Goodwill

12 Months Ended

Dec. 31, 2020

Goodwill and Intangible Assets Disclosure [Abstract]

GoodwillThe Company's goodwill balance as of December 31, 2020 and 2019 was $10.5 million and $15.4 million, respectively. As of December 31, 2019, the goodwill balance was attributable to three reporting units in the M&C segment - GPC (primarily consisting of the Grace Pacific’s quarry, paving, and liquid asphalt operations), GPRS (primarily consisting of Grace Pacific’s roadway and maintenance solutions operations) and GPRM (primarily consisting of Grace Pacific’s prestressed and precast concrete operations) - and the CRE reporting unit, which is also a reportable segment. During the year ended December 31, 2020, the Company disposed of the GPRM reporting unit in its entirety and derecognized the associated goodwill.

The changes in the carrying amount of goodwill (for each period a consolidated balance sheet is presented) allocated to the Company's reportable segments starting with the year ended December 31, 2019 and continuing to the year ended December 31, 2020 were as follows (in millions):


	Materials & Construction		Commercial Real Estate		Total
Carrying amount of goodwill:
Gross amount of goodwill	$	93.6	$	8.7	$	102.3
Accumulated impairment losses	(37.2)		—		(37.2)
Balance, January 1, 2019	$	56.4	$	8.7	$	65.1



Impairment losses	(49.7)		—		(49.7)

Carrying amount of goodwill:
Gross amount of goodwill	93.6		8.7		102.3
Accumulated impairment losses	(86.9)		—		(86.9)
Balance, December 31, 2019	$	6.7	$	8.7	$	15.4

Gross amount of goodwill included in disposal	(7.1)		—		(7.1)
Accumulated impairment losses included in disposal	2.2		—		2.2


Carrying amount of goodwill:
Gross amount of goodwill	86.5		8.7		95.2
Accumulated impairment losses	(84.7)		—		(84.7)
Balance, December 31, 2020	$	1.8	$	8.7	$	10.5

There is no goodwill related to the Land Operations segment.

Goodwill Impairment: The goodwill impairment test estimates the fair value of a reporting unit using various methodologies, including an income approach that is based on a discounted cash flow analysis and a market approach that involves the application of market-derived multiples. Valuations performed in conjunction with the Company's goodwill impairment tests for each reporting unit assumes that each is an unrelated business to be sold separately and independently from the other reporting units.

The discounted cash flow approach relies on a number of assumptions, including future macroeconomic conditions, market factors specific to the reporting unit, the amount and timing of estimated future cash flows to be generated by the business over an extended period of time and a discount rate that considers the risks related to the amount and timing of the cash flows, among others. Under the market multiple methodology, the estimate of fair value is based on market multiples of EBITDA (earnings before interest, taxes, depreciation and amortization) or revenues. When using market multiples of EBITDA or revenues, the Company must make judgments about the comparability of those multiples in closed and proposed transactions and comparability of multiples for similar companies.

If the results of the Company's test indicates that a reporting unit's estimated fair value is less than its carrying value, an impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to that reporting unit.

Based on the results of the valuation performed in conjunction with the Company's annual goodwill impairment test in 2019, the carrying amounts of the GPC and GPRS reporting units exceeded their estimated fair values and goodwill was determined to be impaired. The decline in fair value was due primarily to persisting, competitive market pressures that negatively affected sales and margins. As a result, the Company recorded a non-cash impairment charge of $37.2 million during the fourth quarter of 2018.

During the quarter ended September 30, 2019, the Company was required to perform an interim impairment test for the goodwill in each of its three M&C reporting units due to the continued decline in M&C sales and margins in 2019, which resulted from continued, adverse market conditions. Based on the results of the valuation performed in conjunction with this test, the carrying amounts of the three M&C reporting units exceeded their estimated fair values and goodwill was determined to be impaired. As a result, the Company recorded a non-cash impairment charge of $49.7 million during the third quarter of 2019.

The Company's goodwill and impairment test estimated the fair value of the M&C reporting units using various methodologies, including a market approach that involves the application of market-derived multiples and an income approach that was based on a discounted cash flow analysis. The Company classified these fair value measurements as Level 3. The weighted-average discount rate used in the 2018 valuation and 2019 valuation was 13.6% and 12.7%, respectively.