Goodwill and Other Intangible Assets

12 Months Ended

Dec. 31, 2014

Goodwill and Intangible Assets Disclosure [Abstract]

The changes in the carrying amount of goodwill were as follows:



(in thousands)	Marketing & Events U.S.		Marketing & Events International			Travel & Recreation Group			Total
Balance at December 31, 2012	$	62,686	$	23,054		$	52,080		$	137,820
Goodwill impairment charge	—		—			(4,461		)	(4,461		)
Business acquisitions	—		158			—			158
Foreign currency translation adjustments	—		(601		)	(3,373		)	(3,974		)
Balance at December 31, 2013	62,686		22,611			44,246			129,543
Acquisition of Blitz	—		13,504			—			13,504
Acquisition of the West Glacier Properties	—		—			1,268			1,268
Acquisition of onPeak LLC	27,406		—			—			27,406
Acquisition of Travel Planners, Inc.	20,526		—			—			20,526
Acquisition of N200	—		8,563			—			8,563
Foreign currency translation adjustments	—		(2,457		)	(4,156		)	(6,613		)
Balance at December 31, 2014	$	110,618	$	42,221		$	41,358		$	194,197

The following table summarizes goodwill by reporting unit and segment as of December 31:



(in thousands)	2014		2013
Marketing & Events Group:
Marketing & Events U.S.	$	110,618	$	62,686
Marketing & Events International:
GES United Kingdom	34,396		14,049
GES Canada	7,825		8,562
Total Marketing & Events Group	152,839		85,297
Travel & Recreation Group:
Brewster	36,906		41,062
Alaska Denali Travel	3,184		3,184
Glacier Park	1,268		—
Total Travel & Recreation Group	41,358		44,246
Total Goodwill	$	194,197	$	129,543

Goodwill is reviewed for impairment annually in the fourth quarter, or more frequently if impairment indicators arise. Goodwill is required to be tested for impairment between the annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value.

For impairment testing purposes, the goodwill related to the Marketing & Events U.S. segment is assigned to and tested at the operating segment level. Furthermore, the goodwill related to the Marketing & Events International segment is assigned to and tested based on the segment’s geographical operations. For the Marketing & Events International segment the reporting units are GES United Kingdom and GES Canada. Brewster, Glacier Park and Alaska Denali Travel are considered reporting units for goodwill impairment testing purposes within the Travel & Recreation Group.

As a result of the Company’s most recent impairment analysis performed as of October 31, 2014, the excess of the estimated fair value over the carrying value (expressed as a percentage of the carrying amounts) under step one of the impairment test was 142 percent, 48 percent and 52 percent for each of the Marketing & Events Group reporting units in the United States, the United Kingdom and Canada, respectively. For the Brewster, Glacier Park and Alaska Denali Travel reporting units, the excess of the estimated fair value over the carrying value was 167 percent, 16 percent and 14 percent, respectively, as of the most recent impairment test.

As of December 31, 2014, Viad had cumulative goodwill impairment charges of $229.7 million since the adoption of the goodwill impairment testing provisions of ASC Topic 350.

A summary of other intangible assets as of December 31, 2014 is presented below:



(in thousands)	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Amortized intangible assets:
Customer contracts and relationships	$	41,624	$	(2,961	)	$	38,663
Other	4,576		(732		)	3,844
Total amortized intangible assets	46,200		(3,693		)	42,507
Unamortized intangible assets:
Business licenses	460		—			460
Total	$	46,660	$	(3,693	)	$	42,967

A summary of other intangible assets as of December 31, 2013 is presented below:



(in thousands)	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Amortized intangible assets:
Customer contracts and relationships	$	5,537	$	(2,521	)	$	3,016
Other	1,280		(276		)	1,004
Total amortized intangible assets	6,817		(2,797		)	4,020
Unamortized intangible assets:
Business licenses	460		—			460
Total	$	7,277	$	(2,797	)	$	4,480

Intangible asset amortization expense for 2014, 2013 and 2012 was $2.7 million, $1.3 million and $0.7 million, respectively. The weighted-average amortization period of customer contracts and relationships and other amortizable intangible assets is approximately 9.0 years and 3.8 years, respectively. Estimated amortization expense related to amortized intangible assets for future years is expected to be as follows:



(in thousands)
2015	$	7,585
2016	$	6,765
2017	$	5,915
2018	$	4,942
2019	$	4,546
Thereafter	$	12,754

- 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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