Goodwill and Intangible Assets, Net

9 Months Ended

Sep. 30, 2013

5. Goodwill and Intangible Assets, Net

Goodwill was as follows:

	At September 30,				At December 31,
(in thousands)	2013		2012		2012
North America	$	87,104	$	77,630	$	78,739
Europe	41,388		49,238		41,263
Asia/Pacific	1,778		1,944		1,979
Total	$	130,270	$	128,812	$	121,981

Intangible assets, net, were as follows:

	At September 30, 2013
	Gross					Net
	Carrying		Accumulated			Carrying
(in thousands)	Amount		Amortization			Amount
North America	$	33,975	$	(15,032	)	$	18,943
Europe	27,285		(9,273		)	18,012
Total	$	61,260	$	(24,305	)	$	36,955

	At September 30, 2012
	Gross					Net
	Carrying		Accumulated			Carrying
	Amount		Amortization			Amount
North America	$	35,620	$	(16,278	)	$	19,342
Europe	28,064		(7,331		)	20,733
Total	$	63,684	$	(23,609	)	$	40,075

	At December 31, 2012
	Gross					Net
	Carrying		Accumulated			Carrying
	Amount		Amortization			Amount
North America	$	37,992	$	(12,012	)	$	25,980
Europe	31,701		(7,083		)	24,618
Total	$	69,693	$	(19,095	)	$	50,598

Intangible assets consist primarily of customer relationships, patents, unpatented technology and non-compete agreements. Amortization expense for intangible assets during the three months ended September 30, 2013 and 2012, totaled $1.2 million and $1.7 million, respectively, and during the nine months ended September 30, 2013 and 2012, totaled $5.2 million and $5.4 million, respectively.

At September 30, 2013, estimated future amortization of intangible assets was as follows:

(in thousands)

Remaining three months of 2013	$	1,772
2014	6,997
2015	6,085
2016	5,810
2017	3,848
2018	2,954
Thereafter	9,489
	$	36,955

The changes in the carrying amount of goodwill and intangible assets for the nine months ended September 30, 2013, were as follows:

			Intangible
(in thousands)	Goodwill		Assets

Balance at December 31, 2012	$	121,981	$	50,598
Acquisitions	2,606		1,869
Reclassifications*	5,253		(10,318		)
Amortization	—		(5,209		)
Foreign exchange	430		15
Balance at September 30, 2013	$	130,270	$	36,955

* Measurement period adjustments related to finalizing or revising preliminary accounting for business combinations. The revisions related to finalizing the S&P Clever acquisition included a $4.8 million increase to other non-current assets, a $4.5 million decrease in amortizable intangible assets and a $0.6 million decrease in goodwill. Revisions related to the Keymark acquisition included a $5.9 million increase in goodwill with a corresponding $5.9 million decrease to amortizable intangible assets.

- 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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