Note 7 - Goodwill

12 Months Ended

Dec. 31, 2012

7. Goodwill:

The changes in the carrying amount of goodwill, by reportable segment, are as follows:

	Flat Products			Tubular and Pipe Products		Total
(in thousands)
Balance as of December 31, 2011	$	7,083		$	40,171	$	47,254
CTI acquisition		-			116		116
Impairment of Southern Region		(6,583	)		-		(6,583	)
Balance as of December 31, 2012	$	500		$	40,287	$	40,787

The goodwill is not deductible for income tax purposes. The goodwill represents the excess of cost over the fair value of net tangible and intangible assets acquired. The Company paid goodwill in conjunction with the acquisitions, as they enhance the Company’s commercial opportunities by adding new product offerings to an expanded customer base and by increasing our distribution footprint.

In accordance with the Accounting Standards Codification, on an annual basis, an impairment test of goodwill is performed in the fourth quarter or more frequently if changes in circumstances or the occurrence of events indicate potential impairment. Events or changes in circumstances that could trigger an impairment review include significant nonperformance relative to the expected historical or projected future operating results, significant changes in the manner of the use of the acquired assets or the strategy for the overall business or significant negative industry or economic trends.

During the fourth quarter, the Company engaged an independent third party valuation expert to assist with the completion of the annual goodwill impairment testing pursuant to Accounting Standards Codification (ASC) Topic 350-20-35, Goodwill – Subsequent measurement. The first step of the goodwill impairment test, used to identify any indicators of impairment, compares the fair value of a reporting unit with its carrying amount including goodwill. For the Integrity Stainless and CTI operations, the fair values of the entities were in excess of the carrying values of the entities and there were no indications of impairment. For the Southern region, the fair value of the entity was not in excess of the carrying value of the entity and the reporting unit failed the step-one analysis.

During the step-two impairment analysis of the Southern region, the carrying value of the assets exceed the fair value of the entity which resulted in total impairment of the goodwill related to the Southern region. The deteriorating steel market conditions in the second half of 2012 resulted in the Southern region having lower cash flows in the second half of the year than previously projected, which also led to decreased cash flow projections for the next five years. As a result, the entire $6,583 of goodwill related to the Southern region was impaired at December 31, 2012.