4.	GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill

Goodwill represents the excess of the purchase price and related acquisition costs over the fair value assigned to the net tangible and other intangible assets acquired in a business acquisition.

The changes in the carrying value of goodwill classified by our segment reporting structure for the years ended December 31, 2016 and 2015 are as follows:

	Total			North America			Asia			Europe

Balance at January 1, 2015
Goodwill, gross		145,310			69,380			50,052			25,878
Accumulated impairment charges		(26,941	)		(14,066	)		(12,875	)		-
Goodwill, net	$	118,369		$	55,314		$	37,177		$	25,878

Measurement period adjustments		4,590			(6,016	)		4,351			6,255
Foreign currency translation		(1,325	)		-			129			(1,454	)

Balance at December 31, 2015:
Goodwill, gross		148,575			63,364			54,532			30,679
Accumulated impairment charges		(26,941	)		(14,066	)		(12,875	)		-
Goodwill, net	$	121,634		$	49,298		$	41,657		$	30,679

Impairment charge		(101,650	)		(40,408	)		(41,633	)		(19,609	)
Foreign currency translation		(2,033	)		-			(24	)		(2,009	)

Balance at December 31, 2016:
Goodwill, gross		146,542			63,364			54,508			28,670
Accumulated impairment charges		(128,591	)		(54,474	)		(54,508	)		(19,609	)
Goodwill, net	$	17,951		$	8,890		$	-		$	9,061

The goodwill associated with the 2014 acquisitions, as well as the allocation by reporting unit, was finalized by the end of each of the respective measurement periods in 2015, and resulted in an additional $4.6 million of goodwill being recorded in 2015.

As discussed in Note 5, Fair Value Measurements, goodwill is reviewed for impairment on a reporting unit basis annually during the fourth quarter of each year and whenever events or changes in circumstances indicate the carrying value of goodwill may not be recoverable. The goodwill impairment test involves a two-step process. In the first step, the fair value of each reporting unit is compared to its carrying value. If the fair value of the reporting unit exceeds its carrying value, goodwill is not impaired and no further testing is required. If the fair value of the reporting unit is less than the carrying value, the second step of the impairment test must be performed to measure the amount of impairment loss. In the second step, the reporting unit's fair value is allocated to all of the assets and liabilities of the reporting unit, including any unrecognized intangible assets, in a hypothetical analysis that calculates the implied fair value of goodwill in the same manner as if the reporting unit was being acquired in a business combination. If the implied fair value of the reporting unit's goodwill is less than the carrying value, the difference is recorded as an impairment loss and a reduction to goodwill.

We estimated the fair value of these reporting units using a weighting of fair values derived from income and market approaches. Under the income approach, we determine the fair value of a reporting unit based on the present value of estimated future cash flows. Cash flow projections are based on management's estimates of revenue growth rates and operating margins, taking into consideration industry and market conditions. The discount rate used is based on a weighted average cost of capital adjusted for the relevant risk associated with the characteristics of the business and the projected cash flows. The market approach estimates fair value based on market multiples of revenue and earnings derived from comparable publicly traded companies with similar operating and investment characteristics as the reporting unit.

2016 Annual Impairment Test

During the fourth quarter of 2016, the Company completed step one of our annual goodwill impairment test for our reporting units. We concluded that the fair value of each of the Company's reporting units exceeded the respective carrying values and that there was no indication of impairment.

The excess of estimated fair values over carrying value, including goodwill for each of our reporting units that had goodwill as of the 2016 annual impairment test were as follows:

Reporting Unit		% by Which Estimated Fair Value Exceeds Carrying Value
North America		13%
Europe		30%

2016 Interim Impairment Test

During the first quarter of 2016, management determined that sufficient indicators of potential impairment existed to require an interim goodwill impairment analysis for all of the Company's reporting units. These indicators included the recent business performance of those reporting units, combined with the long-term market conditions and business trends within the reporting units.

Detailed below is a table of key underlying assumptions utilized in the Level 3 fair value estimate calculation for the interim test performed as of March 31, 2016 as compared to those assumptions utilized during the annual valuation performed as of October 1, 2015. Assumptions may vary by reporting unit. The table below shows the range of assumptions utilized across the various reporting units.

			Goodwill Impairment Analysis
			Key Assumptions
		2016 - Interim		2015 - Annual

Income Approach - Discounted Cash Flows (a):
	Revenue 5-year compound annual growth rate (CAGR)		(9.0%) - (0.6%)	2.6% - 2.7%
	2016 EBITDA margins (b)		5.1% - 6.6%	7.2% - 8.4%
	Cost of equity capital		11.6% - 14.7%	12.3% - 16.5%
	Cost of debt capital		3.6% - 8.5%	2.4% - 5.9%
	Weighted average cost of capital		10.0% - 14.0%	11.0% - 15.0%

Market Approach - Multiples of Guideline Companies (a):
	Net operating revenue multiples used		0.4 - 0.6	0.4 - 0.5
	Operating EBITDA multiples used (b)		5.9 - 6.3	5.0 - 5.3
	Invested capital control premium		25%	25%

Weighting of Valuation Methods:
	Income Approach - Discounted Cash Flows		75%	75%
	Market Approach - Multiples of Guideline Companies		25%	25%

	(a) Ranges noted reflect assumptions and multiples used throughout the North America, Asia and Europe reporting units
	(b) EBITDA represents earnings before interest, taxes, depreciation and amortization. EBITDA margin is calculated by
	dividing EBITDA by net sales.

