OSHKOSH CORP Goodwill & Intangibles Disclosure
12. Goodwill and Purchased Intangible Assets
The following table presents changes in goodwill by segment (in millions):
|
|
Access |
|
|
Vocational |
|
|
Corporate and Other |
|
|
Total |
|
||||
Net goodwill at December 31, 2023 |
|
$ |
979.9 |
|
|
$ |
392.1 |
|
|
$ |
44.4 |
|
|
$ |
1,416.4 |
|
Acquisitions |
|
|
53.5 |
|
|
|
1.7 |
|
|
|
— |
|
|
|
55.2 |
|
Impairment |
|
|
— |
|
|
|
— |
|
|
|
(38.7 |
) |
|
|
(38.7 |
) |
Foreign currency translation |
|
|
(22.4 |
) |
|
|
(0.4 |
) |
|
|
— |
|
|
|
(22.8 |
) |
Net goodwill at December 31, 2024 |
|
|
1,011.0 |
|
|
|
393.4 |
|
|
|
5.7 |
|
|
|
1,410.1 |
|
Impairment |
|
|
— |
|
|
|
— |
|
|
|
(5.7 |
) |
|
|
(5.7 |
) |
Foreign currency translation |
|
|
43.4 |
|
|
|
0.3 |
|
|
|
— |
|
|
|
43.7 |
|
Net goodwill at December 31, 2025 |
|
$ |
1,054.4 |
|
|
$ |
393.7 |
|
|
$ |
— |
|
|
$ |
1,448.1 |
|
See Note 3 for additional information regarding goodwill related to acquisitions.
The following table presents details of the Company’s goodwill by segment (in millions):
|
|
December 31, 2025 |
|
|
December 31, 2024 |
|
||||||||||||||||||
|
|
Gross |
|
|
Accumulated |
|
|
Net |
|
|
Gross |
|
|
Accumulated |
|
|
Net |
|
||||||
Access |
|
$ |
1,986.5 |
|
|
$ |
(932.1 |
) |
|
$ |
1,054.4 |
|
|
$ |
1,943.1 |
|
|
$ |
(932.1 |
) |
|
$ |
1,011.0 |
|
Vocational |
|
|
563.1 |
|
|
|
(169.4 |
) |
|
|
393.7 |
|
|
|
562.8 |
|
|
|
(169.4 |
) |
|
|
393.4 |
|
Corporate and other |
|
|
44.4 |
|
|
|
(44.4 |
) |
|
|
— |
|
|
|
44.4 |
|
|
|
(38.7 |
) |
|
|
5.7 |
|
|
|
$ |
2,594.0 |
|
|
$ |
(1,145.9 |
) |
|
$ |
1,448.1 |
|
|
$ |
2,550.3 |
|
|
$ |
(1,140.2 |
) |
|
$ |
1,410.1 |
|
The Company recorded goodwill charges of $5.7 million and $38.7 million in 2025 and 2024, respectively. Impairment charges are recorded within "Intangible asset impairments" in the Consolidated Statements of Income. In 2024, the Company recorded an impairment charge related to Pratt Miller goodwill as a result of unfavorable performance compared to forecast and adverse market conditions related to mobility and motorsports. During the second quarter of 2025, the Company impaired the remaining Pratt Miller goodwill as changes to royalties expected on defense contracts led to a further decline in the Company's expectations of future performance. A combination of the income and market approaches were used to calculate the fair values of the reporting unit, weighted consistently with the Company’s annual impairment test.
The Company performed its annual impairment review relative to goodwill and indefinite-lived intangible assets (non-amortizable trade names) as of October 1, 2025. To derive the fair value of its reporting units, the Company utilized both the income and market approaches. For the annual impairment testing, the Company used a discount rate, depending on the reporting unit, of 11.5% to 15.0% (13.0% to 17.0% at October 1, 2024) and a terminal growth rate of 3.0% (3.0% at October 1, 2024). Under the market approach, the Company derived the fair value of its reporting units based on revenue and earnings multiples of comparable publicly traded companies. As a corroborative source of information, the Company reconciles its estimated fair value to within a reasonable range of its market capitalization, which includes an assumed control premium (an adjustment reflecting an estimated fair value on a controlling basis), to verify the reasonableness of the fair value of its reporting units obtained through the aforementioned methods. The control premium is estimated based upon control premiums observed in comparable market transactions. To derive the fair value of its trade names, the Company utilized the “relief-from-royalty” approach. The Company’s annual impairment assessment indicated that no further impairments to goodwill or indefinite-lived intangible assets were required. The estimated fair value exceeded the carrying value by more than 10% for all of the Company's reporting units. Changes in estimates or the application of alternative assumptions could have produced significantly different results.
