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Knight-Swift Transportation Holdings Inc

For the period ended Dec 31, 2023. Filed Feb 22, 2024.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Feb 22, 2024

KNX$61.45+5.2%Stored close · as of Nov 9, 2026

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Goodwill and Other Intangible Assets

Note 10 —Goodwill and Other Intangible Assets

Goodwill

The changes in the carrying amounts of goodwill were as follows:

202320222021
(In thousands)
Goodwill balance at beginning of period$3,519,339$3,515,135$2,922,964
Adjustments relating to deferred tax assets——(9)
Acquisition and measurement period adjustments 1329,4594,204592,180
Goodwill balance at end of period$3,848,798$3,519,339$3,515,135

1 The goodwill associated with the U.S. Xpress Acquisition was allocated to the Truckload and Logistics segments. The goodwill associated with the ACT and MME acquisitions was allocated to the LTL segment. The goodwill associated with the UTXL acquisition was allocated to the Logistics segment. The goodwill associated with the Eleos and other acquisitions were allocated to the All Other Segments. See Note 4 regarding the amount attributed to adjustments to the opening balance sheets.

The following presents the components of goodwill by reportable segment as of December 31, 2023 and 2022:

December 31,
20232022
Net Carrying Amount 1Net Carrying Amount 1
(In thousands)
Truckload$2,929,116$2,658,086
LTL548,322548,322
Logistics106,14054,827
Intermodal175,594175,594
All Other89,62682,510
Goodwill$3,848,798$3,519,339

1 Except for the net accumulated amortization related to deferred tax assets in the Truckload segment, the net carrying amount and gross carrying amount are equal since there are no accumulated impairment losses.

There wereno impairments identified during annual goodwill impairment testing in 2023, 2022, or 2021.

Other Intangible Assets

Other intangible asset balances were as follows:

December 31,
20232022
(In thousands)
Gross carrying amount$1,426,592$1,237,993
Accumulated amortization(336,120)(265,982)
Definite-lived intangible assets, net1,090,472972,011
Indefinite-lived trade names:
Gross carrying amount968,410804,558
Intangible assets, net$2,058,882$1,776,569

1 The Company's definite-lived intangible assets include customer relationships which have a gross carrying amount of $1.4 billion and $1.2 billion as of December 31, 2023 and 2022, respectively. Other categories of the Company's definite-lived intangible assets include non-compete agreements, internally-developed software, trade names, and others. Identifiable intangible assets subject to amortization have been recorded at fair value. Intangible assets related to acquisitions other than the 2017 Merger are amortized over a weighted-average amortization period of 19.3 years. The Company's customer relationship intangible assets related to the 2017 Merger are being amortized over a weighted average amortization period of 19.9 years.

The following table presents amortization of intangible assets related to the 2017 Merger and various acquisitions:

202320222021
(In thousands)
Amortization of intangible assets related to the 2017 Merger$41,375$41,375$41,375
Amortization related to other intangible assets28,76323,46813,924
Amortization of intangibles$70,138$64,843$55,299

As of December 31, 2023, management anticipates that the composition and amount of amortization associated with intangible assets will be $74.2 million for 2024, $74.1 million for 2025, $72.7 million for 2026, $71.5 million for 2027, and $70.3 million for 2028. Actual amounts of amortization expense may differ from estimated amounts due to additional intangible asset acquisitions, impairment of intangible assets, accelerated amortization of intangible assets, and other events.

See Note 2 for accounting policies regarding goodwill and other intangible assets.

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