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Schneider National Inc

For the period ended Dec 31, 2023. Filed Feb 23, 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 23, 2024

SNDR$28.92+4.0%Stored close · as of Nov 9, 2026

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Goodwill and Other Intangible Assets

  1. GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill represents the excess of the purchase price of acquisitions over the fair value of the identifiable net assets acquired. The following table shows changes to our goodwill balances by segment during the years ended December 31, 2023 and 2022.

(in millions)TruckloadLogisticsTotal
Balance at December 31, 2021$226.3$14.2$240.5
Acquisition (see Note 2)7.7—7.7
Acquisition adjustments (see Note 2)(20.0)—(20.0)
Balance at December 31, 2022214.014.2228.2
Acquisition (see Note 2)104.6—104.6
Acquisition adjustments (see Note 2)(1.1)—(1.1)
Balance at December 31, 2023$317.5$14.2$331.7

During the year ended December 31, 2023, we recorded goodwill and made measurement period adjustments in conjunction with the acquisition of M&M which was recorded within the Truckload segment. Refer to Note 2, Acquisitions, for further details.

At December 31, 2023 and 2022, our Truckload segment had accumulated goodwill impairment charges of $34.6 million.

Goodwill is tested for impairment at least annually using the discounted cash flow, guideline public company, and guideline transaction methods to calculate the fair values of our reporting units. Key inputs used in the discounted cash flow approach include growth rates for sales and operating profit, perpetuity growth assumptions, and discount rates. Key inputs used in the guideline public company and guideline transaction methods include EBITDA valuation multiples of comparable companies and transactions. If interest rates rise, growth rates decrease, or EBITDA valuation multiples of comparable companies and transactions decline, the calculated fair values of our reporting units will decrease, which could impact the results of our goodwill impairment tests.

During the fourth quarter of 2023 and 2022, annual impairment tests were performed for our reporting units with goodwill as of October 31, our assessment date. In 2023, as a result of reorganizing the operating segments within Truckload, two goodwill impairment tests were performed within our Truckload segment, one before the operating segment reorganization and one after the operating segment reorganization. Refer to Note 14, Segment Reporting, for further details on the segment reorganization. No impairments resulted as part of the 2023 or 2022 annual impairment tests.

During the year ended December 31, 2023, we recorded $40.3 million of customer relationships, $4.1 million of trademarks, and $5.4 million of non-compete agreements related to the acquisition of M&M. The weighted-average amortization period is 15.0 years for customer relationships and trademarks and 5.0 years for non-compete agreements for a total weighted-average amortization period of 13.9 years. Refer to Note 2, Acquisitions, for further details.

The identifiable finite lived intangible assets other than goodwill listed below are included in internal use software and other noncurrent assets on the consolidated balance sheets.

December 31, 2023December 31, 2022
(in millions)Gross CarryingAmountAccumulated AmortizationNetCarryingAmountGross CarryingAmountAccumulated AmortizationNetCarryingAmount
Customer relationships$43.5$1.8$41.7$3.2$0.3$2.9
Trademarks10.91.59.46.80.76.1
Non-compete agreements5.40.45.0———
Total intangible assets$59.8$3.7$56.1$10.0$1.0$9.0

Amortization expense for intangible assets was $2.7 million and $1.0 million for the year ended December 31, 2023 and December 31, 2022, respectively.

Estimated future amortization expense related to intangible assets is as follows:

(in millions)December 31, 2023
2024$5.0
20255.0
20265.0
20275.0
20284.6
2029 and thereafter31.5
Total$56.1
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