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Acquisitions, Goodwill And Other Intangible Assets | 9 Months Ended
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Sep. 30, 2023
Acquisitions, Goodwill And Other Intangible Assets [Abstract] |
Acquisitions, Goodwill And Other Intangible Assets | ACQUISITIONS, GOODWILL AND OTHER INTANGIBLE ASSETS Acquisitions Completed During the Nine Months Ended September 30, 2023 During the nine months ended September 30, 2023, the Company completed two acquisitions for an aggregate $25.8 million of cash purchase consideration, plus holdback payments of $0.5 million to be paid over two years. The preliminary purchase price allocations resulted in $16.7 million of goodwill (tax deductible). As these acquisitions are not considered to have a material impact on the Company's financial statements, pro forma results of operations and other disclosures are not presented. Acquisitions with Measurement Period Adjustments During the Nine Months Ended September 30, 2023 Way In November 2022, the Company acquired substantially all of the business assets of Way Interglobal Network LLC ("Way"), a distributor of innovative appliances and electronics to OEMs in the RV industry. The purchase price was $54.8 million, which includes a holdback payment of $2.0 million due on the first anniversary of the acquisition in November 2023, and remains subject to adjustment as a result of net working capital true-up procedures. The results of the acquired business have been included in the Condensed Consolidated Statements of Income since the acquisition date, primarily in the Company's OEM Segment. As the operations of this acquisition are not considered to have a material impact on the Company's financial statements, pro forma results of operations and other disclosures are not presented. During the nine months ended September 30, 2023, the Company adjusted the preliminary purchase price allocation reported in the Company's December 31, 2022 Annual Report on Form 10-K to account for updates to net working capital balances. These measurement period adjustments would not have resulted in a material impact on the prior period results if the adjustments had been recognized as of the acquisition date. The purchase price allocation is subject to further adjustment for net working capital and the fair value of intangible assets as additional information is obtained within the measurement period (not to exceed 12 months from the acquisition date). Goodwill Changes in the carrying amount of goodwill by reportable segment were as follows:
(In thousands) | OEM Segment |  | Aftermarket Segment |  | Total
Net balance – December 31, 2022 | $ | 399,736 |  |  | $ | 167,327 |  |  | $ | 567,063 |
Acquisitions – 2023 | 16,748 |  |  | — |  |  | 16,748 |
Measurement period adjustments | (2,905) |  |  | (143) |  |  | (3,048) |
Foreign currency translation | (625) |  |  | (226) |  |  | (851) |
Net balance – September 30, 2023 | $ | 412,954 |  |  | $ | 166,958 |  |  | $ | 579,912 |
Goodwill represents the excess of the total consideration given in an acquisition of a business over the fair value of the net tangible and identifiable intangible assets acquired. Goodwill is not amortized, but instead is tested at the reporting unit level for impairment annually in November, or more frequently if certain circumstances indicate a possible impairment may exist. Other Intangible Assets Other intangible assets consisted of the following at September 30, 2023:
(In thousands) | Gross Cost |  | Accumulated Amortization |  | Net Balance |  | Estimated Useful Life in Years
Customer relationships | $ | 508,625 |  |  | $ | 180,810 |  |  | $ | 327,815 |  |  | 6 | to | 20
Patents | 118,914 |  |  | 67,164 |  |  | 51,750 |  |  | 3 | to | 20
Trade names (finite life) | 98,169 |  |  | 25,503 |  |  | 72,666 |  |  | 3 | to | 20
Trade names (indefinite life) | 7,600 |  |  | — |  |  | 7,600 |  |  | Indefinite
Non-compete agreements | 10,334 |  |  | 8,085 |  |  | 2,249 |  |  | 3 | to | 6
Other | 609 |  |  | 277 |  |  | 332 |  |  | 2 | to | 12
Other intangible assets | $ | 744,251 |  |  | $ | 281,839 |  |  | $ | 462,412 |  |  |  |  |
Other intangible assets consisted of the following at December 31, 2022:
(In thousands) | Gross Cost |  | Accumulated Amortization |  | Net Balance |  | Estimated Useful Life in Years
Customer relationships | $ | 520,273 |  |  | $ | 163,562 |  |  | $ | 356,711 |  |  | 6 | to | 20
Patents | 121,167 |  |  | 62,841 |  |  | 58,326 |  |  | 3 | to | 20
Trade names (finite life) | 97,810 |  |  | 21,380 |  |  | 76,430 |  |  | 3 | to | 20
Trade names (indefinite life) | 7,600 |  |  | — |  |  | 7,600 |  |  | Indefinite
Non-compete agreements | 11,584 |  |  | 7,698 |  |  | 3,886 |  |  | 3 | to | 6
Other | 609 |  |  | 242 |  |  | 367 |  |  | 2 | to | 12
Other intangible assets | $ | 759,043 |  |  | $ | 255,723 |  |  | $ | 503,320 |  |  |  |  |
