GOODWILL AND OTHER INTANGIBLE ASSETS

6 Months Ended

Jul. 01, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

The changes in the carrying amount of goodwill for the six months ended July 1, 2023 were as follows:


	December 31, 2022		Goodwill Resulting from Business Combinations (1)		Foreign Currency Translation		July 1, 2023
HVAC reportable segment
Gross goodwill	$	529.5	$	219.9	$	3.6	$	753.0
Accumulated impairments	(328.2)		—		(2.2)		(330.4)
Goodwill	201.3		219.9		1.4		422.6

Detection and Measurement reportable segment
Gross goodwill	425.2		0.8		3.8		429.8
Accumulated impairments	(171.2)		—		(1.3)		(172.5)
Goodwill	254.0		0.8		2.5		257.3

Total
Gross goodwill	954.7		220.7		7.4		1,182.8
Accumulated impairments	(499.4)		—		(3.5)		(502.9)
Goodwill	$	455.3	$	220.7	$	3.9	$	679.9

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(1)Reflects (i) goodwill acquired with the TAMCO and ASPEQ acquisitions of $50.6 and $169.3, respectively and (ii) an increase in ITL’s goodwill of $0.8 resulting from revisions to the valuation of certain assets and liabilities. As indicated in Note 1, the acquired assets, including goodwill, and liabilities assumed in the TAMCO and ASPEQ acquisitions have been recorded at estimates of fair value and are subject to change upon completion of acquisition accounting.

Other Intangibles, Net

Identifiable intangible assets at July 1, 2023 and December 31, 2022 comprised the following:


	July 1, 2023						December 31, 2022
	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Gross Carrying Value		Accumulated Amortization		Net Carrying Value
Intangible assets with determinable lives: (1)
Customer relationships	$	402.5	$	(52.1)	$	350.4	$	198.9	$	(41.7)	$	157.2
Technology	139.1		(22.3)		116.8		81.5		(18.4)		63.1
Patents	4.5		(4.5)		—		4.5		(4.5)		—
Other	45.4		(27.7)		17.7		36.7		(24.1)		12.6
	591.5		(106.6)		484.9		321.6		(88.7)		232.9
Trademarks with indefinite lives (2)	220.7		—		220.7		168.7		—		168.7
Total	$	812.2	$	(106.6)	$	705.6	$	490.3	$	(88.7)	$	401.6

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(1)The identifiable intangible assets associated with the TAMCO acquisition consists of customer relationships of $59.7, technology of $9.3, definite-lived trademarks of $3.2, and backlog of $1.0. The identifiable intangible assets associated with the ASPEQ acquisition consists of customer relationships of $142.3, technology of $47.8, and backlog of $4.5.

(2)Includes $51.5 of indefinite-lived trademarks associated with the ASPEQ acquisition.

In connection with the acquisitions of TAMCO and ASPEQ, which have definite-lived intangible assets as noted above, we updated our estimated annual amortization expense related to intangible assets to approximately $44.0 for the full year 2023 and $46.0 for 2024 and each of the four years thereafter.

At July 1, 2023, the net carrying value of intangible assets with determinable lives consisted of $354.1 in the HVAC reportable segment and $130.8 in the Detection and Measurement reportable segment. At July 1, 2023, trademarks with indefinite lives consisted of $156.7 in the HVAC reportable segment and $64.0 in the Detection and Measurement reportable segment.

We review goodwill and indefinite-lived intangible assets for impairment annually during the fourth quarter in conjunction with our annual financial planning process, with such testing based primarily on events and circumstances existing as of the end of the third quarter. In addition, we test goodwill for impairment on a more frequent basis if there are indications of potential impairment. In reviewing goodwill and indefinite-lived intangible assets for impairment, we initially perform a qualitative analysis. If there is an indication of impairment, we then perform a quantitative analysis. A significant amount of judgment is involved in determining if an indication of impairment has occurred between annual testing dates. Such indication may include: a significant decline in expected future cash flows; a significant adverse change in legal factors or the business climate; unanticipated competition; and a more likely than not expectation of selling or disposing all, or a portion, of a reporting unit.

During the fourth quarter of 2022, we performed a quantitative analysis on the goodwill of our Cincinnati Fan reporting unit. The Cincinnati Fan analysis indicated that the fair value of its net assets exceeded the related carrying value by less than 10%. A change in assumptions used in Cincinnati Fan’s quantitative analysis (e.g., projected revenues and profit growth rates, discount rates, industry price multiples, etc.) could result in the reporting unit’s estimated fair value being less than the carrying value. If Cincinnati Fan is unable to achieve its current financial forecast, we may be required to record an impairment charge in a future period related to its goodwill. As of July 1, 2023, Cincinnati Fan’s goodwill totaled $54.8.

We perform our annual trademarks impairment testing during the fourth quarter, or on a more frequent basis, if there are indications of potential impairment. The fair value of our trademarks is based on applying estimated royalty rates to projected revenues, with resulting cash flows discounted at a rate of return that reflects current market conditions (fair value based on unobservable inputs - Level 3, as defined in Note 17). The primary basis for these projected revenues is the annual operating plan for each of the related businesses, which is prepared in the fourth quarter of each year.