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Goodwill and Intangible Assets
12 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets

Note 12. Goodwill and Intangible Assets

The following table presents the net carrying amount of goodwill allocated by segment, and changes during 2023:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(In millions)

 

Balance at
December 31,
2022

 

 

Acquisitions

 

 

Divestitures

 

 

Impairment

 

 

Translation

 

 

Balance at
December 31,
2023

 

Americas

 

$

724

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

724

 

Europe, Middle East and Africa (1)

 

 

232

 

 

 

 

 

 

 

 

 

(230

)

 

 

(2

)

 

 

 

Asia Pacific

 

 

58

 

 

 

 

 

 

 

 

 

 

 

 

(1

)

 

 

57

 

 

 

$

1,014

 

 

$

 

 

$

 

 

$

(230

)

 

$

(3

)

 

$

781

 

The following table presents the net carrying amount of goodwill allocated by segment, and changes during 2022:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(In millions)

 

Balance at
December 31,
2021

 

 

Acquisitions

 

 

Divestitures

 

 

Translation

 

 

Balance at
December 31,
2022

 

Americas

 

$

709

 

 

$

15

 

 

$

 

 

$

 

 

$

724

 

Europe, Middle East and Africa

 

 

231

 

 

 

18

 

 

 

(3

)

 

 

(14

)

 

 

232

 

Asia Pacific

 

 

64

 

 

 

 

 

 

 

 

 

(6

)

 

 

58

 

 

 

$

1,004

 

 

$

33

 

 

$

(3

)

 

$

(20

)

 

$

1,014

 

 

(1) The decrease during 2023 was due to the EMEA goodwill impairment. The accumulated amount of impairment recognized against EMEA's goodwill is $412 million.

The following table presents information about intangible assets at December 31:

 

 

 

2023

 

 

2022

 

(In millions)

 

Gross
Carrying
Amount
(1)

 

 

Accumulated
Amortization
(1)

 

 

Net
Carrying
Amount

 

 

Gross
Carrying
Amount
(1)

 

 

Accumulated
Amortization
(1)

 

 

Net
Carrying
Amount

 

Intangible assets with indefinite lives

 

$

687

 

 

$

(6

)

 

$

681

 

 

$

687

 

 

$

(6

)

 

$

681

 

Customer relationships

 

 

350

 

 

 

(77

)

 

 

273

 

 

 

350

 

 

 

(48

)

 

 

302

 

Other intangible assets

 

 

30

 

 

 

(25

)

 

 

5

 

 

 

31

 

 

 

(20

)

 

 

11

 

Trademarks and patents

 

 

29

 

 

 

(19

)

 

 

10

 

 

 

30

 

 

 

(20

)

 

 

10

 

 

 

$

1,096

 

 

$

(127

)

 

$

969

 

 

$

1,098

 

 

$

(94

)

 

$

1,004

 

 

(1)
Includes impact of foreign currency translation.

Intangible assets are primarily comprised of rights to use the Cooper and Dunlop brand names and related trademarks, Cooper Tire customer relationships, and certain other brand names and trademarks.

Amortization expense for intangible assets totaled $33 million in 2023, $35 million in 2022, and $21 million in 2021. We estimate that annual amortization expense related to intangible assets will be $32 million in 2024, and an average of $30 million in 2025 through 2028. The weighted average remaining amortization period is approximately 9 years.

As part of our annual impairment analysis as of October 31, 2023, we completed a quantitative impairment analysis at our North America, Asia Pacific and EMEA reporting units to determine if their fair values were less than their carrying amounts. We determined the estimated fair value for the reporting units based on their discounted cash flow projections and market values for comparable businesses. The most critical assumptions used in the calculation of the fair value of each reporting unit are the projected revenue, projected operating margin, discount rate and the selection of the market multiples. Based on the quantitative test, the fair values of the North America and Asia Pacific reporting units substantially exceeded their carrying values. As previously disclosed, during the third quarter of 2023, we reduced the near-term and long-term outlook of our EMEA segment based on recent business performance and the industry outlook. As a result, we performed a quantitative analysis as of September 30, 2023 of the fair value of the EMEA reporting unit, which resulted in an estimated fair value that exceeded its carrying value, including goodwill. During the fourth quarter of 2023, the industry continued to decline, which resulted in a further reduction in our near-term and long-term outlook to include the updated industry outlook and additional strategic actions and rationalizations. The forecast resulted in lower than previously projected cash flows for the EMEA reporting unit, which negatively affected the valuation compared to the previous valuation. As a result, the fair value of the EMEA reporting unit as of October 31, 2023, was less than its carrying value, resulting in a non-cash impairment charge of $230 million during the fourth quarter of 2023.

As part of our annual impairment analysis as of October 31, 2023, we completed a quantitative impairment analysis of our indefinite-lived intangible assets to determine if their fair values were less than their carrying amounts. We determined the fair

value of the indefinite-lived intangible assets using the relief from royalty method, which calculates the cost savings associated with owning rather than licensing the assets. The most critical assumptions used in the calculation of the fair value are projected revenue, discount rate and royalty rate. Based on the results of the quantitative impairment analyses, the Company determined that no impairment was required as the estimated fair values of our indefinite-lived intangible assets exceeded or approximated their respective carrying values. We identified $530 million of indefinite-lived intangible assets related to the recent Cooper Tire acquisition, which have carrying values that approximate the estimated fair value as of the annual impairment testing date and no impairment was required.

We assessed the period from October 31, 2023 to December 31, 2023 and determined there were no factors that caused us to change our conclusions as of October 31, 2023. Future changes in the judgments, assumptions and estimates that are used in our impairment testing for goodwill and indefinite-lived intangible assets, including discount rates, royalty rates and cash flow projections, could result in significantly different estimates of the fair values. A significant reduction in the estimated fair values could result in additional impairment charges that could adversely affect our results of operations.