included within SG&A expenses.  

Amortizing intangible assets, carrying a remaining weighted average life of approximately 20 years, are principally composed of customer relationships and acquired intellectual property. Amortization expense was $14.9 million and $44.9 million for the third quarter and first three quarters of fiscal 2020, respectively, and $14.9 million and $34.0 million for the third quarter and first three quarters of fiscal 2019, respectively. Based on amortizing assets recognized in our Condensed Consolidated Balance Sheet as of February 23, 2020, amortization expense is estimated to average $57.3 million for each of the next five years.