At December 31, 2025, approximately 78% of the Company’s goodwill and indefinite-lived intangible assets were concentrated within JLG. Assumptions utilized in the impairment analysis are highly judgmental. While the Company currently believes that an impairment of intangible assets within JLG is unlikely, events and conditions that could result in the impairment of these intangibles include a sharp prolonged decline in economic conditions, significantly increased pricing pressure on related margins or other factors leading to reductions in expected long-term sales or profitability.
Details of the Company’s purchased intangible assets are as follows (in millions):
|
|
December 31, 2025 |
|
|
December 31, 2024 |
|
||||||||||||||||||||||
|
|
Weighted- |
|
|
Gross |
|
|
Accumulated |
|
|
Net |
|
|
Gross |
|
|
Accumulated |
|
|
Net |
|
|||||||
Amortizable intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Customer relationships |
|
|
11.4 |
|
|
$ |
835.6 |
|
|
$ |
(638.5 |
) |
|
$ |
197.1 |
|
|
$ |
829.8 |
|
|
$ |
(604.6 |
) |
|
$ |
225.2 |
|
Trade names |
|
|
12.9 |
|
|
|
120.3 |
|
|
|
(25.4 |
) |
|
|
94.9 |
|
|
|
120.2 |
|
|
|
(19.3 |
) |
|
|
100.9 |
|
Technology-related |
|
|
8.9 |
|
|
|
168.9 |
|
|
|
(120.3 |
) |
|
|
48.6 |
|
|
|
158.9 |
|
|
|
(107.4 |
) |
|
|
51.5 |
|
Distribution network |
|
|
39.2 |
|
|
|
55.3 |
|
|
|
(41.1 |
) |
|
|
14.2 |
|
|
|
55.3 |
|
|
|
(39.8 |
) |
|
|
15.5 |
|
Other |
|
|
38.3 |
|
|
|
2.4 |
|
|
|
(1.2 |
) |
|
|
1.2 |
|
|
|
33.1 |
|
|
|
(27.4 |
) |
|
|
5.7 |
|
|
|
|
12.5 |
|
|
|
1,182.5 |
|
|
|
(826.5 |
) |
|
|
356.0 |
|
|
|
1,197.3 |
|
|
|
(798.5 |
) |
|
|
398.8 |
|
Non-amortizable trade names |
|
|
|
|
|
378.8 |
|
|
|
— |
|
|
|
378.8 |
|
|
|
378.8 |
|
|
|
— |
|
|
|
378.8 |
|
|
|
|
|
|
|
$ |
1,561.3 |
|
|
$ |
(826.5 |
) |
|
$ |
734.8 |
|
|
$ |
1,576.1 |
|
|
$ |
(798.5 |
) |
|
$ |
777.6 |
|
|
In 2024, the Company recorded charges for Pratt Miller's trade name and customer relationship intangible assets of $8.8 million and $4.1 million, respectively. These charges were recorded within "Intangible asset impairments" in the Consolidated Statements of Income.
Amortization of purchased intangible assets was $59.7 million (including $4.6 million recognized in "Cost of sales" in the Consolidated Statements of Income), $64.9 million (including $10.2 million that was recognized in "Cost of sales" in the Consolidated Statements of Income) and $41.7 million (including $8.9 million that was recognized in "Cost of sales" in the Consolidated Statements of Income) in 2025, 2024 and 2023, respectively.
Estimated future amortization expense for purchased intangible assets for the next five years is as follows (in millions):
Years: |
|
|
|
|
2026 |
|
$ |
57.4 |
|
2027 |
|
|
57.4 |
|
2028 |
|
|
53.2 |
|
2029 |
|
|
47.1 |
|
2030 |
|
|
45.8 |
|
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 17, 2026 | Showing above |
| 2024 | Feb 20, 2025 | |
| 2023 | Feb 29, 2024 | |
| 2022 | Feb 21, 2023 | |
| 2021 | Nov 16, 2021 | |
| 2020 | Nov 18, 2020 | |
| 2019 | Nov 19, 2019 | |
| 2018 | Nov 20, 2018 | |
| 2017 | Nov 21, 2017 | |
| 2016 | Nov 22, 2016 | |
| 2015 | Nov 13, 2015 | |
About Goodwill & Intangibles Disclosures
Goodwill and intangible asset disclosures reveal the premium paid in acquisitions and how management assesses whether that premium retains its value. Since goodwill is no longer amortized under US GAAP, the annual impairment test is the only mechanism that adjusts carrying values downward — making the assumptions behind that test critically important for investors.
Key signals: a history of goodwill impairments suggests management consistently overpays for acquisitions. Watch the gap between reporting unit fair value and carrying amount — when fair value exceeds carrying amount by less than 10-20%, a small decline in business performance could trigger a write-down. For finite-lived intangibles, examine useful life assumptions across customer relationships, technology, and trade names; aggressive estimates inflate near-term earnings. Compare total intangibles-to-total-assets ratios against peers to assess acquisition dependency. Rising goodwill as a percentage of equity can signal balance sheet fragility.