The March 31, 2016 interim impairment test related to the Company's goodwill was performed by reporting unit (North America, Asia and Europe). The valuation test, which heavily weights future discounted cash flow projections, indicated impairment of the goodwill associated with all three of the Company's reporting units. As a result, the Company recorded a provisional non-cash goodwill impairment charges totaling $104.3 million during the first quarter of 2016. During the second quarter of 2016, the Company finalized its interim impairment test, which resulted in a $2.6 million reduction to the provisional impairment charge recorded during the first quarter of 2016. The Company's goodwill associated with its reporting units originated from several of Bel's prior acquisitions, primarily Power Solutions acquired in 2014 and Connectivity Solutions acquired in 2014 (which represented $55.5 million and $55.0 million, respectively, of the carrying value of goodwill at the testing date). The carrying value of the Company's goodwill was $121.6 million at December 31, 2015.

As noted above, the fair value determined under step one of the goodwill impairment test completed in the fourth quarter of 2016 exceeded the carrying value for each reporting unit. Therefore, there was no impairment of goodwill. However, if the fair value decreases in future periods, the Company may fail step one of the goodwill impairment test and be required to perform step two. In performing step two, the fair value would have to be allocated to all of the assets and liabilities of the reporting unit. Therefore, any potential goodwill impairment charge would be dependent upon the estimated fair value of the reporting unit at that time and the outcome of step two of the impairment test. The fair values of the assets and liabilities of the reporting unit, including the intangible assets, could vary depending on various factors.

The future occurrence of a potential indicator of impairment, such as a decrease in expected net earnings, adverse equity market conditions, a decline in current market multiples, a decline in our common stock price, a significant adverse change in legal factors or business climates, an adverse action or assessment by a regulator, unanticipated competition, strategic decisions made in response to economic or competitive conditions, or a more-likely-than-not expectation that a reporting unit or a significant portion of a reporting unit will be sold or disposed of, could require an interim assessment for some or all of the reporting units before the next required annual assessment. In the event of significant adverse changes of the nature described above, it may be necessary for us to recognize an additional non-cash impairment of goodwill, which could have a material adverse effect on our consolidated financial condition and results of operations.

Based on annual impairment tests performed in prior years, there was no indication of goodwill impairment during 2014 or 2015.

Other Intangible Assets

Other identifiable intangible assets include patents, technology, license agreements, non-compete agreements and trademarks. Amounts assigned to these intangible assets have been determined by management. Management considered a number of factors in determining the allocations, including valuations and independent appraisals. Trademarks have indefinite lives and are reviewed for impairment on an annual basis. Other intangible assets, excluding trademarks, are being amortized over 1 to 29 years.

The Company tests indefinite-lived intangible assets for impairment using a fair value approach, the relief-from-royalty method (a form of the income approach). At December 31, 2016, the Company's indefinite-lived intangible assets related to the trademarks acquired in the Power Solutions, Connectivity Solutions, Cinch and Fibreco acquisitions.

The components of definite and indefinite-lived intangible assets are as follows:

	December 31, 2016						December 31, 2015
	Gross Carrying		Accumulated		Net Carrying		Gross Carrying		Accumulated		Net Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount

Patents, licenses and technology	$	38,658	$	11,276	$	27,382	$	39,388	$	7,932	$	31,456
Customer relationships		43,821		8,302		35,519		44,894		5,735		39,159
Non-compete agreements		2,667		2,376		291		2,753		1,838		915
Trademarks		11,677		41		11,636		16,338		41		16,297

	$	96,823	$	21,995	$	74,828	$	103,373	$	15,546	$	87,827

Amortization expense was $7.0 million in each of 2016 and 2015 and $5.4 million in 2014.

Estimated amortization expense for intangible assets for the next five years is as follows:

December 31,	Amortization Expense

2017	$	6,521
2018		6,229
2019		6,229
2020		6,197
2021		6,196

2016 Annual Impairment Test

The Company completed its annual indefinite-lived intangible assets impairment test during the fourth quarter of 2016, noting no further impairment. Management has concluded that the fair value of these trademarks exceeded the related carrying values at December 31, 2016 and that there was no indication of impairment.

2016 Interim Impairment Test

During the first quarter of 2016, management determined that sufficient indicators of potential impairment existed to require an interim impairment review of our trademarks. Based on the Company's analysis, the fair values of all of the Company's trademarks were lower than the respective carrying values. As a result, in 2016, the Company recorded a non-cash impairment of $4.3 million which is included in impairment of goodwill and other intangible assets on the consolidated statements of operations.

Detailed below is a table of key underlying assumptions utilized in the Level 3 fair value estimate calculation of the Company's trademarks for the interim test performed as of March 31, 2016 as compared to those assumptions utilized during the annual valuation performed as of October 1, 2015. Assumptions may vary by individual trademark. The table below shows the range of assumptions utilized across the Company's various trademarks.

		Trademark Impairment Analysis
		Key Assumptions
	2016 - Interim		2015 - Annual

Revenue 5-year compound annual growth rate (CAGR)		(0.4%) - 2.7%	0.2% - 4.0%
Estimated fair royalty rate		0.25% - 1.5%	0.5% - 2.0%
Discount rate		11.0% - 15.0%	12.0% - 14.0%

Based on annual impairment tests performed in prior years, there was no indication of indefinite-lived intangible assets impairment during 2014 or 2015.

The future occurrence of a potential indicator of impairment, such as those described above, could require an interim assessment for some or all of the Company's trademarks. In such a case, it may be necessary for us to recognize an additional non-cash impairment charge related to our trademarks, which could have a material adverse effect on our consolidated financial condition and results of operations.