GOODWILL AND INTANGIBLE ASSETS, NET

12 Months Ended

Sep. 30, 2014

The following table displays a rollforward of the carrying amount of goodwill by reportable segment, as well as Corporate & Other:



	Global Consumer			Scotts LawnService^®		Corporate & Other			Total
	(In millions)
Goodwill	$	244.9		$	127.3	$	24.6		$	396.8
Accumulated impairment losses	(62.8		)	—		(24.6		)	(87.4		)
Balance at September 30, 2012	182.1			127.3		—			309.4
Acquisitions, net of purchase price adjustments	1.0			4.7		—			5.7

Goodwill	$	245.9		$	132.0	$	—		$	377.9
Accumulated impairment losses	(62.8		)	—		—			(62.8		)
Balance at September 30, 2013	183.1			132.0		—			315.1
Acquisitions, net of purchase price adjustments	35.8			—		—			35.8

Goodwill	$	281.7		$	132.0	$	—		$	413.7
Accumulated impairment losses	(62.8		)	—		—			(62.8		)
Balance at September 30, 2014	$	218.9		$	132.0	$	—		$	350.9

The following table presents intangible assets, net:



	September 30, 2014							September 30, 2013
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
	(In millions)
Finite-lived intangible assets:
Technology	$	70.3	$	(56.0	)	$	14.3	$	61.8	$	(53.8	)	$	8.0
Customer accounts	74.2		(47.2		)	27.0		81.2		(65.0		)	16.2
Tradenames	69.0		(12.7		)	56.3		47.0		(24.8		)	22.2
Other	99.2		(81.4		)	17.8		103.9		(88.2		)	15.7
Total finite-lived intangible assets, net						115.4							62.1
Indefinite-lived tradenames						187.3							222.3
Total intangible assets, net						$	302.7						$	284.4

Fiscal 2014

During the third quarter of 2014, the Company completed an impairment review and recognized an impairment charge for a non-recurring fair value adjustment of $33.7 million, within the Global Consumer segment related to the Ortho^® brand. The fair value was calculated based upon the evaluation of the historical performance and future growth expectations of the Ortho^® business.The impact of the fair value adjustment was to reduce the carrying value of the indefinite-lived Ortho^® brand and sub-brands from $126.0 million to $92.3 million. The impairment charge is discussed further in “NOTE 3. IMPAIRMENT, RESTRUCTURING AND OTHER CHARGES.” As a result of the annual impairment review, the Company also determined that no other charges for impairment of goodwill or intangible assets were required. The estimated fair value of each reporting unit was substantially in excess of its carrying value as of the annual test date. Each of the indefinite-lived tradenames had an estimated fair value substantially in excess of its carrying value as of the annual test date, with the exception of the Ortho^® brand.

Fiscal 2013

During the first quarter of 2013, the Company recognized a $4.3 million asset impairment charge as a result of issues with the commercialization of an insect repellent technology for the Global Consumer segment. During the fourth quarter of fiscal 2013, the Company completed its annual impairment review and recognized an impairment charge for a non-recurring fair value adjustment of $11.6 million, which included $11.1 million for indefinite-lived tradenames and $0.5 million for finite-lived tradenames, within the Global Consumer segment related to the Ortho^® brand and certain sub-brands of Ortho^®. The impact of the fair value adjustment was to reduce the carrying value of the indefinite-lived Ortho^® brand and sub-brands from $137.1 million to $126.0 million. The impairment charge is discussed further in “NOTE 3. IMPAIRMENT, RESTRUCTURING AND OTHER CHARGES.” As a result of the annual impairment review, the Company also determined that no other charges for impairment of goodwill or intangible assets were required. The estimated fair value of each reporting unit was substantially in excess of its carrying value as of the annual test date. Each of the indefinite-lived tradenames had an estimated fair value substantially in excess of its carrying value as of the annual test date, with the exception of the Ortho^® brand.

Fiscal 2012

The Company recognized a $3.2 million impairment charge related to an intangible asset associated with the active ingredient MAT 28. The impairment charge is discussed further in “NOTE 3. IMPAIRMENT, RESTRUCTURING AND OTHER CHARGES.”

During the fourth quarter of fiscal 2012, the Company completed its annual impairment analysis and determined that no additional charges for impairment of goodwill or intangible assets were required. The estimated fair value of each reporting unit was substantially in excess of its carrying value as of the annual test date. Each of the indefinite-lived tradenames had an estimated fair value substantially in excess of its carrying value as of the annual test date, with the exception of the Ortho^® tradename and French tradenames of KB^® and Fertiligene^®. The carrying value of the Ortho^® tradename and French tradenames (KB^® and Fertiligene^®) at September 30, 2012 were $137.1 million and $17.7 million, respectively. The excess fair value over the carrying value of Ortho^® tradename and French tradenames was 7.4% and 14.1%, respectively.

Total amortization expense for the years ended September 30, 2014, 2013, and 2012 was $13.8 million, $11.2 million and $10.9 million, respectively. Amortization expense is estimated to be as follows for the years ending September 30 (in millions):



2015	$	12.5
2016	10.8
2017	9.7
2018	8.4
2019	7.0

- 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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