Goodwill and Intangible Assets

12 Months Ended

Dec. 31, 2013

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL AND INTANGIBLE ASSETS

The changes in the carrying amount of goodwill for the years ended December 31, 2013 and 2012, are as follows (in thousands):



	2013		2012
Goodwill balance at January 1	$	175,108	$	61,144
Adjustment related to previous acquisitions	381		280
Additions as the result of acquisitions	9,016		113,684
Goodwill balance at December 31	$	184,505	$	175,108

As of December 31, 2013, we have recorded $8.3 million of accumulated goodwill impairment charges.

Other intangible assets at December 31, 2013 and 2012, consisted of the following (in thousands):



	2013
	Gross					Net
	Carrying Amount		Accumulated Amortization			Carrying Amount
Patents	$	9,302	$	(2,374	)	$	6,928
Distribution agreements	5,176		(1,780		)	3,396
License agreements	3,783		(1,249		)	2,534
Trademarks	7,622		(1,844		)	5,778
Covenants not to compete	1,029		(399		)	630
Customer lists	20,626		(10,957		)	9,669
Royalty agreements	267		(267		)	—

Total	$	47,805	$	(18,870	)	$	28,935



	2012
	Gross					Net
	Carrying Amount		Accumulated Amortization			Carrying Amount
Patents	$	7,843	$	(2,045	)	$	5,798
Distribution agreements	5,176		(1,301		)	3,875
License agreements	2,733		(861		)	1,872
Trademarks	7,311		(1,362		)	5,949
Covenants not to compete	1,035		(160		)	875
Customer lists	20,468		(8,038		)	12,430
Royalty agreements	267		(267		)	—

Total	$	44,833	$	(14,034	)	$	30,799

Aggregate amortization expense for the years ended December 31, 2013, 2012 and 2011 was approximately $14.2 million, $7.5 million and $6.0 million, respectively.

We evaluate long-lived assets, including amortizing intangible assets, for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. We perform the impairment analysis at the asset group for which the lowest level of identifiable cash flows are largely independent of the cash flows of other assets and liabilities. We compared the carrying value of the amortizing intangible assets acquired in our January 2012 acquisition of Ostial to the undiscounted cash flows expected to result from the asset group and determined that the carrying amount was not recoverable. We then determined the fair value of the amortizing assets related to the Ostial acquisition based on estimated future cash flows discounted back to their present value using a discount rate that reflects the risk profiles of the underlying activities. Some of the factors that influenced our estimated cash flows were slower than anticipated sales growth in the products acquired from our Ostial acquisition and uncertainty about future sales growth. The excess of the carrying value compared to the fair value was recognized as an intangible asset impairment charge. During the third quarter of 2013, we recorded an impairment charge of approximately $8.1 million, which was offset by approximately $3.8 million of fair value reductions to the related contingent consideration liability.

Estimated amortization expense for the intangible assets for the next five years consists of the following as of December 31, 2013 (in thousands):



Year Ending December 31
2014	$	15,189
2015	14,751
2016	14,094
2017	13,678
2018	13,158

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

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