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Goodwill and Other Long-Lived Assets
12 Months Ended
May 31, 2019
Goodwill And Intangible Assets Disclosure [Abstract]  
Goodwill and Other Long-Lived Assets

Note D – Goodwill and Other Long-Lived Assets

Goodwill

The following table summarizes the changes in the carrying amount of goodwill during fiscal 2019 and fiscal 2018 by reportable business segment:

 

(in thousands)

 

Steel

Processing

 

 

Pressure

Cylinders

 

 

Engineered

Cabs

 

 

Other

 

 

Total

 

Balance at May 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill

 

$

7,899

 

 

$

234,123

 

 

$

44,933

 

 

$

127,245

 

 

$

414,200

 

Accumulated impairment losses

 

 

-

 

 

 

-

 

 

 

(44,933

)

 

 

(121,594

)

 

 

(166,527

)

 

 

 

7,899

 

 

 

234,123

 

 

 

-

 

 

 

5,651

 

 

 

247,673

 

Acquisitions and purchase accounting adjustments (1)

 

 

-

 

 

 

103,437

 

 

 

-

 

 

 

-

 

 

 

103,437

 

Translation adjustments

 

 

-

 

 

 

3,739

 

 

 

-

 

 

 

-

 

 

 

3,739

 

Impairment losses (2)

 

 

-

 

 

 

(4,015

)

 

 

-

 

 

 

(5,651

)

 

 

(9,666

)

 

 

 

-

 

 

 

103,161

 

 

 

-

 

 

 

(5,651

)

 

 

97,510

 

Balance at May 31, 2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill

 

 

7,899

 

 

 

341,299

 

 

 

44,933

 

 

 

127,245

 

 

 

521,376

 

Accumulated impairment losses

 

 

-

 

 

 

(4,015

)

 

 

(44,933

)

 

 

(127,245

)

 

 

(176,193

)

 

 

 

7,899

 

 

 

337,284

 

 

 

-

 

 

 

-

 

 

 

345,183

 

Acquisitions and purchase accounting adjustments (1)

 

 

-

 

 

 

777

 

 

 

-

 

 

 

-

 

 

 

777

 

Translation adjustments

 

 

-

 

 

 

(4,093

)

 

 

-

 

 

 

-

 

 

 

(4,093

)

Divestitures (3)

 

 

-

 

 

 

(7,260

)

 

 

-

 

 

 

-

 

 

 

(7,260

)

 

 

 

-

 

 

 

(10,576

)

 

 

-

 

 

 

-

 

 

 

(10,576

)

Balance at May 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill

 

 

7,899

 

 

 

330,723

 

 

 

44,933

 

 

 

127,245

 

 

 

510,800

 

Accumulated impairment losses

 

 

-

 

 

 

(4,015

)

 

 

(44,933

)

 

 

(127,245

)

 

 

(176,193

)

 

 

$

7,899

 

 

$

326,708

 

 

$

-

 

 

$

-

 

 

$

334,607

 

 

 

(1)

For additional information regarding the Company’s acquisitions, refer to “Note P – Acquisitions.”  

 

(2)

Fiscal 2018 impairment charges included $4,015,000 of goodwill allocated to oil & gas equipment assets prior to their disposal on July 31, 2018 and $5,651,000 related to the sale of a 65% stake in WEI on March 31, 2018.  

 

(3)

Fiscal 2019 divestitures included the sale of the operating assets and real property related to the solder business and certain brazing assets.

