Knight-Swift Transportation Holdings Inc
For the period ended Dec 31, 2024. Filed Feb 20, 2025.
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FY2024 · Filed Feb 20, 2025
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Goodwill and Other Intangible Assets
Note 8 —Goodwill and Other Intangible Assets
Goodwill
The changes in the carrying amounts of goodwill were as follows:
| 2024 | 2023 | 2022 | |
|---|---|---|---|
| (In thousands) | |||
| Goodwill balance at beginning of period | $3,848,798 | $3,519,339 | $3,515,135 |
| Acquisition and measurement period adjustments 1 | 113,344 | 329,459 | 4,204 |
| Goodwill balance at end of period | $3,962,142 | $3,848,798 | $3,519,339 |
1 The goodwill associated with the U.S. Xpress Acquisition was allocated to the Truckload and Logistics segments. The goodwill associated with the MME and DHE acquisitions was allocated to the LTL 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, 2024 and 2023:
| December 31, | ||
|---|---|---|
| 2024 | 2023 | |
| Net Carrying Amount 1 | Net Carrying Amount 1 | |
| (In thousands) | ||
| Truckload | $2,954,882 | $2,929,116 |
| LTL | 630,521 | 548,322 |
| Logistics | 111,018 | 106,140 |
| Intermodal | 175,594 | 175,594 |
| All Other | 90,127 | 89,626 |
| Goodwill | $3,962,142 | $3,848,798 |
1 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 2024, 2023, or 2022.
Other Intangible Assets
Other intangible asset balances were as follows:
| December 31, | ||
|---|---|---|
| 2024 | 2023 | |
| (In thousands) | ||
| Gross carrying amount | $1,484,534 | $1,426,592 |
| Accumulated amortization | (411,400) | (336,120) |
| Definite-lived intangible assets, net | 1,073,134 | 1,090,472 |
| Indefinite-lived trade names: | ||
| Gross carrying amount | 983,910 | 968,410 |
| Intangible assets, net | $2,057,044 | $2,058,882 |
1 The Company's definite-lived intangible assets include customer relationships which have a gross carrying amount of $1.5 billion and $1.4 billion as of December 31, 2024 and 2023, 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. Definite-lived intangible assets related to acquisitions other than the 2017 Merger are amortized over a weighted-average amortization period of 19.4 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:
| 2024 | 2023 | 2022 | |
|---|---|---|---|
| (In thousands) | |||
| Amortization of intangible assets related to the 2017 Merger | $41,375 | $41,375 | $41,375 |
| Amortization related to other intangible assets | 33,905 | 28,763 | 23,468 |
| Amortization of intangibles | $75,280 | $70,138 | $64,843 |
As of December 31, 2024, management anticipates that the composition and amount of amortization associated with intangible assets will be $77.0 million for 2025, $75.6 million for 2026, $74.4 million for 2027, $73.2 million for 2028, and $73.2 million for 2029. 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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