GOODWILL AND OTHER INTANGIBLES ASSETS

9 Months Ended

Oct. 10, 2015

Goodwill And Intangible Assets Disclosure [Abstract]

6. GOODWILL AND OTHER INTANGIBLE ASSETS

The table below summarizes our goodwill and other intangible assets at October 10, 2015 and January 3, 2015, respectively, each of which is explained in additional detail below (amounts in thousands):

	October 10, 2015		January 3, 2015
Goodwill	$	425,216	$	282,960
Amortizable intangible assets, net of amortization		365,625		189,969
Indefinite-lived intangible assets		455,000		455,000
Total goodwill and other intangible assets	$	1,245,841	$	927,929

The changes in the carrying amount of goodwill, by segment, during fiscal 2015, are as follows (amounts in thousands):

	DSD Segment		Warehouse Segment		Total
Outstanding at January 3, 2015	$	278,483	$	4,477	$	282,960
Goodwill acquired (Note 3)		142,256		-		142,256
Outstanding at October 10, 2015	$	420,739	$	4,477	$	425,216

On February 25, 2015, we announced that we acquired the Roman Meal trademark for breads and buns in the United States and its territories, and in Mexico, Canada, Bermuda, and the Bahamas from the Roman Meal Company in Tacoma, Washington for $5.0 million. This trademark acquisition is being accounted for as an asset purchase and is being amortized over a twenty year estimated useful life.

On September 12, 2015, we completed the acquisition of DKB for $281.7 million inclusive of payments for certain tax benefits. This acquisition included several amortizable intangible assets which total $180.3 million and are included in the table below. See Note 3, Acquisition for details of the assets and the respective amortization period by category.

As of October 10, 2015 and January 3, 2015, the company had the following amounts related to amortizable intangible assets (amounts in thousands):

	October 10, 2015						January 3, 2015
Asset	Cost		Accumulated Amortization		Net Value		Cost		Accumulated Amortization		Net Value
Trademarks	$	188,127	$	16,408	$	171,719	$	71,727	$	14,152	$	57,575
Customer relationships		238,121		47,787		190,334		169,921		41,099		128,822
Non-compete agreements		4,974		3,839		1,135		4,274		3,351		923
Distributor relationships		4,123		1,686		2,437		4,123		1,474		2,649
Total	$	435,345	$	69,720	$	365,625	$	250,045	$	60,076	$	189,969

Aggregate amortization expense for the twelve and forty weeks ended October 10, 2015 and October 4, 2014 was as follows (amounts in thousands):

	Amortization Expense
For the twelve weeks ended October 10, 2015	$	3,359
For the twelve weeks ended October 4, 2014	$	2,705
For the forty weeks ended October 10, 2015	$	9,644
For the forty weeks ended October 4, 2014	$	9,041

There are $455.0 million of indefinite life intangible assets at October 10, 2015 and January 3, 2015. These assets are not being amortized and are separately identified from goodwill. These trademarks are classified as indefinite-lived because we believe there is no foreseeable limit on the period of time over which they are expected to contribute to our future cash flows. This is primarily because they are well established brands, many over forty years old with a long history and well defined markets. In addition, we continue to use these brands both in their original markets and throughout our expansion territories. We believe these factors support an indefinite-life assignment. We perform an annual impairment analysis to determine if the trademarks are realizing the expected economic benefits.

Estimated amortization of intangibles for each of the next five years is as follows (amounts in thousands):

	Amortization of Intangibles
Remainder of 2015	$	4,640
2016	$	19,619
2017	$	18,829
2018	$	18,228
2019	$	17,870

The table above does not include the acquisition of Alpine Valley Bread Company that was completed on October 13, 2015, subsequent to our third quarter, because we have not completed our assessment of the impact at this time. See Note 18, Subsequent Events, for details on this acquisition.

- 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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