Other Intangible Assets

Intangible assets with definite lives are amortized on a straight-line basis over their estimated useful lives, which range from one to 20 years.  The following table summarizes other intangible assets by class as of May 31, 2019 and 2018:

 

 

2019

 

 

2018

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

Accumulated

 

(in thousands)

Cost

 

 

Amortization

 

 

Cost

 

 

Amortization

 

Indefinite-lived intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Trademarks

$

74,801

 

 

$

-

 

 

$

76,701

 

 

$

-

 

Total indefinite-lived intangible assets

 

74,801

 

 

 

-

 

 

 

76,701

 

 

 

-

 

Definite-lived intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Customer relationships

$

174,150

 

 

$

69,258

 

 

$

173,363

 

 

$

57,125

 

Non-compete agreements

 

8,656

 

 

 

8,509

 

 

 

8,669

 

 

 

8,137

 

Technology / know-how

 

22,495

 

 

 

6,276

 

 

 

26,411

 

 

 

5,856

 

Other

 

3,716

 

 

 

3,716

 

 

 

3,804

 

 

 

3,804

 

Total definite-lived intangible assets

 

209,017

 

 

 

87,759

 

 

 

212,247

 

 

 

74,922

 

Total intangible assets

$

283,818

 

 

$

87,759

 

 

$

288,948

 

 

$

74,922

 

 

Amortization expense totaled $15,286,000, $19,679,000, and $13,525,000 in fiscal 2019, fiscal 2018 and fiscal 2017, respectively.

Amortization expense for each of the next five fiscal years is estimated to be:

 

(in thousands)

 

 

 

 

2020

 

$

13,031

 

2021

 

$

12,271

 

2022

 

$

10,641

 

2023

 

$

10,039

 

2024

 

$

10,039

 

 

Impairment of Long-Lived Assets

Fiscal 2019:  During the fourth quarter of fiscal 2019, management finalized plans to close the Company’s CNG fuel systems facility in Salt Lake City, Utah.  As a result, long-lived assets with a carrying value of $2,405,000 were written down to their estimated fair market value of $238,000 (determined using Level 2 inputs), resulting in an impairment charge of $2,167,000.  The Company ceased production at this facility in May 2019.

During the fourth quarter of fiscal 2019, management determined that indicators of impairment were present with regard to certain long-lived assets of the Canton, Michigan facility operated by the Company’s consolidated joint venture, WSP.  As a result, long-lived assets with a carrying value of $4,269,000 were written down to their estimated fair market value of $1,000,000 (determined using Level 2 inputs), resulting in an impairment charge of $3,269,000.

During the first quarter of fiscal 2019, changes in the facts and circumstances related to the planned sale of our cryogenics business in Turkey, Worthington Aritas, resulted in our lowering the estimate of fair value less cost to sell to $7,000,000 which generated an impairment charge of $2,381,000.  Fair value was determined using observable (Level 2) inputs.  

Fiscal 2018:  During the fourth quarter of fiscal 2018, management committed to plans to sell the Company’s cryogenics business in Turkey, Worthington Aritas, and certain underperforming oil & gas equipment assets within Pressure Cylinders.  As all of the criteria for classification as assets held for sale were met in both instances, the net assets of each asset group have been presented separately as assets held for sale in our consolidated balance sheets.  In accordance with the applicable accounting guidance, the net assets were recorded at the lower of net book value or fair value less costs to sell.  The book value of Worthington Aritas exceeded its estimated fair market value of $9,000,000, resulting in an impairment charge of $42,422,000, consisting of $19,621,000, $11,549,000, and $11,252,000 related to fixed assets, intangible assets, and other assets, respectively.  The impairment charge related to intangible assets was for customer relationships and technological know-how.  The book value of the oil & gas equipment asset group also exceeded its estimated fair market value of $21,000,000, resulting in an impairment charge of $10,497,000, consisting of $4,015,000, $3,849,000, and $2,633,000 related to allocated goodwill, intangible assets, and fixed assets, respectively.  The impairment charge related to intangible assets was for the full write-off of the remaining book value of customer relationships.  In both instances, fair value was determined using observable (Level 2) inputs.

During the second quarter of fiscal 2018, the Company determined that indicators of impairment were present with regard to the goodwill and intangible assets of the former WEI reporting unit.  As a result, these assets were written down to their estimated fair value resulting in an impairment charge of $7,325,000.  During the second quarter of fiscal 2018, the Company also identified the presence of impairment indicators with regard to vacant land at the oil & gas equipment facility in Bremen, Ohio, resulting in an impairment charge of $964,000 to write the vacant land down to its estimated fair value.