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Goodwill and Related Intangible Assets
12 Months Ended
Dec. 31, 2016
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Related Intangible Assets
GOODWILL AND RELATED INTANGIBLE ASSETS
Goodwill
The changes in the carrying amount of goodwill for the years ended December 31 were as follows (in thousands):
 
Residential
Products
 
Industrial and
Infrastructure
Products
 
Renewable Energy and Conservation
 
Total
Balance at December 31, 2014
$
181,285

 
$
54,759

 
$

 
$
236,044

Acquired goodwill

 

 
57,180

 
57,180

Foreign currency translation

 
(1,055
)
 
221

 
(834
)
Balance at December 31, 2015
$
181,285

 
$
53,704

 
$
57,401

 
$
292,390

Acquired goodwill

 

 
12,283

 
12,283

Impairment

 

 
(929
)
 
(929
)
Foreign currency translation

 
180

 
108

 
288

Balance at December 31, 2016
$
181,285

 
$
53,884

 
$
68,863

 
$
304,032


Goodwill is recognized net of accumulated impairment losses of $235,419,000 and $255,530,000 as of December 31, 2016 and 2015, respectively.
Annual Impairment Testing
The Company performed its annual goodwill impairment test as of October 31, 2016, 2015, and 2014. The Company did not recognize any impairment charges during 2016 or 2015 as a result of the annual goodwill impairment test. However, subsequent to the annual goodwill impairment test as of October 31, 2016, the Company discontinued its European residential solar racking business which resulted in an impairment charge against goodwill. During 2014, the Company incurred impairment charges as a result of the October 31 annual test.
During the October 31, 2016 impairment test, the Company conducted a quantitative analysis for nine of the ten reporting units identified for review. For the remaining reporting unit, Nexus, the Company conducted a qualitative test rather than a quantitative test due to the recent acquisition date of this reporting unit on October 11, 2016. As such, for purposes of the annual goodwill impairment test as of October 31, 2016, the Company concluded that the fair value was greater than the net book value of $23,300,000 million and a quantitative test was not required to be conducted.
Step one of the quantitative impairment test consists of comparing the fair value of a reporting unit with its carrying value including goodwill. The fair value of each reporting unit evaluated under the quantitative test was determined using two valuation techniques: an income approach and a market approach. Each valuation approach relies on significant assumptions including a weighted average cost of capital ("WACC"). The WACC is calculated based upon the capital structure of market participants in the Company’s peer groups. Other assumptions used to calculate fair value for each reporting unit include projected revenue growth, forecasted cash flows, and earnings multiples based on the market value of the Company and market participants within its peer groups.
The following table summarizes the WACC calculation ranges used during the annual goodwill impairment tests performed during 2016 and 2015:
 
 
Residential and I&I Products Segments
 
Renewable Energy & Conservation Segment
 
 
All Reporting Units
 
Greenhouse Reporting Unit
 
Solar Reporting Unit
Date of Impairment Test
 
WACC
 
WACC
 
WACC
October 31, 2016
 
12.4% to 13.0%
 
15.1%
 
16.1%
October 31, 2015
 
11.3% to 13.1%
 
*nmf
 
*nmf

*nmf - For the October 31, 2015 annual impairment test, the Company performed a qualitative test vs. a quantitative test for goodwill impairment purposes. Therefore, a WACC percentage was not calculated for these reporting units.
As a result of our annual testing for 2016 and 2015, none of the reporting units with goodwill as of our testing date had carrying values in excess of their fair values. However, subsequent to the annual goodwill impairment test as of October 31, 2016, the Company discontinued its European residential solar racking business which resulted in an impairment charge against goodwill of $929,000 which was recorded for the year ended December 31, 2016. The Company did not record any goodwill impairment charges during 2015.
During our 2014 annual goodwill impairment test, we identified reporting units with carrying values in excess of fair value. Therefore, the Company initiated step two of the goodwill impairment test which involved calculating the implied fair value of goodwill by allocating the fair value of the reporting unit to the fair value of its assets and liabilities other than goodwill, calculating an implied fair value of goodwill, and comparing the implied fair value to the carrying amount of goodwill. As a result of step two of the annual goodwill impairment test, the Company estimated that the implied fair value of goodwill for the reporting units was less than their carrying values by $104,565,000 for the year ended December 31, 2014 which has been recorded as impairment charges of which $90,330,000 was recorded in our Industrial and Infrastructure Products segment and the remaining $14,235,000 was recorded in our Residential Products segment.
Interim Impairment Testing
We test goodwill and indefinite-lived intangible assets for impairment on an annual basis as of October 31 and at interim dates when indicators of impairment are present. In 2016, 2015 and 2014, no indicators of impairment were identified as of interim dates; therefore, no interim tests were performed.
Acquired Intangible Assets
Acquired intangible assets consist of the following (in thousands):
 
