GOODWILL AND INTANGIBLE ASSETS

3 Months Ended

Mar. 29, 2013

Goodwill and Intangible Assets Disclosure [Abstract]

We acquired MDT during the thirteen weeks ended March 29, 2013. The assets acquired and liabilities assumed were recorded at the date of acquisition at their preliminary, respective estimated fair values. Assets acquired included finite-lived intangible assets of $10.2 million with an estimated weighted average useful life of 7.0 years. The excess of the purchase price over the estimated fair values of the net assets acquired in the amount of $22.5 million was recorded as goodwill and primarily represents synergies with our existing business, the acquired assembled workforce, and potential new customers. There were no significant changes in the carrying amount of goodwill for the quarter ended March 30, 2012.

Changes in the carrying amount of goodwill were as follows (in millions):



	Goodwill		Accumulated Impairment Losses			Goodwill, net
Balance at December 28, 2012	$	94.3	$	(46.2	)	$	48.1
Goodwill acquired during the year	22.5		—			22.5
Impairment losses	—		—			—
Balance at March 29, 2013	$	116.8	$	(46.2	)	$	70.6

Intangible assets other than goodwill are broken out separately on our Consolidated Balance Sheets. The following table presents our purchased intangible assets other than goodwill (in millions):



	March 29, 2013							December 28, 2012
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Amortizable intangible assets (1):
Customer relationships (2)	$	26.9	$	(11.2	)	$	15.7	$	19.1	$	(10.5	)	$	8.6
Trade name/trademarks (2)	4.9		(2.2		)	2.7		3.5		(1.6		)	1.9
Non-compete agreements (2)	1.8		(0.2		)	1.6		1.8		(1.4		)	0.4
	$	33.6	$	(13.6	)	$	20.0	$	24.4	$	(13.5	)	$	10.9
Indefinite-lived intangible assets:
Trade name/trademarks						$	5.7						$	5.7

____________________


(1)	Excludes assets that are fully amortized.


(2)	Includes customer relationships, trade name, and non-compete agreement resulting from the MDT acquisition with preliminary values of $7.8 million, $1.0 million, and $1.4 million, respectively.

Intangible assets are amortized using the straight-line method over their estimated useful lives. Amortization of our finite-lived intangible assets was $1.0 million and $0.8 million for the thirteen weeks ended March 29, 2013 and March 30, 2012, respectively.

The following table provides the estimated future amortization of definite-lived intangible assets at March 29, 2013 (in millions):



Remainder of 2013	$	2.1
2014	4.3
2015	3.9
2016	3.9
2017	2.4
Thereafter	3.4
	$	20.0

Long-lived intangible assets are reviewed for impairment whenever events and circumstances indicate the carrying value may not be recoverable. We noted no such event or circumstance and accordingly no impairment loss has been recognized during the thirteen weeks ended March 29, 2013 and March 30, 2012.

Goodwill and indefinite-lived intangible assets are reviewed for impairment annually or when triggering events indicate impairment is more likely than not. We noted no significant events or circumstances that indicated a more likely than not potential impairment and accordingly did not perform an interim impairment test of our goodwill and indefinite-lived intangibles assets during the thirteen weeks ended March 29, 2013 .

- 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.

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