GOODWILL AND OTHER INTANGIBLE ASSETS

The changes in goodwill for the years ended December 31, 2015 and 2014 were as follows (in thousands):



	Technical Services			Industrial and Field Services			Kleen Performance Products			SK Environmental Services			Lodging Services			Oil and Gas Field Services			Totals
Balance at January 1, 2014	$	45,599		$	109,873		$	171,161		$	172,309		$	35,512		$	36,506		$	570,960
Acquired from acquisitions	5,018			—			—			—			2,383			—			7,401
Measurement period adjustments	—			—			4,288			—			—			—			4,288
Goodwill impairment charge	—			—			(123,414		)	—			—			—			(123,414		)
Foreign currency translation and other	(525		)	(659		)	(1,152		)	1,564			(3,032		)	(2,762		)	(6,566		)
Balance at December 31, 2014	$	50,092		$	109,214		$	50,883		$	173,873		$	34,863		$	33,744		$	452,669
Acquired from acquisitions	—			—			—			46,539			—			—			46,539
Measurement period adjustments	—			—			—			—			3,574			—			3,574
Goodwill impairment charge	—			—			—			—			—			(31,992		)	(31,992		)
Foreign currency translation and other	(825		)	(3,928		)	(1,128		)	(3,823		)	(6,229		)	(1,752		)	(17,685		)
Balance at December 31, 2015	$	49,267		$	105,286		$	49,755		$	216,589		$	32,208		$	—		$	453,105

The Company assesses goodwill for impairment on an annual basis as of December 31, or at an interim date when events or changes in the business environment would more likely than not reduce the fair value of a reporting unit below its carrying value.

During the second quarter of 2015, certain events and changes in circumstances arose which led management of the Company to conclude that the fair value of the Oil and Gas Field Services reporting unit may be less than its carrying value and therefore an interim impairment test was conducted relative to goodwill recorded by the Oil and Gas Field Services reporting unit. The primary events and changes in circumstances which led to this conclusion were:

(6) GOODWILL AND OTHER INTANGIBLE ASSETS (Continued)

•

The second quarter is the period of time where greater levels of communication with customers and the receipt of bids and proposals for project work take place and provide management with more clarity into levels of activity and other economic and business indicators for the latter half of the fiscal year and on into the first quarter of the following year. During the quarter ended June 30, 2015, it became apparent that oil and gas exploration and production activity would continue to be lower than historical periods and lower than previously anticipated by the Company. This was evidenced by reduced volume in bid and proposal requests from customers and communications indicating the reduction in customer budgets in these areas as well as lower than anticipated pricing for our services.

•

Market and industry reports which management looks to in projecting business conditions and establishing forecast information evidenced more pessimistic views in the near term. The continued depressed price of oil without any upward momentum since December 2014, as well as declining and expected continued decline in rig count for the remainder of 2015, resulted in lower estimates of industry activity in the second half of 2015 and early 2016.


•	In recognition of lower than anticipated business results and less optimistic market indicators, management significantly lowered its 2015 forecasts relative to the Oil and Gas Field Services reporting unit.

In performing Step I of this interim goodwill impairment test, the estimated fair value of the Oil and Gas Field Services reporting unit was determined using an income approach based upon discounted cash flows and was compared to the reporting unit's carrying value as of June 30, 2015. Based on the results of that valuation, the carrying amount of the reporting unit, including $32.0 million of goodwill, exceeded its estimated fair value and as a result the Company performed Step II of the goodwill impairment test to determine the amount of goodwill impairment charge to be recorded.

Step II of the goodwill impairment test required the Company to perform a theoretical purchase price allocation for the reporting unit to determine the implied fair value of goodwill and to compare the implied fair value of goodwill to the recorded amount. The estimates of the fair values of intangible assets identified in performing this theoretical purchase price allocation and resulting implied fair value of goodwill required significant judgment. Based on the results of this goodwill impairment test the implied value of goodwill was $0 and as such the Company recognized a goodwill impairment charge equal to the recorded amount of goodwill of $32.0 million as of June 30, 2015.

The factors contributing to the $32.0 million goodwill impairment charge principally related to events and changes in circumstances discussed above which had negative impacts on the Company’s prospective financial information utilized in its discounted cash flow model prepared in connection with the interim impairment test. The projected lower levels of activity and pricing in the latter half of the year which became evident during the second quarter decreased the reporting unit’s anticipated future cash flows for 2015 as compared to those estimated previously. These factors also provided evidence of a longer than expected overall recovery from current industry lows which negatively impacted the estimated levels of cash flows in future periods that were assumed in the cash flow models utilized in the interim impairment test. These factors adversely affected the estimated fair value of the reporting unit as of June 30, 2015 and ultimately led to the recognition of the goodwill impairment charge.

During the third quarter of 2014 the Company recorded a goodwill impairment charge of $123.4 million related to goodwill associated with the Kleen Performance Products segment.

