Goodwill and Other Intangible Assets

12 Months Ended

Jan. 02, 2016

Goodwill And Intangible Assets Disclosure [Abstract]

Note 7.

Goodwill and Other Intangible Assets

The table below summarizes our goodwill and other intangible assets at January 2, 2016 and January 3, 2015, respectively, each of which is explained in additional detail below (amounts in thousands):

	January 2, 2016		January 3, 2015
Goodwill	$	464,926	$	282,960
Amortizable intangible assets, net of amortization		461,466		189,969
Indefinite-lived intangible assets		414,000		455,000
Total goodwill and other intangible assets	$	1,340,392	$	927,929

The changes in the carrying amount of goodwill, by segment, during fiscal 2014 and fiscal 2015, are as follows (amounts in thousands):

	DSD Segment			Warehouse Segment		Total
Balance as of December 28, 2013	$	277,927		$	4,477	$	282,404
Goodwill impairment		(2,624	)		—		(2,624	)
Change in goodwill related to an acquisition		3,180			—		3,180
Balance as of January 3, 2015	$	278,483		$	4,477	$	282,960
Change in goodwill related to acquisitions		145,925			36,041		181,966
Balance as of January 2, 2016	$	424,408		$	40,518	$	464,926

The $2.6 million goodwill impairment during fiscal 2014 is discussed in Note 6, Assets Held For Sale, and relates to a portion of the DSD Segment’s goodwill allocated to the disposal group. Changes in goodwill related to acquisitions during fiscal 2015 are from DKB in the DSD Segment and Alpine in the Warehouse Segment and are discussed in Note 8, Acquisitions.

The table below presents the changes to goodwill by acquisition from December 28, 2013 to January 3, 2015 (amounts in thousands):

	Acquired Hostess Assets
Adjustment for spare parts and final fair value assessment	$	(3,503	)
Adjustment to property, plant and equipment		6,683
Change in goodwill during fiscal 2014	$	3,180

As of January 2, 2016 and January 3, 2015, the company had the following amounts related to amortizable intangible assets (amounts in thousands):

	January 2, 2016						January 3, 2015
Asset	Cost		Accumulated Amortization		Net Value		Cost		Accumulated Amortization		Net Value
Trademarks	$	246,327	$	18,037	$	228,290	$	71,727	$	14,152	$	57,575
Customer relationships		281,621		51,650		229,971		169,921		41,099		128,822
Non-compete agreements		4,874		4,043		831		4,274		3,351		923
Distributor relationships		4,123		1,749		2,374		4,123		1,474		2,649
Total	$	536,945	$	75,479	$	461,466	$	250,045	$	60,076	$	189,969

As of January 2, 2016 and January 3, 2015, there was $414.0 million and $455.0 million, respectively, of indefinite-lived intangible trademark assets separately identified from goodwill. These trademarks are classified as indefinite-lived because they are well established brands, many older than forty years old with a long history and well defined markets. In addition, we are continuing to use these brands both in their original markets and throughout our expansion territories. We believe these factors support an indefinite-life assignment with an annual impairment analysis to determine if the trademarks are realizing their expected economic benefits.

During the fourth quarter of our fiscal 2015, we reviewed our long-term strategy for all of our organic bread brands. We purchased the Barowsky’s brand, which included certain organic products, in fiscal 2012. We originally intended to distribute that brand nationally throughout our territory. The acquisitions of the Dave’s Killer Bread (“DKB”) and Alpine Valley Bread Company (“Alpine”) organic brands in our third and fourth quarter, respectively, of fiscal 2015 caused us to review our organic bread brands strategy. As a result, the DKB brand will be distributed through our DSD Segment and the Alpine brand will be distributed through our Warehouse Segment. The Barowsky’s brand will remain a more regional bread brand. Since the asset will not be used as originally intended we examined the indefinite-life assignment and we determined that it is appropriate to begin amortizing this brand. Beginning in our fourth quarter the Barowsky’s brand began being amortized over a 35 year straight-line attribution period. The change in strategy still reflects that the estimated fair value exceeds the carrying value so an impairment charge was not applicable.

Net amortization expense for fiscal 2015, 2014, and 2013 was as follows (amounts in thousands):

		Fiscal 2015				Fiscal 2014				Fiscal 2013
Total		$	15,403			$	11,741			$	11,741

Estimated amortization of intangibles for 2016 and the next four years thereafter is as follows (amounts in thousands):

	Amortization of Intangibles
2016	$	24,485
2017	$	23,578
2018	$	22,878
2019	$	22,385
2020	$	21,893

- 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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