v3.20.2
GOODWILL AND INTANGIBLE ASSETS
9 Months Ended
Sep. 27, 2020
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND INTANGIBLE ASSETS
5. GOODWILL AND INTANGIBLE ASSETS
Changes in the carrying amount of goodwill for the nine months ended September 27, 2020 by segment are as follows:
(thousands) Manufacturing Distribution Total
Balance - December 31, 2019 $ 268,402  $ 50,947  $ 319,349 
Acquisitions 35,087  8,980  44,067 
Adjustments to preliminary purchase price allocations (8,708) 1,725  (6,983)
Balance - September 27, 2020 $ 294,781  $ 61,652  $ 356,433 

Intangible assets, net consist of the following as of September 27, 2020 and December 31, 2019:
(thousands) September 27,
2020
December 31,
2019
Customer relationships $ 394,687  $ 357,513 
Non-compete agreements 15,231  16,202 
Patents 16,555  16,495 
Trademarks 101,426  88,524 
527,899  478,734 
Less: accumulated amortization (146,980) (121,720)
Intangible assets, net $ 380,919  $ 357,014 
Changes in the carrying value of intangible assets for the nine months ended September 27, 2020 by segment are as follows:
(thousands) Manufacturing Distribution Total
Balance - December 31, 2019 $ 282,123  $ 74,891  $ 357,014 
Acquisitions and other 36,409  13,096  49,505 
Amortization (24,313) (5,287) (29,600)
Impairment of intangible assets (1)
(119) (1,831) (1,950)
Adjustments to preliminary purchase price allocations 6,095  (145) 5,950 
Balance - September 27, 2020 $ 300,195  $ 80,724  $ 380,919 
(1) Certain immaterial operations permanently ceased activities during the nine months ended September 27, 2020. As a result, we recorded a $2.0 million pre-tax impairment of customer relationships and trademarks of these operations after determining the net carrying value of the assets was no longer recoverable. The impairment was calculated using our internal projections of discounted cash flows, which rely on Level 3 inputs in the fair value hierarchy based on the unobservable nature of the underlying data. The impairment was recorded in selling, general and administrative in our condensed consolidated statements of income for the nine months ended September 27, 2020.
Valuation of Goodwill and Indefinite-Lived Intangibles

We test goodwill and indefinite-lived intangible assets (trademarks) for impairment on an annual basis (as of September 30, 2019 for our most recent annual tests) and, if certain events or circumstances indicate that an impairment loss may have been incurred, on an interim basis. Our 2019 tests indicated that there was no impairment, as fair value exceeded carrying values, and we concluded that none of our reporting units or trademarks were at risk of failing the impairment test.

Despite the excess fair value identified in our 2019 impairment tests, we assessed during the quarter and nine months ended September 27, 2020 whether the impact of the COVID-19 pandemic on overall macroeconomic conditions and our results of operations for the third quarter and nine months ended September 27, 2020 indicated that at September 27, 2020 it was more likely than not that our goodwill and trademarks were impaired. We evaluated among other factors (i) the results of our 2019 impairment tests; (ii) our market capitalization at September 27, 2020 in relation to the carrying amount of shareholders’ equity at September 27, 2020 and to fair values determined during our 2019 impairment tests; (iii) the results of our operations during the third quarter and nine months ended September 27, 2020 in relation to our projections; and (iv) our analysis of the impact on the fair values determined during our 2019 impairment tests using more recent projections and discount rates that account for various risks and uncertainties, including the duration and extent of impact to our business, related to the COVID-19 pandemic.

Based on the results of our assessment, and other than immaterial impairments discussed above, we concluded that no triggering events had occurred which would indicate the fair values of our goodwill and trademarks may be less than the carrying values at September 27, 2020. However, we are unable to predict how long the COVID-19-related conditions will persist, what additional measures may be introduced by governments or private parties, or what effect any such additional measures may have on demand for our products or those of our customers in each of our end markets. As such, the outcome of our 2020 impairment tests, which we will perform in the fourth quarter of 2020, could result in an impairment of our goodwill or our trademarks.