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Goodwill and Intangible Assets
12 Months Ended
Dec. 31, 2015
Goodwill And Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets

3.  Goodwill and Intangible Assets

The Company is required to test for impairment of goodwill and indefinite-lived intangible assets on at least an annual basis. The Company conducted its annual impairment assessment as of October 1 for all of its reporting units, noting no impairment in 2015, 2014 or 2013. Based on procedures conducted to test impairment of goodwill of the Company’s reporting units, the fair values of the Plasticos Novel do Nordeste S. A. (“Novel”) and Jamco Products, Inc. (“Jamco”) reporting units did not substantially exceed their carrying value as of our assessment date in 2015. The estimated fair value of Novel and Jamco exceeded their carrying values by approximately 10% and 20%, respectively. Although no goodwill impairment charge is required for 2015, it does present a risk of future impairment for the goodwill assigned to those reporting units. The decline in the fair values of these businesses was driven primarily by reduced profitability as a result of lower margins and a prolonged economic downturn in the Brazilian economy impacting Novel. As a result, management decreased future projections of the operating results and cash flows in assessing goodwill at these reporting units. The Company tests for impairment whenever events or circumstances indicate that it is more likely than not that the fair value of a reporting unit is below its carrying amount. Such events may include, but are not limited to, significant changes in economic and competitive conditions, the impact of the economic environment on the Company’s customer base or its businesses, or a material negative change in its relationships with significant customers.

During the 2015 annual review of goodwill, management performed a two-step quantitative test for all of its reporting units. In evaluating goodwill for impairment using the two-step test, the Company uses a combination of valuation techniques primarily using discounted cash flows to estimate the fair values of its business reporting units and market based multiples as supporting evidence. The variables and assumptions used, all of which are level 3 fair value inputs, include the projections of future revenues and expenses, working capital, terminal values, discount rates and long term growth rates. The market multiples observed in sale transactions are determined separately for each reporting unit, and are based on the weighted average cost of capital for each of the Company’s reporting units, which ranged from 11.0% to 14.5% in 2015. In addition the Company makes certain judgments about the selection of comparable companies used in determining market multiples in valuing our reporting units, as well as certain assumptions to allocate shared assets and liabilities to calculate values for each of our reporting units. The underlying assumptions used are based on historical actual experience and future expectations. The Company compares the fair value of each of its reporting units to their respective carrying values, including related goodwill. The Company also compares our book value and the estimates of fair value of the reporting units to our market capitalization as of and at dates near the annual testing date. Management uses this comparison as additional evidence of the fair value of the Company, as our market capitalization may be suppressed by other factors such as the control premium associated with a controlling shareholder, our leverage or general expectations regarding future operating results and cash flows. In situations where the implied value of the Company under the Income or Market Approach are significantly different than our market capitalization, the Company re-evaluates and adjusts, if necessary, the assumptions underlying our Income and Market Approach models. Our estimate of the fair values of these reporting units, and the related goodwill, could change over time based on a variety of factors, including the aggregate market value of the Company’s common stock, actual operating performance of the underlying businesses or the impact of future events on the cost of capital and the related discount rates used.

The change in the carrying amount of goodwill for the years ended December 31, 2015 and 2014 is as follows:

 

 

 

Distribution

 

 

Material

Handling

 

 

Total

 

January 1, 2014

 

$

505

 

 

$

50,570

 

 

$

51,075

 

Acquisitions

 

 

 

 

 

19,812

 

 

 

19,812

 

Foreign currency translation

 

 

 

 

 

(4,248

)

 

 

(4,248

)

December 31, 2014

 

 

505

 

 

 

66,134

 

 

 

66,639

 

Measurement period adjustments

 

 

 

 

 

(300

)

 

 

(300

)

Foreign currency translation

 

 

 

 

 

(2,304

)

 

 

(2,304

)

December 31, 2015

 

$

505

 

 

$

63,530

 

 

$

64,035

 

 

Intangible assets other than goodwill primarily consist of trade names, customer relationships, patents, and technology assets established in connection with acquisitions. These intangible assets, other than certain trade names, are amortized over their estimated useful lives. The Company performs an annual impairment assessment for the indefinite lived trade names which had a carrying value of $10,859 and $11,256 at December 31, 2015 and 2014, respectively. In performing this assessment the Company uses an income approach, based primarily on level 3 inputs, to estimate the fair value of the trade name. The Company records an impairment charge if the carrying value of the trade name exceeds the estimated fair value at the date of assessment.

Intangible assets at December 31, 2015 and 2014 consisted of the following:

 

 

 

 

 

 

 

2015

 

 

2014

 

 

 

Weighted

Average Remaining Useful

Life (years)

 

 

Gross

 

 

Accumulated

Amortization

 

 

Net

 

 

Gross

 

 

Accumulated

Amortization

 

 

Net

 

Trade Names - Indefinite Lived

 

 

 

 

 

$

10,859

 

 

$

 

 

$

10,859

 

 

$

11,256

 

 

$

 

 

$

11,256

 

Trade Names

 

 

4.3

 

 

 

280

 

 

 

(142

)

 

 

138

 

 

 

280

 

 

 

(110

)

 

 

170

 

Customer Relationships

 

 

4.1

 

 

 

40,427

 

 

 

(16,165

)

 

 

24,262

 

 

 

41,332

 

 

 

(7,964

)

 

 

33,368

 

Technology

 

 

8.0

 

 

 

27,177

 

 

 

(5,166

)

 

 

22,011

 

 

 

27,642

 

 

 

(2,552

)

 

 

25,090

 

Patents

 

 

1.2

 

 

 

11,724

 

 

 

(10,464

)

 

 

1,260

 

 

 

10,888

 

 

 

(8,538

)

 

 

2,350

 

Non-Compete

 

 

0.0

 

 

 

 

 

 

 

 

 

 

 

 

150

 

 

 

(149

)

 

 

1

 

 

 

 

 

 

 

$

90,467

 

 

$

(31,937

)

 

$

58,530

 

 

$

91,548

 

 

$

(19,313

)

 

$

72,235

 

 

Intangible amortization expense was $9,802, $6,466 and $2,769 in 2015, 2014 and 2013, respectively. Estimated annual amortization expense for intangible assets with finite lives for the next five years is: $9,492 in 2016; $8,584 in 2017; $8,200 in 2018, $7,705 in 2019 and $4,972 in 2020.