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Note E - Goodwill and Other Intangibles
12 Months Ended
Jun. 30, 2020
Notes to Financial Statements  
Goodwill and Intangible Assets Disclosure [Text Block]
E
. GOODWILL AND OTHER INTANGIBLES
 
Goodwill
 
The Company reviews goodwill for impairment on a reporting unit basis annually as of the
first
day of the Company's
fourth
fiscal quarter, and whenever events or changes in circumstances (“triggering events”) indicate that the carrying value of goodwill
may
not
be recoverable.
 
The fair value of reporting units is primarily driven by projected growth rates and operating results under the income approach using a discounted cash flow model, which applies an appropriate market-participant discount rate, and consideration of other market approach data from guideline public companies. If declining actual operating results or future operating results become indicative that the fair value of the Company's reporting units has declined below their carrying values, an interim goodwill impairment test
may
need to be performed and
may
result in a non-cash goodwill impairment charge. If the Company's market capitalization falls below the Company's carrying value for a sustained period of time or if such a decline becomes indicative that the fair value of the Company's reporting units has declined to below their carrying values, an interim goodwill impairment test
may
need to be performed and
may
result in a non-cash goodwill impairment charge.
 
On
July 2, 2018,
as described in Note B, Acquisition of Veth Propulsion Holding B.V., the Company acquired goodwill in the amount of
$23,999
and intangible assets in the amount of
$26,500
consisting of customer relationships, technology and know-how, and trade names as part of the acquisition of Veth Propulsion. As of
June 30, 2019,
these amounts were final. Veth Propulsion is reported as part of the Company's manufacturing segment and European Propulsion reporting unit.
 
A significant amount of judgment is involved in determining if a triggering event has occurred. Such indicators
may
include, among others: a significant decline in expected future cash flows; a sustained, significant decline in the Company's stock price and market capitalization; a significant adverse change in legal factors or in the business climate; unanticipated competition; the testing for recoverability of a significant asset group within a reporting unit; and slower growth rates. Any adverse change in these factors could have a significant impact on the recoverability of these assets and could have a material impact on the Company's consolidated financial statements.
 
The Company believes that the economic disruptions and unprecedented market volatilities and uncertainties resulting from the COVID-
19
outbreak was a triggering event in the
third
quarter of fiscal
2020.
Consequently, it performed an interim goodwill impairment test as of the quarter ended
March 27, 2020.
 
Subsequent to the adoption of ASU
2017
-
04,
goodwill impairment charges are recorded using a simplified
one
-step approach. The fair value of a reporting unit, as defined, is compared to the carrying value of the reporting unit, including goodwill. The fair value is primarily determined using discounted cash flow analyses which is driven by projected growth rates, and which applies an appropriate market-participant discount rate; the fair value determined is also compared to the value obtained using a market approach from guideline public company multiples. If the carrying amount exceeds the fair value, that difference is recognized as an impairment loss.
 
The European Propulsion reporting unit, which carried goodwill in the amount of
$22,822,
had heretofore been experiencing positive operating results. The Company continues to have a positive outlook of its operations and remains committed to supporting it. However, the onset of the COVID-
19
outbreak and its uncertainties, as described in Note A, Basis of Presentation and Significant Accounting Policies, required the Company to approach the goodwill impairment analysis differently this year; that past performance is
no
longer necessarily a good predictor of the future in a COVID-
19
environment. To incorporate uncertainties in its analysis, the Company applied a scenario modeling analysis for its goodwill impairment test this year. It is deemed to be the most prudent and a more robust approach in the face of uncertainty. Each scenario was then weighted with management's expectations of potential outcomes, to arrive at a reasonable conclusion of the fair value of the reporting unit. This was the approach deployed by the Company in this year's goodwill and long-lived asset impairment analyses.
 
In assessing the current environment, management is informed that there is consensus among industry experts that the impacts from the outbreak will be severe and adverse, and that a general contraction in the macroeconomic environment is expected. The magnitude and duration is unknown. Management expects that a contraction of the global economy would reduce or shift the demand for its products in the near term. For example, the reporting unit expects that the demand for certain of its end-market products, such as passenger leisure cruise vessels, passenger ferries, and other commercial vessels that operate based on general economic activities, will likely be adversely impacted as social restrictions by governments remain in place or tighten to curb the outbreak. Based on additional market insights and expectations of industry and subject matter experts, which also includes the negative impacts of the historic and unprecedented free fall drop in the global price of oil, the Company believes that future cash flow projections of this reporting unit will fall short of its previous projections, which included synergies that are now less likely to be realized in the face of a COVID-
19
environment.
 
