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Goodwill and Other Intangible Assets
12 Months Ended
Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Other Intangible Assets

10. Goodwill and Other Intangible Assets

The changes in carrying amount of goodwill for the years ended December 31, 2022 and 2021 are summarized as follows:

 

 

Americas - Manufacturing

 

 

Americas - Distribution

 

 

MEAP

 

 

Consolidated

 

Balance as of January 1, 2021

 

$

166.5

 

 

$

 

 

$

68.6

 

 

$

235.1

 

Foreign currency impact

 

 

 

 

 

 

 

 

(0.5

)

 

 

(0.5

)

Acquisitions

 

 

 

 

 

15.1

 

 

 

 

 

 

15.1

 

Net balance as of December 31, 2021

 

 

166.5

 

 

 

15.1

 

 

 

68.1

 

 

 

249.7

 

Goodwill impairment

 

 

(166.5

)

 

 

 

 

 

 

 

 

(166.5

)

Purchase accounting adjustments

 

 

 

 

 

(0.7

)

 

 

 

 

 

(0.7

)

Foreign currency impact

 

 

 

 

 

 

 

 

(2.4

)

 

 

(2.4

)

Net balance as of December 31, 2022

 

$

 

 

$

14.4

 

 

$

65.7

 

 

$

80.1

 

As of December 31, 2021, the Company recorded goodwill of $6.2 million and $8.9 million from the acquisitions of Aspen and the crane business of H&E, respectively. As of December 31, 2022, final purchase accounting adjustments were recorded resulting in goodwill of $6.6 million and $7.8 million from the acquisitions of Aspen and the crane business of H&E, respectively. Management determined the goodwill represents the assembled workforce and synergies between the acquired companies and Manitowoc that are not individually identified and separately recognized. The total goodwill related to the acquisitions is deductible for tax purposes over 15 years. Refer to Note 3, “Business Combinations,” for additional information.

The Company performs its annual goodwill impairment test during the fourth quarter, or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company will continue to monitor changes in circumstances and test more frequently if those changes indicate that assets might be impaired. As of October 31, 2022, the Company performed its annual goodwill impairment test. Based on the results of the test, the carrying value of the Americas – Manufacturing reporting unit exceeded its fair value. As a result, the Company recorded a $166.5 million non-cash impairment charge to write down the carrying value of goodwill to zero. The goodwill impairment charge resulted from a reduction in the estimated fair value of the reporting unit based on a prolonged low Company equity market capitalization that continued into the fourth quarter of 2022 and a higher discount rate. The fair values of the Americas – Distribution and MEAP reporting units were substantially in excess of their carrying values as of the date of the annual impairment test and, therefore, were not at risk of impairment as of December 31, 2022.

The gross carrying amount, accumulated amortization and net book value of the Company’s intangible assets other than goodwill as of December 31, 2022 and 2021 are summarized as follows:

 

 

December 31, 2022

 

 

December 31, 2021

 

 

 

Gross
Carrying
Amount

 

 

Accumulated
Amortization
Amount

 

 

Net
Book
Value

 

 

Gross
Carrying
Amount

 

 

Accumulated
Amortization
Amount

 

 

Net
Book
Value

 

Definite lived intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Customer relationships

 

$

26.5

 

 

$

(10.0

)

 

$

16.5

 

 

$

27.0

 

 

$

(9.0

)

 

$

18.0

 

Patents

 

 

28.7

 

 

 

(28.2

)

 

 

0.5

 

 

 

29.7

 

 

 

(29.1

)

 

 

0.6

 

Noncompetition agreements

 

 

4.2

 

 

 

(1.2

)

 

 

3.0

 

 

 

4.2

 

 

 

(0.4

)

 

 

3.8

 

Trademarks and tradenames

 

 

2.2

 

 

 

(0.6

)

 

 

1.6

 

 

 

2.2

 

 

 

(0.1

)

 

 

2.1

 

Other intangibles

 

 

0.6

 

 

 

(0.5

)

 

 

0.1

 

 

 

0.6

 

 

 

(0.2

)

 

 

0.4

 

Total

 

 

62.2

 

 

 

(40.5

)

 

 

21.7

 

 

 

63.7

 