Acquisitions, Goodwill And Other Intangible Assets | ACQUISITIONS, GOODWILL AND OTHER INTANGIBLE ASSETS Acquisitions Completed During the Nine Months Ended September 30, 2023 During the nine months ended September 30, 2023, the Company completed two acquisitions for an aggregate $25.8 million of cash purchase consideration, plus holdback payments of $0.5 million to be paid over two years. The preliminary purchase price allocations resulted in $16.7 million of goodwill (tax deductible). As these acquisitions are not considered to have a material impact on the Company's financial statements, pro forma results of operations and other disclosures are not presented. Acquisitions with Measurement Period Adjustments During the Nine Months Ended September 30, 2023 Way In November 2022, the Company acquired substantially all of the business assets of Way Interglobal Network LLC ("Way"), a distributor of innovative appliances and electronics to OEMs in the RV industry. The purchase price was $54.8 million, which includes a holdback payment of $2.0 million due on the first anniversary of the acquisition in November 2023, and remains subject to adjustment as a result of net working capital true-up procedures. The results of the acquired business have been included in the Condensed Consolidated Statements of Income since the acquisition date, primarily in the Company's OEM Segment. As the operations of this acquisition are not considered to have a material impact on the Company's financial statements, pro forma results of operations and other disclosures are not presented. During the nine months ended September 30, 2023, the Company adjusted the preliminary purchase price allocation reported in the Company's December 31, 2022 Annual Report on Form 10-K to account for updates to net working capital balances. These measurement period adjustments would not have resulted in a material impact on the prior period results if the adjustments had been recognized as of the acquisition date. The purchase price allocation is subject to further adjustment for net working capital and the fair value of intangible assets as additional information is obtained within the measurement period (not to exceed 12 months from the acquisition date). Goodwill Changes in the carrying amount of goodwill by reportable segment were as follows:
(In thousands) | OEM Segment |  | Aftermarket Segment |  | Total
Net balance – December 31, 2022 | $ | 399,736 |  |  | $ | 167,327 |  |  | $ | 567,063 |
Acquisitions – 2023 | 16,748 |  |  | — |  |  | 16,748 |
Measurement period adjustments | (2,905) |  |  | (143) |  |  | (3,048) |
Foreign currency translation | (625) |  |  | (226) |  |  | (851) |
Net balance – September 30, 2023 | $ | 412,954 |  |  | $ | 166,958 |  |  | $ | 579,912 |
Goodwill represents the excess of the total consideration given in an acquisition of a business over the fair value of the net tangible and identifiable intangible assets acquired. Goodwill is not amortized, but instead is tested at the reporting unit level for impairment annually in November, or more frequently if certain circumstances indicate a possible impairment may exist. Other Intangible Assets Other intangible assets consisted of the following at September 30, 2023:
(In thousands) | Gross Cost |  | Accumulated Amortization |  | Net Balance |  | Estimated Useful Life in Years
Customer relationships | $ | 508,625 |  |  | $ | 180,810 |  |  | $ | 327,815 |  |  | 6 | to | 20
Patents | 118,914 |  |  | 67,164 |  |  | 51,750 |  |  | 3 | to | 20
Trade names (finite life) | 98,169 |  |  | 25,503 |  |  | 72,666 |  |  | 3 | to | 20
Trade names (indefinite life) | 7,600 |  |  | — |  |  | 7,600 |  |  | Indefinite
Non-compete agreements | 10,334 |  |  | 8,085 |  |  | 2,249 |  |  | 3 | to | 6
Other | 609 |  |  | 277 |  |  | 332 |  |  | 2 | to | 12
Other intangible assets | $ | 744,251 |  |  | $ | 281,839 |  |  | $ | 462,412 |  |  |  |  |
Other intangible assets consisted of the following at December 31, 2022:
(In thousands) | Gross Cost |  | Accumulated Amortization |  | Net Balance |  | Estimated Useful Life in Years
Customer relationships | $ | 520,273 |  |  | $ | 163,562 |  |  | $ | 356,711 |  |  | 6 | to | 20
Patents | 121,167 |  |  | 62,841 |  |  | 58,326 |  |  | 3 | to | 20
Trade names (finite life) | 97,810 |  |  | 21,380 |  |  | 76,430 |  |  | 3 | to | 20
Trade names (indefinite life) | 7,600 |  |  | — |  |  | 7,600 |  |  | Indefinite
Non-compete agreements | 11,584 |  |  | 7,698 |  |  | 3,886 |  |  | 3 | to | 6
Other | 609 |  |  | 242 |  |  | 367 |  |  | 2 | to | 12
Other intangible assets | $ | 759,043 |  |  | $ | 255,723 |  |  | $ | 503,320 |  |  |  |  |

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- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 805 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479907/805-20-50-5 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//805/tableOfContent + Details
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- Definition The entire disclosure for goodwill and intangible assets. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 350 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//350/tableOfContent + Details
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