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Sensata Technologies Holding N.V.'s SEC Filings

S-1/A
SENSATA TECHNOLOGIES HOLDING PLC filed this Form S-1/A on 03/09/2010
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Table of Contents

As of October 1, 2009, the Company evaluated its goodwill and indefinite-lived intangible assets for impairment at the reporting unit level and determined that the fair value exceeded the carrying value on that date. Should certain assumptions used in the development of the fair value of its reporting units change, the Company may be required to recognize additional goodwill or intangible asset impairments.

 

As discussed in Note 9, during the year ended December 31, 2009, the Company revised its accrual related to facility exit and other costs established through purchase accounting for First Technology Automotive and Airpax. As a result, the Company reduced goodwill by a corresponding amount of $209 related to First Technology Automotive and $701 related to Airpax.

 

Definite-lived intangible assets have been amortized on an accelerated or economic benefit basis over their estimated lives. The following table outlines the components of other acquisition-related intangible assets, excluding goodwill, that are subject to amortization as of December 31, 2009 and 2008:

 

    Weighted-
Average
Life (Years)
  December 31, 2009    December 31, 2008
      Gross
Carrying
Amount
  Accumulated
Amortization
  Impairment     Net
Carrying
Value
   Gross
Carrying
Amount
  Accumulated
Amortization
  Net
Carrying
Value

Completed technologies

  16   $ 268,170   $ 85,233   $ (2,430   $ 180,507    $ 268,170   $ 60,409   $ 207,761

Customer relationships

  10     1,026,840     420,811     (12,144     593,885      1,026,840     297,244     729,596

Non-compete agreements

  6     23,400     4,711     —          18,689      24,230     2,636     21,594

Tradename

  10     720     338     —          382      720     207     513
                                              
  11   $ 1,319,130   $ 511,093   $ (14,574   $ 793,463    $ 1,319,960   $ 360,496   $ 959,464
                                              

 

During the years ended December 31, 2009, 2008 and 2007, the Company recorded amortization expense on its definite-lived intangible assets of $151,427, $147,644 and $130,328, respectively. Amortization of these acquisition-related intangible assets is estimated to be $143,082 in 2010, $131,609 in 2011, $119,983 in 2012, $105,098 in 2013 and $93,323 in 2014.

 

In connection with the 2006 Acquisition, the Company concluded that its Klixon® brand name is an indefinite-lived intangible asset, as the brand has been in continuous use since 1927, and the Company has no plans to discontinue using the Klixon® name. An amount of $59,100 was assigned to the brand name in the Company’s purchase price allocation.

 

In connection with the Airpax Acquisition, the Company concluded that its Airpax® brandname is an indefinite-lived intangible asset, as the brand has been in continuous use since 1948 and the Company has no plans to discontinue using the Airpax® name. An amount of $9,370 was assigned to the brand name in the Company’s purchase price allocation.

 

In addition, other intangible assets recognized on the consolidated balance sheets include capitalized software licenses with gross carrying amounts of $6,849 and $7,133 and net carrying amounts of $3,598 and $5,417 as of December 31, 2009 and 2008, respectively. The weighted-average life for the capitalized software is 3.6 years. During the years ended December 31, 2009, 2008 and 2007, the Company recorded amortization expense on its capitalized software of $1,654, $1,118 and $736, respectively.

 

9. Restructuring Costs

 

The Company’s restructuring programs consist of the First Technology Automotive Plan, the Airpax Plan and the 2008 Plan. Each of these restructuring programs is described in more detail below.

 

First Technology Automotive Plan

 

In December 2006, the Company acquired First Technology Automotive from Honeywell. In January 2007, the Company announced plans (the “First Technology Automotive Plan”) to close the manufacturing facilities in

 

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