GOODWILL AND INTANGIBLE ASSETS

3 Months Ended

Mar. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

The Company assesses both goodwill and indefinite-lived intangible assets for impairment annually as of April 1 or more frequently if events or changes in circumstances indicate the asset might be impaired.

In the third and fourth quarters of 2022, the Company identified indicators of a "more likely than not" impairment related to its Digital Dental Group and Equipment & Instruments reporting units and certain indefinite-lived intangible assets, which resulted in impairment charges. At March 31, 2023, the remaining goodwill related to the Digital Dental Group and Equipment & Instruments reporting units was $235 million and $193 million, respectively, and the carrying value of indefinite-lived intangible assets with impairments in the third or fourth quarters of 2022 was $157 million, $15 million, and $40 million for the Digital Dental Group, Equipment & Instruments, and Consumables reporting units, respectively. As the fair value of these reporting units and indefinite-lived intangible assets continues to approximate carrying values as of March 31, 2023, any further decline in key assumptions could result in additional impairments in future periods. Refer to Note 12 - Goodwill and Intangible Assets within the 2022 Form 10-K for further information regarding prior year impairment.

For the three months ended March 31, 2023, the Company considered qualitative and quantitative factors to determine whether any events or changes in circumstances had resulted in the likelihood that the goodwill or indefinite-lived intangible assets may have become more likely than not impaired during the course of the quarter, and concluded there were no such indicators. The Company performed a hypothetical sensitivity analysis by increasing the discount rate by 100 basis points and, in a separate test, reducing 10% the fair value of the reporting units and indefinite-lived intangible assets. Under this sensitivity, one additional reporting unit within the Technologies & Equipment segment and certain indefinite-lived intangibles within the Technologies & Equipment segment would have a fair value less than 10% in excess of book value. Goodwill associated with this reporting unit was $1,134 million at March 31, 2023, and the carrying value of these indefinite-lived intangible assets was $57 million at March 31, 2023.

Any deviation in actual financial results compared to the forecasted financial results or valuation assumptions used in the annual or interim tests, a decline in equity valuations, increases in interest rates, or changes in the use of intangible assets, among other factors, could have a material adverse effect to the fair value of either the reporting units or intangible assets and could result in a future impairment charge. There can be no assurance that the Company’s future asset impairment testing will not result in a material charge to earnings.

A reconciliation of changes in the Company’s goodwill by reportable segment were as follows:


(in millions)	Technologies & Equipment		Consumables		Total

Balance at December 31, 2022
Goodwill	$	5,902	$	866	$	6,768
Accumulated impairment losses	(4,080)		—		(4,080)
Goodwill, net	$	1,822	$	866	$	2,688



Translation	9		4		13

Balance at March 31, 2023
Goodwill	$	5,911	$	870	$	6,781
Accumulated impairment losses	(4,080)		—		(4,080)
Goodwill, net	$	1,831	$	870	$	2,701

Identifiable definite-lived and indefinite-lived intangible assets were as follows:


	March 31, 2023						December 31, 2022
(in millions)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount

Developed technology and patents	$	1,671	$	(888)	$	783	$	1,658	$	(848)	$	810
Tradenames and trademarks	274		(99)		175		273		(96)		177
Licensing agreements	30		(26)		4		30		(26)		4
Customer relationships	1,061		(620)		441		1,057		(600)		457
Total definite-lived	$	3,036	$	(1,633)	$	1,403	$	3,018	$	(1,570)	$	1,448

Indefinite-lived tradenames and trademarks	$	454	$	—	$	454	$	450	$	—	$	450
In-process R&D (a)	5		—		5		5		—		5
Total indefinite-lived	$	459	$	—	$	459	$	455	$	—	$	455

Total identifiable intangible assets	$	3,495	$	(1,633)	$	1,862	$	3,473	$	(1,570)	$	1,903

(a) Intangible assets acquired in a business combination that are in-process and used in research and development ("R&D") activities are considered indefinite-lived until the completion or abandonment of the R&D efforts. The useful life and amortization of those assets will be determined once the R&D efforts are completed.

During the second quarter of 2021, the Company purchased certain developed technology rights for an initial payment of $3 million. The purchase consideration also includes minimum guaranteed contingent payments of $17 million to be made upon reaching certain regulatory and commercial milestones. The contingent payments are not yet considered probable of payment as of March 31, 2023.