Helios Technologies Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

Goodwill and Intangible Assets

Goodwill and Intangible Assets

12 Months Ended

Dec. 31, 2016

Goodwill And Intangible Assets Disclosure [Abstract]

GOODWILL AND INTANGIBLE ASSETS

8. GOODWILL AND INTANGIBLE ASSETS

Goodwill

A summary of changes in goodwill at December 31, 2016 and January 2, 2016 is as follows:

	Hydraulics			Electronics		Total
Balance at December 27, 2014	$	2,439		$	2,702	$	5,141
Currency translation		(153	)		—		(153	)
Balance as January 2, 2016	$	2,286		$	2,702	$	4,988
Acquisitions		—			98,667		98,667
Currency translation		(72	)		—		(72	)
Balance as December 31, 2016	$	2,214		$	101,369	$	103,583

Valuation models reflecting the expected future cash flow projections are used to value reporting units. A valuation of the reporting unit at December 31, 2016, indicated that there was no impairment of the carrying value of the goodwill at Sun Korea. A valuation of the reporting unit at October 1, 2016 indicated that there was no impairment of the carrying value of the goodwill at HCT. As of December 31, 2016, no factors were identified that indicated impairment of the carrying value of goodwill at HCT. Goodwill at Enovation Controls has been preliminarily valued, see detailed discussion at Note 3. As of December 31, 2016, no factors were identified that indicated impairment of the carrying value of goodwill at Enovation Controls.

Intangibles

In 2014, the Company entered into a licensing agreement with Sturman Industries, Inc., recognizing an intangible asset of $1,075 in 2014, $1,425 in 2015, and $850 in 2016. The agreement is for licensed technology to be used with the Company's electrically actuated hydraulic cartridge valves. Royalties will be paid from the date of the first commercial sale and continue for fifteen years thereafter, or until the last related licensed patent expires, whichever is the later date. The Company recognized a preliminary value of $108,070 related to identifiable intangible assets as a result of the acquisition of Enovation Controls. At December 31, 2016, and January 2, 2016, intangible assets consisted of the following:

		December 31, 2016							January 2, 2016
	Useful life (years)	Gross carrying amount		Accumulated amortization			Net carrying amount		Gross carrying amount		Accumulated amortization			Net carrying amount
Definite-lived intangibles:
Trade Name and Brands	1 - 20	$	30,774	$	(541	)	$	30,233	$	774	$	(340	)	$	434
Non-compete Agreements	2 - 5		950		(16	)		934		11		(11	)		—
Technology	7 - 10		18,435		(620	)		17,815		935		(304	)		631
Supply Agreement	10		21,000		(175	)		20,825		—		—			—
Sales Order Backlog	1		620		(347	)		273		—		—			—
Customer Relationships	15 - 20		39,751		(614	)		39,137		1,751		(363	)		1,388
Licensing Agreement	15		3,727		(379	)		3,348		2,500		(140	)		2,360
		$	115,257	$	(2,692	)	$	112,565	$	5,971	$	(1,158	)	$	4,813

Total amortization expense for the years ended 2016, 2015 and 2014 was approximately $1,545, $385 and $276, respectively. Total estimated amortization expense for the years 2017 through 2021 is presented below.

Year:
2017	$	8,421
2018		8,148
2019		8,148
2020		8,148
2021		8,116
Total	$	40,981

Intangible assets are evaluated for impairment whenever events or circumstances indicate that the undiscounted net cash flows to be generated by their use over their expected useful lives and eventual disposition may be less than their net carrying value. No such events or circumstances occurred during the three years ended December 31, 2016.

- 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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