December 31, 2016
 
December 31, 2015
 
 
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Estimated
Useful Life
Indefinite-lived intangible assets:
 
 
 
 
 
 
 
 
 
Trademarks
$
44,720

 
$

 
$
50,538

 
$

 
Indefinite
Finite-lived intangible assets:
 
 
 
 
 
 
 
 
 
Trademarks
5,808

 
2,427

 
5,861

 
1,884

 
5 to 15 Years
Unpatented technology
26,720

 
10,041

 
28,072

 
10,656

 
5 to 20 Years
Customer relationships
78,569

 
33,585

 
85,419

 
35,673

 
5 to 17 Years
Non-compete agreements
1,649

 
623

 
3,107

 
1,771

 
4 to 10 Years
Backlog
900

 
900

 
6,480

 
6,480

 
.5 to 2 Years
 
113,646

 
47,576

 
128,939

 
56,464

 
 
Total acquired intangible assets
$
158,366

 
$
47,576

 
$
179,477

 
$
56,464

 
 

The Company recognized impairment charges related to indefinite-lived trademark intangible assets for the years ended December 31, 2016, 2015 and 2014. The Company also recognized impairment charges related to finite-lived intangible assets for the years ended December 31, 2016 and 2014.
The Company recorded $9.0 million of impairment charges related to indefinite-lived intangibles during 2016. $7.8 million of impairment charges recorded for the year ended December 31, 2016 relate to the Company's discontinued European residential solar racking business and U.S. bar grating product line. The remaining $1.2 million were recognized as a result of the Company's annual impairment test of indefinite-lived intangibles. The impairment charges related to the indefinite-lived trademarks in 2015 and 2014 were recognized as a result of the Company’s annual impairment test of indefinite-lived intangibles. The fair values of the impaired trademarks were determined using an income approach consisting of the relief-from-royalty method.
As a result of the Company's discontinued European solar racking business, the Company also recognized $0.2 million of impairment charges related to definite-lived intangibles. The 2014 impairment charges related to the finite-lived intangibles were recognized as a result of the estimated future discounted cash flows of the asset being less than its carrying value during the Company's annual impairment test. The fair value of the impaired finite-lived intangibles was determined using an income approach consisting of either the relief-from-royalty method or the excess earnings method. In addition, the Company recognized amortization expense related to the definite-lived intangible assets.
The following table summarizes the impairment charges for the years ended December 31 (in thousands):
 
2016
 
2015
 
2014
 
Indefinite-lived intangibles
 
Definite-lived intangibles
 
Indefinite-lived intangibles
 
Definite-lived intangibles
 
Indefinite-lived intangibles
 
Definite-lived intangibles
Residential Products
$

 
$

 
$
440

 
$

 
$
1,200

 
$

Industrial and Infrastructure Products
7,980

 

 
4,423

 

 
1,500

 
705

Renewable Energy and Conservation
1,068

 
198

 

 

 

 

Impairment charges
$
9,048

 
$
198

 
$
4,863

 
$

 
$
2,700

 
$
705


The following table summarizes amortization expense for the years ended December 31 (in thousands):
 
2016
 
2015
 
2014
Amortization expense
$
9,637

 
$
12,679

 
$
5,720


Amortization expense related to acquired intangible assets for the next five years ended December 31 is estimated as follows (in thousands):
2017
$
8,500

2018
$
7,945

2019
$
7,273

2020
$
6,760

2021
$
6,159