The European Industrial reporting unit which carried goodwill in the amount of
$2,558
is also challenged with the same macroeconomic conditions and market contraction.
 
The Company completed its interim assessment for goodwill impairment as of
March 27, 2020
with the assistance of the aforementioned
third
party expert, using updated inputs, including an appropriate risk-based, company specific weighted average discount rate of
13.0%.
The assessment resulted in the full impairment of the European Propulsion and European Industrial reporting units, in the amount of
$25,380.
 
As a result of the full impairment of goodwill, the balance of goodwill at
June 30, 2020
is
zero
. There will
no
longer be a need for future goodwill impairment tests.
 
As a consequence of these macroeconomic developments, market insights and expectations, and the occurrence of a triggering event in the quarter, the Company also performed an assessment of its intangibles and other long-lived assets. The Company performed an undiscounted operating cash flow analysis as of
March 27, 2020,
as well as the review of other assets in service and their remaining useful lives. It was determined that an impairment charge pertaining to certain tradenames, licenses and other assets was required, in the amount of
$2,223.
 
The total non-cash impairment charge of
$27,603,
as described above, is a non-cash charge and is reported on the goodwill and other impairment charge line in the consolidated statement of operations within the manufacturing segment. The tax impact of this charge is to increase the income tax (benefit) by
$1,199.
 
The changes in the carrying amount of goodwill are summarized as follows:
 
   
Net Book Value Rollforward
   
Net Book Value By
Reporting Unit
 
   
Gross Carrying Amount
   
Accumulated Impairment
   
Net Book
Value
   
European
Propulsion
   
European Industrial
 
Balance at June 30, 2018
  $
16,514
    $
(13,822
)   $
2,692
    $
-
    $
2,692
 
Acquisition
   
23,999
     
-
     
23,999
     
23,999
     
-
 
Translation adjustment
   
(737
)    
-
     
(737
)    
(628
)    
(109
)
Balance at June 30, 2019
   
39,776
     
(13,822
)    
25,954
     
23,371
     
2,583
 
Impairment
   
-
     
(25,380
)    
(25,380
)    
(22,822
)    
(2,558
)
Translation adjustment
   
(574
)    
-
     
(574
)    
(549
)    
(25
)
Balance at June 30, 2020
  $
39,202
    $
(39,202
)   $
-
    $
-
    $
-
 
 
Other Intangibles
 
At
June 30,
the following acquired intangible assets have definite useful lives and are subject to amortization:
 
   
Net Book Value Rollforward
   
Net Book Value By Asset Type
 
   
Gross Carrying Amount
   
Accumulated
Amortization / Impairment
   
Net Book
Value
   
Customer Relationships
   
Technology Know-how
   
Trade Name
   
Other
 
Balance at June 30, 2018
  $
13,485
    $
(11,781
)   $
1,704
    $
-
    $
-
    $
1,288
    $
416
 
Addition
   
236
     
-
     
236
     
-
     
-
     
-
     
236
 
Acquistion
   
26,500
     
-
     
26,500
     
16,300
     
8,400
     
1,800
     
-
 
Amortization
   
-
     
(2,653
)    
(2,653
)    
(1,123
)    
(1,172
)    
(261
)    
(97
)
Translation adjustment
   
(634
)    
-
     
(634
)    
(334
)    
(203
)    
(94
)    
(3
)
Balance at June 30, 2019
   
39,587
     
(14,434
)    
25,153
     
14,843
     
7,025
     
2,733
     
552
 
Addition
   
92
     
-
     
92
     
-
     
-
     
-
     
92
 
Amortization
   
-
     
(4,532
)    
(4,532
)    
(3,003
)    
(1,139
)    
(232
)    
(158
)
Impairment
   
-
     
(1,306
)    
(1,306
)    
-
     
-
     
(1,080
)    
(226
)
Translation adjustment
   
(434
)    
-
     
(434
)    
(286
)    
(102
)    
(33
)    
(13
)
Balance at June 30, 2020
  $
39,245
    $
(20,272
)   $
18,973
    $
11,554
    $
5,784
    $
1,388
    $
247
 
 
Other intangibles consist mainly of computer software. Amortization is recorded on the basis of straight-line or accelerated, as appropriate, over the estimated useful lives of the assets.
 
The weighted average remaining useful life of the intangible assets included in the table above is approximately
8
years.
 
Intangible amortization expense for the years ended
June 30, 2020
and
2019
was
$4,532
and
$2,653,
respectively. Estimated intangible amortization expense for each of the next
five
fiscal years is as follows:
 
Fiscal Year
       
2021   $
3,173
 
2022
   
2,989
 
2023
   
2,827
 
2024
   
2,679
 
2025
   
2,495
 
Thereafter
   
4,810