XML 30 R14.htm IDEA: XBRL DOCUMENT
v3.3.1.900

Goodwill and Related Intangible Assets | 12 Months Ended
--- | ---
Dec. 31, 2015
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, 2013 | $ | 195,520 |  |  | $ | 145,654 |  |  | $ | — |  |  | $ | 341,174 |
Impairment | (14,235 | ) |  | (90,330 | ) |  | — |  |  | (104,565 | )
Foreign currency translation | — |  |  | (565 | ) |  | — |  |  | (565 | )
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 |
Goodwill is recognized net of accumulated impairment losses of $255,530,000 as of December 31, 2015 and 2014. Annual Impairment Testing The Company performed its annual goodwill impairment test as of October 31, 2015, 2014, and 2013. The Company did not recognize any impairment charges during 2015 as a result of the annual goodwill impairment test. During 2014, the Company incurred impairment charges as a result of the October 31 annual test. The impairment charges recognized in 2013 resulted from the interim test performed during the third quarter. No additional impairment charges were incurred as of the annual test in 2013. During the October 31, 2015 impairment test, the Company conducted a quantitative analysis for eleven of the twelve reporting units identified for review. For the remaining reporting unit, RBI. the Company conducted a qualitative test rather than a quantitative test due to the recent acquisition date of this reporting unit on June 9, 2015. As such, for purposes of the annual goodwill impairment test as of October 31, 2015, the Company concluded that it was more likely than not that the fair value was greater than the carrying value and a quantitative test was not required to be conducted. Step one of the impairment test consists of comparing the fair value of a reporting unit with its carrying amount 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 group. 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 group. The following table summarizes the WACC calculation ranges used during the annual goodwill impairment tests performed during 2015 and 2014:
Date of Impairment Test |  | WACC
October 31, 2015 |  | 11.3% to 13.1%
October 31, 2014 |  | 12.9% to 13.6%
As a result of our annual testing for 2015, none of the reporting units with goodwill as of our testing date had carrying values in excess of their fair values. As such, no goodwill impairment charges were recorded 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. 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. During the third quarter of 2013, we significantly revised our forecast to reflect lower revenue and operating margin expectations for the Company in 2013. As a result, we concluded there was an indicator of impairment requiring an interim impairment test for four of our reporting units, two within the Residential Products segment and two within the Industrial and Infrastructure Products segment. In 2015 and 2014, no indicators of impairment were identified as of interim dates; therefore, no interim tests were performed. The 2013 interim impairment test used similar valuation methodology as used during the annual tests (income and market approaches), and WACC calculation employed in the interim test. The Company based the WACC on similar market participants used in the interim test. Other assumptions used in the multiples approach such as projected revenue growth and forecasted cash flows for the Company’s reporting units were also similar to those used during the interim test. A third party projection of peer companies’ earnings multiples, projected revenue growth, and forecasted cash flows were obtained for the analysis as well. Of the four reporting units identified during the 2013 interim test, one of the reporting units in the Industrial and Infrastructure Products segment, and the Company’s sole business in Europe, had a carrying value in excess of the fair value due to decreased revenue projections, affected by recessionary economic conditions. 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 goodwill impairment test, the Company estimated that the implied fair value of goodwill for the reporting unit was less than its carrying value by $21,040,000, for which an impairment charge was recorded as of September 30, 2013. Acquired Intangible Assets Acquired intangible assets consist of the following (in thousands):
| December 31, 2015 |  | December 31, 2014 |  |
| Gross Carrying Amount |  | Accumulated Amortization |  | Gross Carrying Amount |  | Accumulated Amortization |  | Estimated Useful Life
Indefinite-lived intangible assets: |  |  |  |  |  |  |  |  |
Trademarks | $ | 50,538 |  |  | $ | — |  |  | $ | 42,720 |  |  | $ | — |  |  | Indefinite
Finite-lived intangible assets: |  |  |  |  |  |  |  |  |
Trademarks | 5,861 |  |  | 1,884 |  |  | 3,886 |  |  | 1,827 |  |  | 5 to 15 Years
Unpatented technology | 28,072 |  |  | 10,656 |  |  | 24,527 |  |  | 8,768 |  |  | 5 to 20 Years
Customer relationships | 85,419 |  |  | 35,673 |  |  | 52,974 |  |  | 31,554 |  |  | 5 to 17 Years
Non-compete agreements | 3,107 |  |  | 1,771 |  |  | 1,807 |  |  | 1,550 |  |  | 4 to 10 Years
Backlog | 6,480 |  |  | 6,480 |  |  | 1,330 |  |  | 1,330 |  |  | .5 to 2 Years
| 128,939 |  |  | 56,464 |  |  | 84,524 |  |  | 45,029 |  |  |
Total acquired intangible assets | $ | 179,477 |  |  | $ | 56,464 |  |  | $ | 127,244 |  |  | $ | 45,029 |  |  |
The Company recognized impairment charges related to indefinite-lived trademark intangible assets for the years ended December 31, 2015, 2014 and 2013. The Company also recognized impairment charges related to finite-lived intangible assets for the year ended December 31, 2014. The impairment charges related to the indefinite-lived trademarks in 2015, 2014 and 2013 were recognized as a result of the Company’s 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. 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. 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 finite-lived intangible assets. The following table summarizes the impairment charges for the years ended December 31 (in thousands):
| 2015 |  | 2014 |  | 2013
Residential Products | $ | 440 |  |  | $ | 1,200 |  |  | $ | 1,454 |
Industrial and Infrastructure Products | 4,423 |  |  | 2,205 |  |  | 1,000 |
Impairment charges | $ | 4,863 |  |  | $ | 3,405 |  |  | $ | 2,454 |
The following table summarizes amortization expense for the years ended December 31 (in thousands):
| 2015 |  | 2014 |  | 2013
Amortization expense | $ | 12,679 |  |  | $ | 5,720 |  |  | $ | 6,572 |
Amortization expense related to acquired intangible assets for the next five years ended December 31 is estimated as follows (in thousands):
2016 | $ | 8,604 |
2017 | $ | 8,272 |
2018 | $ | 7,715 |
2019 | $ | 7,044 |
2020 | $ | 6,532 |

X
- References No definition available. + Details
Name: | us-gaap_GoodwillAndIntangibleAssetsDisclosureAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- 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. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=26713463&loc=d3e16373-109275 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=26713463&loc=d3e16265-109275 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=26713463&loc=d3e16323-109275 Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 350 -SubTopic 20 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=35741047&loc=d3e13816-109267 Reference 5: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 350 -SubTopic 20 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=35741047&loc=d3e13854-109267 + Details
Name: | us-gaap_GoodwillAndIntangibleAssetsDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration