GOODWILL

6 Months Ended

Jun. 30, 2021

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill & Extract Technology® Divestiture

As of June 30, 2021, goodwill allocated to our Commercial Trailer Products, Diversified Products (“DPG”), and Final Mile Products (“FMP”) segments was approximately $2.6 million, $113.9 million, and $71.9 million, respectively. The Company considered whether there were any indicators of impairment during the three and six months ended June 30, 2021 and concluded there were none.

As further described in Note 17, during the second quarter of 2021, the Company sold its Extract Technology® (“Extract”) business that manufactured stainless steel isolators and downflow booths, as well as custom-fabricated equipment, including workstations and drum booths for the pharmaceutical, fine chemical, biotech, and nuclear end markets. Prior to the divestiture, Extract was an operating unit within the Diversified Products reporting unit. In accordance with the relevant accounting guidance, as part of the sale the Company allocated $11.1 million of goodwill based upon the relative fair value of the Extract operating unit compared to the Diversified Products reporting unit as a whole. This goodwill was included in the carrying value of the disposed assets and the resulting net gain recognized in connection with the sale. Prior to and subsequent to the divestiture, the Company performed an impairment assessment for the Diversified Products reporting unit and concluded the fair value of the reporting unit continued to exceed the carrying value.

Q1 2020 Impairment

The Company did not perform in-line with expectations during the first quarter of 2020, partially as a result of the COVID-19 pandemic. In addition, subsequent to December 31, 2019, the Company’s share price and market capitalization declined. As a result, indicators of impairment were identified and the Company performed an interim quantitative assessment as of March 31, 2020, utilizing a combination of the income and market approaches, which were weighted evenly. The results of the quantitative analysis indicated the carrying value of the FMP and Tank Trailers (which is within the DPG segment) reporting units exceeded their respective fair values and, accordingly, goodwill impairment charges of $95.8 million and $11.0 million, respectively, were recorded during the first quarter of 2020. The goodwill impairment charges, which were based on Level 3 fair value measurements, are included in Impairment and other, net in the Condensed Consolidated Statements of Operations.

The changes in the carrying amounts of goodwill from December 31, 2019 through the six-month period ended June 30, 2021 were as follows (in thousands):


	Commercial Trailer Products		Diversified Products		Final Mile Products		Total







Balance at December 31, 2019
Goodwill	4,288		140,686		167,715		312,689
Accumulated impairment losses	(1,663)		—		—		(1,663)
Net balance as of December 31, 2019	2,625		140,686		167,715		311,026
Goodwill impairments	—		(10,971)		(95,766)		(106,737)
Impact of divestiture on goodwill	—		(4,685)		—		$	(4,685)
Effects of foreign currency	—		(44)		—		(44)
Balance at December 31, 2020
Goodwill	4,288		135,957		167,715		307,960
Accumulated impairment losses	(1,663)		(10,971)		(95,766)		(108,400)
Net balance as of December 31, 2020	2,625		124,986		71,949		199,560

Effects of foreign currency	—		(8)		—		(8)
Balance at March 31, 2021
Goodwill	4,288		135,949		167,715		307,952
Accumulated impairment losses	(1,663)		(10,971)		(95,766)		(108,400)
Net balance as of March 31, 2021	2,625		124,978		71,949		199,552

Impact of divestiture on goodwill	—		(11,101)		—		(11,101)
Effects of foreign currency	—		(13)		—		(13)
Balance at June 30, 2021
Goodwill	4,288		124,835		167,715		296,838
Accumulated impairment losses	(1,663)		(10,971)		(95,766)		(108,400)
Net balance as of June 30, 2021	$	2,625	$	113,864	$	71,949	$	188,438