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Goodwill and Intangible Assets
12 Months Ended
Dec. 27, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets GOODWILL AND INTANGIBLE ASSETS
The Company’s methodology for allocating the purchase price relating to an acquisition is determined through established and generally accepted valuation techniques. Goodwill is measured as the excess of the consideration transferred over the sum of the amounts assigned to tangible and identifiable intangible assets acquired less liabilities assumed.
To test goodwill for impairment, the Company first performs a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If the Company concludes it is more likely than not that the fair value of a reporting unit exceeds its carrying amount, the Company does not proceed to perform a quantitative impairment test. If the Company concludes it is more likely than not that the fair value of the reporting unit is less than its carrying value, a quantitative goodwill impairment test will be performed by comparing the fair value of each reporting unit to its carrying value. A quantitative impairment analysis, if necessary, considers the income approach, which requires estimates of the present value of expected future cash flows to determine a reporting unit’s fair value. Significant estimates include revenue growth rates and operating margins used to calculate projected future cash flows, discount rates, and future economic and market conditions. A goodwill impairment charge is recognized for the amount by which the reporting unit’s fair value is less than its carrying value. Any loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The process of evaluating the potential impairment of goodwill and intangible
assets requires significant judgment. The Company regularly monitors current business conditions and other factors including, but not limited to, adverse industry or economic trends and lower projections of profitability that may impact future operating results.
In the fourth quarters of 2024 and 2023, the Company performed qualitative impairment assessments for each of the Company's reporting units. The qualitative assessments indicated that it was more likely than not that the fair values of its reporting units exceeded its carrying value and, therefore, did not result in an impairment.
In connection with the divestiture of certain Fluid Solutions subsidiaries during fiscal year 2022, the Company wrote off goodwill and intangible assets of $19.7 million and $27.8 million, respectively.
Details of aggregate goodwill of the Company are as follows:
(In millions)ProductsServicesTotal
Balance at December 30, 2022$175.3 $73.5 $248.8 
Acquisition of HIS16.4 — 16.4 
Balance at December 29, 2023$191.7 $73.5 $265.2 
HIS Fair value adjustment0.1 — 0.1 
Balance at December 27, 2024$191.8 $73.5 $265.3 
Intangible Assets
Intangible assets are generally recorded in connection with a business acquisition. The Company evaluates the useful lives of its intangible assets each reporting period to determine whether events and circumstances require revising the remaining period of amortization. In addition, the Company reviews finite-lived intangible assets for impairment whenever events or changes in circumstances indicate the carrying value may not be recoverable and evaluates indefinite-lived intangible asset for impairment annually, or more frequently if indicators of potential impairment exist. Management considers such indicators as significant differences in product demand from the estimates, changes in the competitive and economic environment, technological advances, and changes in cost structure.
Details of intangible assets were as follows:
As of December 27, 2024As of December 29, 2023
(Dollars in millions)Useful Life
(In years)
Gross
Carrying
Amount
Accumulated
Amortization
Carrying
Value
Gross
Carrying
Amount
Accumulated
Amortization
Carrying
Value
Customer relationships
6 - 10
$207.2 $(117.4)$89.8 $207.2 $(97.5)$109.7 
Recipes2073.2 (23.2)50.0 73.2 (19.5)53.7 
Intellectual property/knowhow
7 - 15
48.9 (22.8)26.1 48.9 (18.4)30.5 
Tradename
4 - 6*
32.5 (22.9)9.6 32.5 (22.1)10.4 
Standard operating procedures208.6 (2.7)5.9 8.6 (2.3)6.3 
Developed technology54.6 (1.1)3.5 4.6 (0.2)4.4 
Backlog10.6 (0.6)— 0.6 (0.3)0.3 
Total$375.6 $(190.7)$184.9 $375.6 $(160.3)$215.3 
*The Company concluded that the asset life of UCT tradename of $9.0 million is indefinite and is therefore not amortized but is reviewed for impairment at least annually and whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable.
The Company amortizes its intangible assets on a straight-line or accelerated basis over the estimated economic life of the assets. Amortization expense was approximately $30.4 million for the year ended December 27, 2024, $24.1 million for the year ended December 29, 2023, and $30.0 million for the year ended December 30, 2022. Amortization expense related to recipes, standard operating procedures, developed technology and certain intellectual property/know-how is charged to cost of revenues and the remainder is charged to general and administrative expense. As of December 27, 2024, future
estimated amortization expense is expected to be as follows:
(In millions)Amortization
Expense
2025$28.1 
202627.2 
202726.9 
202823.8 
202916.2 
Thereafter53.7 
Total$175.9