 

 

(38.8

)

 

 

24.9

 

Indefinite lived intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Trademarks and tradenames

 

 

91.0

 

 

 

 

 

 

91.0

 

 

 

95.9

 

 

 

 

 

 

95.9

 

Distribution network

 

 

14.0

 

 

 

 

 

 

14.0

 

 

 

18.8

 

 

 

 

 

 

18.8

 

Total

 

 

105.0

 

 

 

 

 

 

105.0

 

 

 

114.7

 

 

 

 

 

 

114.7

 

Total other intangible assets

 

$

167.2

 

 

$

(40.5

)

 

$

126.7

 

 

$

178.4

 

 

$

(38.8

)

 

$

139.6

 

Amortization expense of intangible assets for the years ended December 31, 2022, 2021 and 2020 was $3.1 million, $1.4 million and $0.3 million, respectively.

As a result of the acquisition of Aspen during the year ended December 31, 2021, intangible assets of approximately $2.2 million for customer relationships, $2.2 million for tradenames, $0.8 million for other intangibles and $0.2 million for a noncompetition agreement was acquired. The useful life for each intangible asset class is 18 years, 5 years, 9 months and

5 years, respectively. The weighted average useful life for acquired intangibles is 3.2 years. The fair value of identifiable intangible assets has been determined using the income approach which involves significant unobservable inputs.

As a result of the acquisition of H&E's crane business during the year ended December 31, 2021, intangible assets of approximately $15.1 million for customer relationships and $3.8 million for a noncompetition agreement was acquired. The useful life for each intangible asset class is 12 years and 5 years, respectively. The weighted average useful life for the acquired intangibles is 9.4 years. The fair value of identifiable intangible assets has been determined using the income approach which involves significant unobservable inputs.

Excluding the impact of any future acquisitions, divestitures or impairments, the Company's anticipated future amortization of intangible assets as of December 31, 2022 is summarized as follows:

Year

 

 

 

2023

 

$

2.9

 

2024

 

 

2.9

 

2025

 

 

2.9

 

2026

 

 

2.7

 

2027

 

 

1.4

 

Thereafter

 

 

8.7

 

Total

 

$

21.5

 

Definite lived intangible assets and long-lived assets are subject to impairment testing whenever events or circumstances indicate that the carrying value of the assets may not be recoverable. The Company determined there was not a triggering event during the year ended December 31, 2022.

The Company performs its annual indefinite-lived intangible assets impairment testing during the fourth quarter, or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company will continue to monitor changes in circumstances and test more frequently if those changes indicate that assets might be impaired. The Company has two indefinite-lived intangible assets subject to an annual impairment test: the Potain trademark, tradename and distribution network assets (“Potain Tradename”) and the Grove trademark, tradename and distribution network assets (“Grove Tradename”). As of October 31, 2022, the Company performed its annual indefinite-lived intangible assets impairment test. Based on the results of the test, the Company recorded a non-cash impairment charge of $5.4 million to write down the carrying value of the Grove Tradename to its fair value of $39.0 million. The Grove Tradename impairment charge was recorded in the Americas segment and was a result of downward pressure from the use of similar assumptions to those used in the annual goodwill impairment test which included revenue growth rate and discount rate. The fair value of the Potain Tradename was substantially in excess of its carrying value as of the date of the annual impairment test and, therefore, was not at risk of impairment as of December 31, 2022.

A considerable amount of management judgment and assumptions are required in performing the goodwill and indefinite-lived asset impairment tests as it relates to revenue growth rates, projected operating income, the discount rate and relevant market multiples, as applicable. While the Company believes the judgments and assumptions are reasonable, different assumptions could change the estimated fair value and, therefore, additional impairments could be required. Weakening industry or economic trends, disruptions to the Company's business, unexpected significant changes or planned changes in the use of the assets or in entity structure are all factors which may adversely impact the assumptions used in the valuations.

The Company continually monitors market conditions and determines if any additional interim reviews of other intangibles or long-lived assets are warranted. In the event the Company determines that assets are impaired in the future, the Company would recognize a non-cash impairment charge, which could have a material adverse effect on the Company’s Consolidated Balance Sheets and Results of Operations.