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Goodwill And Other Intangible Assets
12 Months Ended
Aug. 31, 2018
Goodwill And Other Intangible Assets [Abstract]  
Goodwill And Other Intangible Assets

Note 5. Goodwill and Other Intangible Assets



Acquisitions



During the first quarter of fiscal year 2018, the Company entered into a confidential settlement agreement with FirstPower Group, LLC (“FirstPower”) for dismissal of FirstPower’s trademark infringement complaint against the Company relating to use of the words, “EZ-REACH” for the Company’s WD-40 EZ-REACH Flexible Straw product.  The settlement agreement provided for the Company’s acquisition of FirstPower’s trademark rights associated with the words “EZ REACH” for lubricating oil products for a purchase consideration of $0.2 million. The Company has used the words “EZ-REACH” since the introduction of the WD-40 EZ-REACH Flexible Straw product in fiscal year 2015.



The entire purchase consideration of $0.2 million was paid in cash upon execution of the settlement agreement and was allocated to the trade name-related intangible assets category. The Company began to amortize this definite-lived intangible asset on a straight-line basis over an estimated useful life of five years in the first quarter of fiscal year 2018. This acquisition did not have a material impact on the Company’s condensed consolidated financial statements.



Goodwill



The following table summarizes the changes in the carrying amounts of goodwill by segment (in thousands):  



 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 



Americas

 

EMEA

 

Asia-Pacific

 

Total

Balance as of August 31, 2016

$

85,452 

 

$

8,987 

 

$

1,210 

 

$

95,649 

Translation adjustments

 

(4)

 

 

(48)

 

 

 -

 

 

(52)

Balance as of August 31, 2017

 

85,448 

 

 

8,939 

 

 

1,210 

 

 

95,597 

Translation adjustments

 

 

 

23 

 

 

 -

 

 

24 

Balance as of August 31, 2018

$

85,449 

 

$

8,962 

 

$

1,210 

 

$

95,621 



 

 

 

 

 

 

 

 

 

 

 

During the second quarter of fiscal year 2018, the Company performed its annual goodwill impairment test. The annual goodwill impairment test was performed at the reporting unit level as required by the authoritative guidance as of the Company’s most recent goodwill impairment testing date, November 30, 2017. During the fiscal year 2018 annual goodwill impairment test, the Company performed a qualitative assessment of each reporting unit to determine whether it was more likely than not that the fair value of a reporting unit was less than its carrying amount. In performing this qualitative assessment, the Company assessed relevant events and circumstances that may impact the fair value and the carrying amount of each of its reporting units. Factors that were considered included, but were not limited to, the following: (1) macroeconomic conditions; (2) industry and market conditions; (3) historical financial performance and expected financial performance, including the anticipated impacts of the “Tax Cuts and Jobs Act”, which was signed into law on December 22, 2017 and became effective beginning January 1, 2018; (4) other entity specific events, such as changes in management or key personnel; and (5) events affecting the Company’s reporting units, such as a change in the composition of net assets or any expected dispositions. Based on the results of this qualitative assessment, the Company determined that it is more likely than not that the carrying value of each of its reporting units is less than its fair value as of the goodwill impairment testing date and, thus, a quantitative analysis was not required. As a result, the Company concluded that no impairment of its goodwill existed as of February 28, 2018.



In addition, there were no indicators of impairment identified as a result of the Company’s review of events and circumstances related to its goodwill subsequent to February 28, 2018, the date of its most recent annual goodwill impairment test. To date, there have been no impairment losses identified and recorded related to the Company’s goodwill.



Definite-lived Intangible Assets



The Company’s definite-lived intangible assets, which include the 2000 Flushes, Spot Shot, Carpet Fresh, 1001, EZ REACH and GT85 trade names, the Belgium customer list, the GT85 customer relationships and the GT85 technology are included in other intangible assets, net in the Company’s condensed consolidated balance sheets. The following table summarizes the definite-lived intangible assets and the related accumulated amortization (in thousands):



 

 

 

 

 



 

 

 

 

 



August 31,

 

August 31,



2018

 

2017

Gross carrying amount

$

36,122 

 

$

35,891 

Accumulated amortization

 

(22,609)

 

 

(19,647)

Net carrying amount

$

13,513 

 

$

16,244 



 

 

 

 

 



There has been no impairment charge for the period ended August 31, 2018 as a result of the Company’s review of events and circumstances related to its existing definite-lived intangible assets.



Changes in the carrying amounts of definite-lived intangible assets by segment are summarized below (in thousands):





 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 



Americas

 

EMEA

 

Asia-Pacific

 

Total

Balance as of August 31, 2016

$

14,913 

 

$

4,278 

 

$

 -

 

$

19,191 

Amortization expense

 

(2,207)

 

 

(672)

 

 

 -

 

 

(2,879)

Translation adjustments

 

 -

 

 

(68)

 

 

 -

 

 

(68)

Balance as of August 31, 2017

 

12,706 

 

 

3,538 

 

 

 -

 

 

16,244 

Amortization expense

 

(2,237)

 

 

(714)

 

 

 -

 

 

(2,951)

EZ REACH trade name

 

175 

 

 

 -

 

 

 -

 

 

175 

Translation adjustments

 

 -

 

 

45 

 

 

 -

 

 

45 

Balance as of August 31, 2018

$

10,644 

 

$

2,869 

 

$

 -

 

$

13,513 



 

 

 

 

 

 

 

 

 

 

 



The estimated amortization expense for the Company’s definite-lived intangible assets in future fiscal years is as follows (in thousands):



 

 

 

 

 



 

 

 

 

 



Trade Names

 

Customer-Based

Fiscal year 2019

$

2,455 

 

$

260 

Fiscal year 2020

 

2,055 

 

 

166 

Fiscal year 2021

 

1,266 

 

 

166 

Fiscal year 2022

 

1,266 

 

 

166 

Fiscal year 2023

 

1,020 

 

 

 -

Thereafter

 

4,693 

 

 

 -

Total

$

12,755 

 

$

758 



 

 

 

 

 

Included in the total estimated future amortization expense is the amortization expense for the 1001 trade name and the GT85 intangible assets, which are based on current foreign currency exchange rates, and as a result amounts in future periods may differ from those presented due to fluctuations in those rates.