In performing Step I of this goodwill impairment test, the estimated fair value of the Oil Re-refining and Recycling reporting unit was determined using an income approach based upon discounted cash flows and was compared to the reporting unit's carrying value as of September 30, 2014. Based on the results of that valuation, the carrying amount of the reporting unit, including $174.3 million of goodwill, exceeded its estimated fair value and as a result the Company performed Step II of the goodwill impairment test to determine the amount of goodwill impairment charge to be recorded.

test, the Company recognized a goodwill impairment charge for the Oil Re-refining and Recycling segment of $123.4 million as of September 30, 2014.

(6) GOODWILL AND OTHER INTANGIBLE ASSETS (Continued)

The factors contributing to this goodwill impairment charge principally related to decreases in market prices of oil products sold by the Kleen Performance Products business which took place during the third quarter of 2014. These decreasing market prices negatively impacted the profitability of the Oil Re-refining and Recycling segment and further resulted in lower assumptions for future revenues and profits of the business. These factors adversely affected the estimated fair value of the reporting unit as of September 30, 2014 and ultimately led to the recognition of the goodwill impairment charge.

The Company conducted its annual impairment test of goodwill for all of the Company's reporting units as of December 31, 2015 and determined that no adjustment to the carrying value of goodwill for any reporting unit was necessary because the fair values of the reporting units exceeded their respective carrying values. The fair value of all reporting units was determined using an income approach based upon estimates of future discounted cash flows. The resulting estimates of fair value were validated through the consideration of other factors such as the fair value of comparable companies to the reporting units and a reconciliation of the sum of all estimated fair values of the reporting units to the Company’s overall market capitalization. In all cases except for the Company's Kleen Performance Products reporting unit, the estimated fair values of the reporting units significantly exceeded their carrying values.

Significant judgments and unobservable inputs categorized as Level III in the fair value hierarchy are inherent in the impairment tests performed and include assumptions about the amount and timing of expected future cash flows, growth rates, and the determination of appropriate discount rates. The Company believes that the assumptions used in its annual and any interim date impairment tests are reasonable, but variations in any of the assumptions may result in different calculations of fair values and impairment charges.

The impacts of any adverse business and market conditions which impact the overall performance of the Company's reporting units will continue to be monitored. If the Company's reporting units do not achieve the financial performance that the Company expects, it is possible that additional goodwill impairment charges may result. There can therefore be no assurance that future events will not result in an impairment of goodwill.

At December 31, 2015, the total accumulated goodwill impairment charge was $155.4 million, of which $32.0 million was recorded during the year ended December 31, 2015 within the Oil and Gas Field Services segment and $123.4 million was recorded in the Kleen Performance Products segment during the year ended December 31, 2014.

As of December 31, 2015 and 2014, the Company's finite-lived and indefinite lived intangible assets consisted of the following (in thousands):



	December 31, 2015							December 31, 2014
	Cost		Accumulated Amortization		Net		Weighted Average Amortization Period (in years)	Cost		Accumulated Amortization		Net		Weighted Average Amortization Period (in years)
Permits	$	161,396	$	61,142	$	100,254	19.0	$	156,692	$	55,318	$	101,374	19.0
Customer and supplier relationships	374,866		99,463		275,403		10.1	370,373		77,697		292,676		11.0
Other intangible assets	31,416		22,581		8,835		1.5	31,540		19,074		12,466		3.2
Total amortizable permits and other intangible assets	567,678		183,186		384,492		10.0	558,605		152,089		406,516		11.4
Trademarks and trade names	122,326		—		122,326		Indefinite	123,564		—		123,564		Indefinite
Total permits and other intangible assets	$	690,004	$	183,186	$	506,818		$	682,169	$	152,089	$	530,080

(6) GOODWILL AND OTHER INTANGIBLE ASSETS (Continued)

As of December 31, 2015, the Oil and Gas Field Services segment group had property, plant and equipment, net of $156.3 million, other intangible assets of $14.9 million consisting of customer and supplier relationships of $8.2 million and other intangible assets of $6.7 million. Based on analyses performed during 2015 which were conducted based upon the same circumstances which triggered the goodwill impairment charge recorded, sufficient undiscounted cash flows are expected to be generated over these assets' remaining lives to recover the carrying values and thus no impairment exists. If expectations of future cash flows were to decrease in the future as a result of worse than expected or prolonged periods of depressed activity in the Oil and Gas Field Services marketplace, future impairments may exist.

Amortization expense of permits and other intangible assets for the years ended December 31, 2015, 2014 and 2013 were $40.2 million, $36.7 million and $35.1 million, respectively.

The expected amortization of the net carrying amount of finite-lived intangible assets at December 31, 2015 is as follows(in thousands):



Years Ending December 31,	Expected Amortization
2016	$	37,902
2017	33,081
2018	30,450
2019	27,926
2020	25,539
Thereafter	229,594
	$	384,492