XML 35 R15.htm IDEA: XBRL DOCUMENT v3.20.4
Goodwill and Intangible Assets
12 Months Ended
Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets Goodwill and Intangible Assets
The changes in the carrying amount of goodwill for 2020 and 2019, by reportable business segment, were as follows:

FMTHSTFSDPTotal
(In thousands)
Goodwill$601,762 $895,177 $401,647 $1,898,586 
Accumulated goodwill impairment losses(20,721)(149,820)(30,090)(200,631)
Balance at January 1, 2019581,041 745,357 371,557 1,697,955 
Foreign currency translation(2,116)476 (2,509)(4,149)
Acquisitions— 85,939 — 85,939 
Balance at December 31, 2019578,925 831,772 369,048 1,779,745 
Foreign currency translation10,365 29,058 13,125 52,548 
Acquisitions60,431 — 1,052 61,483 
Acquisition adjustments— 1,798 — 1,798 
Balance at December 31, 2020$649,721 $862,628 $383,225 $1,895,574 
 
ASC 350, Goodwill and Other Intangible Assets, requires that goodwill be tested for impairment at the reporting unit level on an annual basis and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying value. In 2020 and 2019, there were no events or circumstances that would have required an interim impairment test. Goodwill represents the purchase price in excess of the net amount assigned to assets acquired and liabilities assumed.
Goodwill and other acquired intangible assets with indefinite lives were tested for impairment as of October 31, 2020, the Company’s annual impairment test date. In assessing the fair value of the reporting units, the Company considers both the market approach and the income approach. Under the market approach, the fair value of the reporting unit is determined by the respective trailing 12 month EBITDA and the forward looking 2021 EBITDA (50% each), based on multiples of comparable public companies. The market approach is dependent on a number of significant management assumptions including forecasted EBITDA and selected market multiples. Under the income approach, the fair value of the reporting unit is determined based on the present value of estimated future cash flows. The income approach is dependent on a number of significant management assumptions including estimates of operating results, capital expenditures, net working capital requirements, long-term growth rates and discount rates. Weighting was equally attributed to both the market and the income approaches (50% each) in arriving at the fair value of the reporting units.

The following table provides the gross carrying value and accumulated amortization for each major class of intangible asset at December 31, 2020 and 2019:

 At December 31, 2020 At December 31, 2019
 Gross
Carrying
Amount
Accumulated
Amortization
NetWeighted
Average
Life
Gross
Carrying
Amount
Accumulated
Amortization
Net
  (In thousands)   (In thousands) 
Amortized intangible assets:
Patents$3,030 $(1,740)$1,290 10$6,678 $(5,276)$1,402 
Trade names130,793 (72,685)58,108 16123,062 (64,938)58,124 
Customer relationships318,350 (120,294)198,056 13275,575 (96,252)179,323 
Unpatented technology122,287 (55,131)67,156 13101,721 (43,561)58,160 
Other700 (647)53 10700 (578)122 
Total amortized intangible assets575,160 (250,497)324,663 507,736 (210,605)297,131 
Indefinite-lived intangible assets:
Banjo trade name62,100 — 62,100 62,100 — 62,100 
Akron Brass trade name28,800 — 28,800 28,800 — 28,800 
Total intangible assets$666,060 $(250,497)$415,563 $598,636 $(210,605)$388,031 

On June 22, 2018, the Company acquired the intellectual property assets of Phantom Controls (“Phantom”) for cash consideration of $4.0 million. The operational capabilities and innovative pump operation of Phantom’s technology complements our existing water-flow expertise of Hale, Akron Brass and Class 1 to improve fire ground safety and reduce operational complexity during mission critical response. This acquisition of intellectual property assets did not meet the definition of a business under ASU 2017-01 and thus the Company recorded the entire purchase price to the Unpatented technology class of intangible assets on the Consolidated Balance Sheets.

The Banjo trade name and the Akron Brass trade name are indefinite-lived intangible assets which are tested for impairment on an annual basis in accordance with ASC 350 or more frequently if events or changes in circumstances indicate that the assets might be impaired. The Company uses the relief-from-royalty method, a form of the income approach, to determine the fair value of these trade names. The relief-from-royalty method is dependent on a number of significant management assumptions, including estimates of revenues, royalty rates and discount rates.

In 2020, the COVID-19 outbreak resulted in government lockdown mandates globally that forced us to both reduce hours and temporarily close some facilities at the beginning of the pandemic. These events required that an interim impairment test be performed on the definite-lived intangible assets at one of the Company’s businesses. The impairment test did not result in an impairment charge.

In the second quarter of 2019, the Company began to evaluate strategic alternatives for one of its businesses in the HST segment. Prior to making a final decision on the options that were presented for this business, the business was informed in the third quarter of 2019 of the loss of its largest customer. As a result, the Company accelerated its restructuring activities for this business and a decision was made to wind down the business over time. This event required an interim impairment test be performed on certain of its definite-lived intangible assets, which resulted in an impairment charge of $7.1 million, consisting
of $6.1 million related to customer relationships and $1.0 million related to unpatented technology. This charge was recorded as Restructuring expenses and asset impairments in the Consolidated Statements of Operations. See Note 15 for further discussion.

Amortization of intangible assets was $41.8 million, $37.3 million and $38.5 million in 2020, 2019 and 2018, respectively. Based on the intangible asset balances as of December 31, 2020, amortization expense is expected to approximate $42.9 million in 2021, $42.0 million in 2022, $38.6 million in 2023, $36.8 million in 2024 and $35.1 million in 2025.