Goodwill and Other Intangible Assets

3 Months Ended

Mar. 31, 2014

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

The following table presents the changes in the carrying amount of our goodwill for the three months ended March 31, 2014 (in thousands):



	Animal Hospital			Laboratory			All Other			Total
Balance as of December 31, 2013
Goodwill	$	1,216,581		$	96,871		$	138,276		$	1,451,728
Accumulated impairment losses	—			—			(120,811		)	(120,811		)
Subtotal	1,216,581			96,871			17,465			1,330,917
Goodwill acquired	15,115			—			—			15,115
Foreign translation adjustment	(4,030		)	(23		)	—			(4,053		)
Other ⁽¹⁾	(1,925		)	—			—			(1,925		)
Balance as of March 31, 2014
Goodwill	1,225,741			96,848			138,276			1,460,865
Accumulated impairment losses	—			—			(120,811		)	(120,811		)
Subtotal	$	1,225,741		$	96,848		$	17,465		$	1,340,054

____________________________


⁽¹⁾	"Other" primarily includes measurement period adjustments and an immaterial write-off related to a sale of an animal hospital.

Other Intangible Assets

Our acquisition related amortizable intangible assets at March 31, 2014 and December 31, 2013 are as follows (in thousands):



	As of March 31, 2014							As of December 31, 2013
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Non-contractual customer relationships	$	109,330	$	(44,281	)	$	65,049	$	109,842	$	(41,895	)	$	67,947
Covenants not-to-compete	8,718		(4,361		)	4,357		8,843		(4,661		)	4,182
Favorable lease assets	9,537		(4,535		)	5,002		7,458		(4,373		)	3,085
Trademarks	12,655		(4,308		)	8,347		13,115		(4,194		)	8,921
Contracts	608		(326		)	282		608		(305		)	303
Technology	5,240		(3,153		)	2,087		5,240		(3,015		)	2,225
Client lists	50		(46		)	4		50		(42		)	8
Total	$	146,138	$	(61,010	)	$	85,128	$	145,156	$	(58,485	)	$	86,671


3.	Goodwill and Other Intangible Assets, continued

The following table summarizes our aggregate amortization expense related to acquisition related intangible assets (in thousands):



	Three Months Ended March 31,
	2014		2013
Aggregate amortization expense	$	5,147	$	5,044

The estimated amortization expense related to acquisition related intangible assets for the remainder of 2014 and each of the succeeding years thereafter, as of March 31, 2014, is as follows (in thousands):



Remainder of 2014	$	15,651
2015	19,094
2016	16,162
2017	9,924
2018	6,350
Thereafter	17,947
Total	$	85,128

- 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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