Goodwill and Other Intangible Assets

12 Months Ended

Jul. 31, 2012

5. GOODWILL AND OTHER INTANGIBLE ASSETS

The components of amortizable intangible assets are as follows:


		July 31, 2012				July 31, 2011
	Weighted Average Years Remaining Life	Cost		Accumulated Amortization		Cost		Accumulated Amortization
Dealer networks	11		$ 72,230		$ 13,343		$ 72,230		$ 6,154
Non-Compete agreements	3		6,321		3,678		6,851		3,300
Trademarks	23		36,775		2,522		36,669		1,008
Design technology and other intangibles	13		21,300		2,856		22,260		2,293
Total amortizable intangible assets			$ 136,626		$ 22,399		$ 138,010		$ 12,755

Aggregate amortization expense for amortizable intangibles for the fiscal years ended July 31, 2012, 2011 and 2010 were $11,135, $10,262 and $510, respectively. The dealer networks are primarily being amortized on an accelerated cash flow basis. Non-compete agreements and other intangibles are amortized on a straight-line basis. Prior to the Heartland acquisition, the Company had deemed its various trademarks to have indefinite lives and therefore not subject to amortization. However, in assessing the trademarks obtained in the Heartland acquisition, the Company determined that with the cyclicality in the RV industry and the extent of competition in the industry it was more appropriate to consider those trademarks as definite-lived assets with 25 year useful lives. The Company also re-assessed its other trademarks and, effective on May 1, 2011, re-characterized all of its trademarks as definite-lived assets with useful lives of 20-25 years. Accordingly, all trademarks are now subject to amortization. All of the Company’s previously classified indefinite-lived trademarks were subject to the Company’s April 30, 2011 impairment assessment.

Estimated Amortization Expense:


For the fiscal year ending July 31, 2013	$	10,944
For the fiscal year ending July 31, 2014	$	10,676
For the fiscal year ending July 31, 2015	$	10,318
For the fiscal year ending July 31, 2016	$	9,262
For the fiscal year ending July 31, 2017	$	8,875
For the fiscal year ending July 31, 2018 and thereafter	$	64,152

Goodwill is not subject to amortization.

During the first quarter of fiscal year 2011, management decided to combine its Damon and Four Winds motorized operations to form Thor Motor Coach to optimize operations and garner cost efficiencies. As a result, related intangible assets were reviewed at that time for a potential impairment, trademarks associated with one of the former operating companies were discontinued and the related trademark values of $2,036 were written off.

For the annual impairment test at April 30, 2012, 2011 and 2010, management engaged an independent valuation firm to assist in its impairment assessment reviews. The fair value of all previously indefinite-lived trademarks was determined using a royalty savings methodology similar to that employed when the associated businesses were acquired but using updated estimates of sales, royalty and discount rates. The fair value of the Company’s reporting units for purposes of goodwill testing was determined by employing a discounted cash flow methodology and a market approach, when appropriate.

As a result of the annual impairment assessment as of April 30, 2012, no impairment of goodwill was identified.

The April 30, 2011 review resulted in a non-cash trademark impairment of $1,430 in the third quarter of fiscal 2011 associated with an operating subsidiary in the Company’s bus segment. This impairment resulted from lower anticipated sales than previously expected. The fair value of the trademark was determined using Level 3 inputs as defined by ASC 820. As a result of the annual impairment assessment as of April 30, 2011, no impairment of goodwill or indefinite-lived intangible assets was identified other than the trademark impairment described above.

The Company completed an impairment review as of April 30, 2010 that resulted in a non-cash trademark impairment of $500 in the third quarter of fiscal 2010 for the trademark associated with an operating subsidiary in the towables segment. This impairment resulted from the sluggish market and outlook for the park model business.

Changes in the carrying amount of goodwill by reportable segment as of July 31, 2012 and 2011 are summarized as follows:


	2012								2011
	Towables		Motorized		Buses		Total		Towables		Motorized		Buses		Total
Balance as of beginning of fiscal year:
Goodwill	$	237,346	$	17,252	$	7,106	$	261,704	$	143,795	$	17,252	$	7,106	$	168,153
Accumulated impairment charges		–		(17,252)		–		(17,252)		–		(17,252)		–		(17,252)

Net Balance at beginning of fiscal year		237,346		–		7,106		244,452		143,795		–		7,106		150,901
Fiscal year activity:
Goodwill acquired – Heartland		757		–		–		757		93,551		–		–		93,551


Balance as of end of fiscal year:
Goodwill		238,103		17,252		7,106		262,461		237,346		17,252		7,106		261,704
Accumulated impairment charges		–		(17,252)		–		(17,252)		–		(17,252)		–		(17,252)

Net Balance as of July 31:	$	238,103	$	–	$	7,106	$	245,209	$	237,346	$	–	$	7,106	$	244,452

- 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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