Goodwill And Other Intangible Assets

12 Months Ended

Jun. 30, 2016

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill

The following table shows the changes in the carrying amount of goodwill by business segment:



	United States			United Kingdom			Hain Pure Protein			Rest of World			Total
Balance as of June 30, 2014 (revised) (a):	$	610,228		$	458,421		$	—		$	69,224		$	1,137,873
Acquisitions	3,792			(1,395)			41,970			2,427			46,794
Translation and other adjustments, net	(3,275		)	(36,305		)	—			(9,409		)	(48,989		)
Balance as of June 30, 2015 (revised) (a):	610,745			420,721			41,970			62,242			1,135,678
Acquisitions	—			57,019			(881		)	20,674			76,812
Impairment charge	—			(84,548		)	—			—			(84,548		)
Translation and other adjustments, net	(5,043		)	(60,631		)	—			(1,932		)	(67,606		)
Balance as of June 30, 2016 (b):	$	605,702		$	332,561		$	41,089		$	80,984		$	1,060,336

(a) The total carrying value of goodwill is reflected net of $42,029 of accumulated impairment charges, of which $12,810 related to the Company’s United Kingdom operating segment and $29,219 related to the Company’s Europe operating segment.

(b) The total carrying value of goodwill is reflected net of $126,577 of accumulated impairment charges, of which $97,358 related to the Company’s United Kingdom operating segment and $29,219 related to the Company’s Europe operating segment.

The Company completed its annual goodwill impairment analysis in the fourth quarter of fiscal 2016, in conjunction with its budgeting and forecasting process for fiscal year 2017, and concluded that no indicators of impairment existed at any of its reporting units except for its Hain Daniels reporting unit, which is included in the United Kingdom segment. Based on the step one analysis performed, the Company concluded that the fair value of the Hain Daniels reporting unit was below its carrying value, indicating that the second step of the impairment test was necessary. The decline in the estimated fair value in the Hain Daniels reporting unit was primarily the result of lowered projected long-term revenue growth rates and profitability levels resulting from increased competition, changes in market trends and the mix of products sold. The goodwill value implied from this analysis resulted in a goodwill impairment charge of $82,614 recognized during the fiscal year ended June 30, 2016.

To perform the second step of the impairment test, the Company, along with the help of a third party valuation firm, estimated the fair value of all of the Hain Daniels reporting unit’s individual assets and liabilities, including identifiable intangible assets.

In conjunction with the Company’s review of goodwill impairment within its Hain Daniels reporting unit, for other long-lived assets, such as property, plant and equipment and finite-lived intangibles assets, namely customer relationships, the Company performed an assessment of the recoverability in accordance with the general valuation requirements set forth under ASC Topic 360 - Accounting for the Impairment of Long-Lived Assets. The result of this assessment indicated that no impairment existed for these assets.

Additionally, a goodwill impairment charge of $1,934 was recognized during the fiscal year ended June 30, 2016, related to the divestiture of certain portions of the Company’s own-label juice business in connection with the Orchard House acquisition, which was sold in the first quarter of fiscal 2017. See Note 5, Acquisitions, for details.

Additions during fiscal year ended June 30, 2016 were due to the acquisition of Orchard House and Mona on December 21, 2015 and July 24, 2015, respectively. The additions during fiscal year ended June 30, 2015, were due to the acquisitions of HPPC, Belvedere, and Empire on July 17, 2015, January 20, 2015 and March 4, 2015, respectively.

Other Intangible Assets

The following table sets forth balance sheet information for intangible assets, excluding goodwill, subject to amortization and intangible assets not subject to amortization:



	June 30, 2016			June 30, 2015 (Revised)
Non-amortized intangible assets:
Trademarks and tradenames (a)	$	441,140		$	507,263
Amortized intangible assets:
Other intangibles	245,040			207,609
Less: accumulated amortization	(81,393		)	(68,480		)
Net carrying amount	$	604,787		$	646,392

(a) The gross carrying value of trademarks and tradenames is reflected net of $46,123 and $6,399 of accumulated impairment charges for the fiscal years ended June 30, 2016 and 2015, respectively.

Indefinite-lived intangible assets, which are not amortized, consist primarily of acquired trade names and trademarks. Indefinite-lived intangible assets are evaluated on an annual basis, in conjunction with the Company’s evaluation of goodwill. In assessing fair value, the Company utilizes a “relief from royalty” methodology. This approach involves two steps: (i) estimating the royalty rates for each trademark and (ii) applying these royalty rates to a projected net sales stream and discounting the resulting cash flows to determine fair value. If the carrying value of the indefinite-lived intangible assets exceeds the fair value of the asset, the carrying value is written down to fair value in the period identified. The result of this assessment for the year ended June 30, 2016 indicated that the fair value of certain of the Company’s tradenames was below their carrying value, and therefore an impairment charge of $39,724 ($20,932 in the United Kingdom segment and $18,792 in the United States segment) was recognized during the fiscal year ended June 30, 2016. The result of this assessment performed during the year ended June 30, 2014 was the recognition of an impairment charge of $6,399 related to tradenames in the United Kingdom. There were no impairment charges recorded during fiscal 2015 related to indefinite-lived intangible assets.

Amortizable intangible assets, which are deemed to have a finite life, primarily consist of customer relationships and are being amortized over their estimated useful lives of 3 to 25 years. Amortization expense included in continuing operations was as follows:



	Fiscal Year ended June 30,
	2016		2015		2014
Amortization of intangible assets	$	18,869	$	17,846	$	15,440

Expected amortization expense over the next five fiscal years is as follows:



	Fiscal Year ending June 30,
	2017		2018		2019		2020		2021
Estimated amortization expense	$	19,036	$	18,852	$	16,214	$	14,988	$	14,539

The weighted average remaining amortization period of amortized intangible assets is 11.0 years.

- 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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