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Goodwill & Intangibles

12 Months Ended

Dec. 31, 2024

(6) Goodwill & Intangibles

Goodwill

The Company performs its annual goodwill impairment testing for each reporting unit as of fiscal October month-end or more frequently if there is a triggering event or circumstance that indicates an impairment loss may have occurred. As of the October 27, 2024 testing date, the Company had $721.0 million of goodwill on its balance sheet. In 2024, the Company had eight reporting units. One of these reporting units, Water Quality, had no goodwill. The Company performed a qualitative analysis for each of the remaining seven reporting units, which include Blücher, Bradley, US Drains, Fluid Solutions-Europe, Fluid Solutions-Americas, Heating and Hot Water Solutions (“HHWS”) and APMEA. As a result of the qualitative analyses, the Company determined that the fair values of the reporting units were more likely than not greater than the carrying amounts. In 2024, 2023 and 2022, the Company did not need to proceed beyond the qualitative analysis, and no goodwill impairments were recorded.

The Company operates in three geographic segments: Americas, Europe, and APMEA. The changes in the carrying amount of goodwill by geographic segment are as follows:

Gross Balance

Accumulated Impairment Losses

Foreign Currency Translation

Net Goodwill

Acquired

January 1,

Balance

During

Balance

Impairment

Balance

2024 -

January 1,

the

December 31,

January 1,

Loss During

December 31,

2024

Period

2024

the Period

2024

(in millions)

Americas

587.1

31.1

618.2

(24.5)

—

(24.5)

(0.7)

593.0

Europe

239.8

—

239.8

(129.7)

—

(129.7)

(6.5)

103.6

APMEA

33.2

—

33.2

(12.9)

—

(12.9)

(1.9)

18.4

Total

860.1

31.1

891.2

(167.1)

—

(167.1)

(9.1)

715.0


	Gross Balance						Accumulated Impairment Losses						Foreign Currency Translation		Net Goodwill
			Acquired										January 1,
	Balance		During		Balance		Balance		Impairment		Balance		2023 -
	January 1,		the		December 31,		January 1,		Loss During		December 31,		December 31,		December 31,
	2023		Period		2023		2023		the Period		2023		2023		2023

	(in millions)
Americas	$	490.3	$	96.6	$	586.9	$	(24.5)	$	—	$	(24.5)	$	0.2	$	562.6
Europe		236.7		—		236.7		(129.7)		—		(129.7)		3.1		110.1
APMEA		32.5		0.9		33.4		(12.9)		—		(12.9)		(0.2)		20.3
Total	$	759.5	$	97.5	$	857.0	$	(167.1)	$	—	$	(167.1)	$	3.1	$	693.0

During the year ended December 31, 2024, the Company completed the acquisition of Josam, resulting in $35.1 million of goodwill, and made adjustments to the purchase price allocation of Bradley, resulting in a $4.0 million reduction in goodwill, both within the Americas region. The final working capital adjustments for the two acquisitions were completed in 2024.

Long-Lived Assets

Indefinite-lived intangibles are tested for impairment at least annually or more frequently if events or circumstances, such as a change in business conditions, indicate that it is “more likely than not” that an intangible asset might be impaired. The Company performs its annual indefinite-lived intangibles impairment assessment in the fourth quarter of each year. In 2024, the Company performed a qualitative assessment for all tradenames, and in 2023, the Company performed a combination of qualitative and quantitative assessments. Based on the results of the assessments, the Company did not recognize an impairment on any indefinite-lived intangibles in 2024 or 2023.

Intangible assets with estimable lives and other long-lived assets are reviewed for potential indicators of impairment at least quarterly or more frequently if events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability of intangible assets with estimable lives and other long-lived assets is evaluated by a comparison of the carrying amount of an asset or asset group to future net undiscounted pre-tax cash flows expected to be generated by the asset or asset group. If these comparisons indicate that an asset is not recoverable, the impairment loss recognized is the amount by which the carrying amount of the asset or asset group exceeds the related estimated fair value. Estimated fair value is based on either discounted future pre-tax operating cash flows or appraised values, depending on the nature of the asset. The Company determines the discount rate for this analysis based on the weighted average cost of capital using the market and guideline public companies for the related businesses and does not allocate interest charges to the asset or asset group being measured. Judgment is required to estimate future operating cash flows. In 2024 and 2023, there were no indications of the carrying amounts of intangible assets with estimable lives not being recoverable. In 2022, the Company recognized a $1.3 million impairment charge for an amortizable technology asset. The impairment was recognized within the Americas segment and due to changes in market expectations indicated the carrying amount of the asset was no longer recoverable.

Intangible assets include the following:


	December 31, 2024						December 31, 2023
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount

	(in millions)
Patents	$	5.0	$	(5.0)	$	—	$	5.0	$	(5.0)	$	—
Customer relationships		251.9		(100.6)		151.3		218.0		(85.3)		132.7
Technology		53.2		(47.8)		5.4		53.2		(44.2)		9.0
Trade names		20.6		(13.0)		7.6		20.8		(12.3)		8.5
Other		1.1		(0.8)		0.3		1.1		(0.7)		0.4
Total amortizable intangibles		331.8		(167.2)		164.6		298.1		(147.5)		150.6
Indefinite-lived intangible assets		70.4		—		70.4		65.5		—		65.5
	$	402.2	$	(167.2)	$	235.0	$	363.6	$	(147.5)	$	216.1

During the year ended December 31, 2024, the Company acquired $39.4 million in intangible assets as part of the Josam acquisition, consisting of customer relationships valued at $33.5 million, with an estimated useful life of 15 years, and an indefinite-lived trade name of $5.9 million.

Aggregate amortization expense for amortized intangible assets for 2024, 2023 and 2022 was $19.8 million, $13.2 million and $12.1 million, respectively. Additionally, future amortization expense on amortizable intangible assets is expected to be $18.2 million for 2025, $17.8 million for 2026, $16.1 million for 2027, $15.8 million for 2028 and $15.6 million for 2029. Amortization expense is provided on a straight-line basis over the estimated useful lives of the intangible assets. The weighted-average remaining life of total amortizable intangible assets is 8.1 years. Customer relationships, technology, trade names and other amortizable intangibles have weighted-average remaining lives of 11.9 years, 3.5 years, 10.2 years and 21.4 years, respectively. Indefinite-lived intangible assets include trade names and trademarks.