Goodwill And Intangible Assets, Net

12 Months Ended

Dec. 31, 2017

Goodwill And Intangible Assets Disclosure [Abstract]

5.	GOODWILL AND INTANGIBLE ASSETS, NET

Changes made to our goodwill balances during the years ended December 31, 2017 and 2016 were as follows (in thousands):

	Healthcare		Energy		Financial Services Advisory and Compliance			Disputes, Forensics and Legal Technology			Total Company
Gross goodwill at December 31, 2016	$	272,032	$	77,924	$	53,784		$	348,757		$	752,497
Acquisitions		5,837		-		-			-			5,837
Adjustments		9		1,231		(35	)		(154	)		1,051
Foreign currency translation		252		954		713			3,453			5,372
Gross goodwill at December 31, 2017		278,130		80,109		54,462			352,056			764,757
Accumulated goodwill impairment		-		-		-			(122,045	)		(122,045	)
Accumulated amortization		-		-		-			(5,425	)		(5,425	)
Net goodwill at December 31, 2017	$	278,130	$	80,109	$	54,462		$	224,586		$	637,287

	Healthcare			Energy			Financial Services Advisory and Compliance			Disputes, Forensics and Legal Technology			Total Company
Gross goodwill at December 31, 2015	$	264,163		$	76,566		$	55,341		$	354,604		$	750,674
Acquisitions		8,057			2,122			-			-			10,179
Adjustments		(12	)		-			(35	)		(153	)		(200	)
Foreign currency translation		(176	)		(764	)		(1,522	)		(5,694	)		(8,156	)
Gross goodwill at December 31, 2016		272,032			77,924			53,784			348,757			752,497
Accumulated goodwill impairment		-			-			-			(122,045	)		(122,045	)
Accumulated amortization		-			-			-			(5,425	)		(5,425	)
Net goodwill at December 31, 2016	$	272,032		$	77,924		$	53,784		$	221,287		$	625,027

During the year ended December 31, 2017, we recorded an adjustment to goodwill of $1.2 million related to the Ecofys acquisition in connection with working capital adjustments made during the period.

We performed our annual goodwill impairment test as of May 31, 2017 (see Note 2 – Summary of Significant Accounting Policies and Recent Accounting Pronouncements for further information on goodwill testing procedures). The key assumptions included: internal projections completed during our first quarter 2017 forecasting process; profit margin improvement generally consistent with our longer-term historical performance; assumptions regarding contingent revenue; revenue growth consistent with our longer-term historical performance, also considering our near-term investment plans and growth objectives; discount rates based on comparable discount rates for our peer group; revenue and EBITDA multiples comparable to multiples for our peer group; Navigant-specific risk considerations; control premium; and cost of capital based on our historical experience.

Based on our assumptions, at that time, the estimated fair value exceeded the net asset carrying value for each of our reporting units as of May 31, 2017. Accordingly, there was no indication of impairment of our goodwill for any of our reporting units. As of May 31, 2017, the estimated fair value of our Healthcare, Energy, Financial Services Advisory and Compliance, and Disputes, Forensics and Legal Technology reporting units exceeded the fair value of invested capital by 30%, 38%, 70%, and 21%, respectively.

We have reviewed our most recent financial projections and considered the impact of changes to our business and market conditions on our goodwill valuation and determined that no events or conditions have occurred or are expected to occur that would trigger a need to perform an interim goodwill impairment test. We will continue to monitor the factors and key assumptions used in determining the fair value of each of our reporting units. There can be no assurance that goodwill or intangible assets will not be impaired in the future. We will perform our next annual goodwill impairment test as of May 31, 2018.

Intangible assets consisted of (in thousands):

	December 31,			December 31,
	2017			2016
Intangible assets:
Customer lists and relationships	$	109,624		$	106,536
Non-compete agreements		24,217			23,407
Other		28,985			28,274
Intangible assets, at cost		162,826			158,217
Less: accumulated amortization		(141,773	)		(129,490	)
Intangible assets, net	$	21,053		$	28,727

Our intangible assets have estimated remaining useful lives ranging up to seven years which approximate the estimated periods of consumption. We will amortize the remaining net book values of intangible assets over their remaining useful lives. At December 31, 2017, our intangible assets categories were as follows (in thousands, except year data):

Category	Weighted Average Remaining Years		Amount
Customer lists and relationships, net		4.8	$	17,787
Non-compete agreements, net		3.0		1,981
Other intangible assets, net		2.5		1,285
Total intangible assets, net		4.5	$	21,053

Total amortization expense was $9.0 million, $11.5 million and $8.6 million for the years ended December 31, 2017, 2016 and 2015, respectively. The estimated annual aggregate amortization expense to be recorded in the next five years related to intangible assets at December 31, 2017 is as follows (in thousands):

Year Ending December 31,	Amount
2018	$	6,771
2019		4,609
2020		3,542
2021		3,694
2022		676

- 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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