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Owens Corning

For the period ended Jun 30, 2025. Filed Aug 6, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 6, 2025

OC$127.02+4.7%Stored close · as of Nov 9, 2026

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6. Goodwill and Other Intangible Assets

  1. GOODWILL AND OTHER INTANGIBLE ASSETS

The Company tests goodwill and indefinite-lived intangible assets for impairment during the fourth quarter of each year, or more frequently should circumstances change or events occur that would more likely than not reduce the fair value of a reporting unit below its carrying value.

Goodwill

The changes in the net carrying value of goodwill by segment are as follows:

(In millions)RoofingInsulationDoorsTotal
Gross carrying amount at December 31, 2024$654$1,549$1,478$3,681
Foreign currency translation7691591
Purchase price allocation adjustments——2323
Gross carrying amount at June 30, 20256611,6181,5163,795
Accumulated impairment losses at December 31, 2024—(936)—(936)
Foreign currency translation—(45)—(45)
Accumulated impairment losses at June 30, 2025—(981)—(981)
Balance, net of impairment, at June 30, 2025$661$637$1,516$2,814

First Quarter Goodwill Triggering Event

During the first quarter of 2025, our internal reporting and management structure changed, resulting in the identification ofthree new reportable segments: Roofing, Insulation and Doors. As a result of our segment reorganization, we reassigned the former Composites reportable segment assets and liabilities into the Roofing and Insulation reportable segments. As this change was considered a goodwill triggering event, we performed an interim goodwill impairment test both prior and subsequent to the reorganization using a discounted cash flow approach for each of the respective reporting units.

Prior to reorganizing the reportable segments, and integrating portions of the former Composites reportable segment, but after allocating Goodwill to discontinued operations, the Company tested the Goodwill for the Roofing, Insulation and Composites reporting units. As a result of this test, we determined that no impairment existed for any of the reporting units and that the business enterprise value for the Roofing, Composites and Insulation reporting units substantially exceeded their carrying values. The remaining Composites Goodwill, after the allocation of Goodwill to discontinued operations, of $325 million was allocated between the Roofing and Insulation reporting units based on the relative fair values of the portions of the Composites business, which were integrated based on the discounted cash flows of each.

Subsequent to allocating Goodwill to the Roofing and Insulation reporting units, as part of reorganization, the Company tested the Goodwill for the Roofing and Insulation reporting units. As a result of this test, we determined that no impairment existed for either reporting unit and that the business enterprise value for the Roofing and Insulation reporting units substantially exceeded their carrying values as of the date of our assessment.

Second Quarter Goodwill Triggering Event

In the second quarter of 2025, the Company performed its ongoing assessment to consider whether events or circumstances had occurred that could more likely than not reduce the fair value of the Doors reporting unit below its carrying value. The narrow cushion on the Doors reporting unit, due to its recent acquisition, and the high level of near-term macroeconomic uncertainty caused by recently announced tariffs, triggered the Company to perform an interim goodwill impairment test as of June 30, 2025 for the Doors reporting unit. The fair value of the reporting unit was determined based on a discounted cash flow analysis, or income approach, as well as a market approach, based on market multiples of comparable companies.

As a result of this test, we determined that no impairment existed for the Doors reporting unit as the fair value exceeded the carrying value by approximately 5%. Changes in assumptions or estimates used in our goodwill impairment testing could materially affect the determination of the fair value of the reporting unit. Additional tariffs or trade restrictions that the Company is unable to offset, negative impacts from tariffs on demand, or further declines in the macroeconomic outlook could result in declines in revenues and margins necessitating the need for impairment assessments in future periods. The most significant assumptions used in the fair value analysis were base year revenue, revenue growth rate, adjusted EBITDA margins, discount rate and market multiples under the market approach.

Other Intangible Assets

Other intangible assets consist of the following:

June 30, 2025December 31, 2024
(In millions)GrossCarryingAmountAccumulatedAmortizationNetCarryingAmountGrossCarryingAmountAccumulatedAmortizationNetCarryingAmount
Indefinite-lived trademarks and trade names$1,238$—$1,238$1,225$—$1,225
Amortizable intangible assets
Customer relationships1,609(437)1,1721,570(367)1,203
Technology385(224)161373(199)174
Trademarks and trade names31(5)2631(4)27
Other (a)68(1)6752(1)51
Total other intangible assets$3,331$(667)$2,664$3,251$(571)$2,680

(a) Other primarily includes emissions rights.

Indefinite-Lived Intangible Assets

There isone indefinite-lived intangible asset that is at an increased risk of impairment, which is used by our Insulation segment and was partially impaired in the fourth quarter of 2022. A change in the estimated long-term revenue growth rate or discount rate for the segment could increase the likelihood of a future impairment. The following table presents the carrying values of these assets as of June 30, 2025:

(In millions)June 30, 2025
European building and technical insulation trade name$96

Definite-Lived Intangible Assets

The Company amortizes the cost of other intangible assets over their estimated useful lives which, individually, range up to 25 years. The Company’s future cash flows are not materially impacted by its ability to extend or renew agreements related to its amortizable intangible assets.

Amortization expense for intangible assets for the three and six months ended June 30, 2025 was $39 million and $77 million, respectively. Amortization expense for intangible assets for the three and six months ended June 30, 2024 was $39 million and $55 million, respectively. Amortization expense for intangible assets is estimated to be $72 million for the remainder of 2025.

The estimated amortization expense for intangible assets for the next five fiscal years ended December 31 is as follows:

(In millions)Amortization
2026$135
2027$126
2028$126
2029$111
2030$102
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