The following table summarizes the changes in the carrying amount of goodwill during fiscal 2026 and fiscal 2025:


(In millions)	Total
Balance at May 31, 2024
Goodwill	$	79.6
Accumulated impairment losses		-
		79.6
Translation adjustments		-
		-
Balance at May 31, 2025
Goodwill		79.6
Accumulated impairment losses		-
		79.6
Acquisitions and purchase accounting adjustments (1)		17.5
Translation adjustments		1.2
Impairment losses (2)		(53.8	)
		(35.1	)
Balance at May 31, 2026
Goodwill		98.3
Accumulated impairment losses		(53.8	)
	$	44.5

(1)

For additional information regarding acquisitions, refer to “Note 2 – Acquisitions”.

(2)

A pre-tax goodwill impairment charge of $53.8 million that fully impaired the goodwill assigned to the Electrical Steel reporting unit.

Intangible assets with definite lives are amortized on a straight-line basis over their estimated useful lives, which range from 3 to 20 years. The following table summarizes other intangible assets by class as of the fiscal years ended May 31:


	2026				2025
			Accumulated				Accumulated
(In millions)	Cost		Amortization		Cost		Amortization
Indefinite-lived intangible assets:
Trademarks	$	5.2	$	-	$	5.2	$	-
In-process research & development		-		-		-		-
Total indefinite-lived intangible assets		5.2		-		5.2		-
Definite-lived intangible assets:
Customer relationships	$	112.8	$	52.8	$	100.0	$	43.5
Non-compete agreements		2.0		2.0		2.0		2.0
Technology/know-how		19.0		8.1		11.0		4.8
Other(1)		4.2		3.0		-		-
Total definite-lived intangible assets		138.0		65.9		113.0		50.3
Total intangible assets	$	143.2	$	65.9	$	118.2	$	50.3

(1)

Other amortizable intangible assets primarily include favorable lease-related intangible assets and acquired software.

Intangible asset amortization expense totaled $8.2 million, $6.0 million, and $6.3 million in fiscal 2026, fiscal 2025, and fiscal 2024, respectively.

During fiscal 2026, the Company identified impairment indicators within the Electrical Steel reporting unit. These indicators included weakened demand in certain end markets, particularly industrial motors in both Europe and the United States, due to increased foreign competition, and in automotive, some delayed program launches, which negatively impacted the expected future cash flows of the related asset groups. These conditions resulted in revised expectations regarding future demand and cash flows for certain asset groups within the Electrical Steel reporting unit.

As a result, the Company performed a recoverability test for the affected asset groups by comparing the carrying amounts of the asset groups to the undiscounted cash flows expected to result from their use and eventual disposition. For asset groups whose carrying amounts were not recoverable, the Company measured impairment losses as the excess of the carrying amounts over their estimated fair values. The estimated fair values of the affected long-lived asset groups were determined using a discounted cash flow method, market approach, cost approach, or a combination thereof, which included significant unobservable inputs, including forecasted volumes, operating margins, capital expenditure requirements, working capital assumptions discount rates, replacement cost assumptions, and/or expected proceeds from asset dispositions. The fair value of the long-lived asset group was estimated using an income approach based on projected cash flows developed using market-participant assumptions and discounted at a market-participant rate of 11%. These fair value measurements were classified within Level 3 of the fair value hierarchy. As a result of this analysis, the Company recognized a pre-tax impairment charge of $58.4 million related to long-lived assets within impairment of long-lived assets and other assets in the consolidated and combined statements of earnings. The impairment charges were allocated to the long-lived assets within the respective asset groups on a pro rata basis, subject to the limitation that no individual long-lived asset was reduced below its determinable fair value.

The following table summarizes the long-lived asset impairment:


(In millions)	Total
Net carrying value	$	135.2
Estimated fair value		76.8
Pre-tax impairment charge		58.4

Allocated Pre-Tax Impairment Recognized:
Long-lived assets:
Fixed assets, net	$	41.2
Operating lease right-of-use assets and finance lease right-of-use assets		9.8
Other intangible assets, net		7.4
Total long-lived assets	$	58.4

During the third quarter of fiscal 2026, the Company determined that certain internal-use software assets associated with a project at Tempel Canada were impaired. It was determined that it was no longer probable that the software being developed would be completed and placed in service. As the assessment of impairment for uncompleted software is performed at the module level, the assets associated with specific modules of the internal-use software assets were determined to have no value and were written down to zero, which resulted in a pre-tax impairment charge of $1.5 million for assets previously recorded in construction in progress.

During the second quarter of fiscal 2026, the Company evaluated the fair value of certain machinery at a manufacturing facility in Taylor, Michigan as a result of reclassifying the machinery out of assets held for sale. During the impairment test, the Company determined that the undiscounted cash flows were less than the carrying value of the asset. The book value of the remaining machinery and equipment and other long-lived assets was determined to be in excess of fair value, resulting in a non-cash impairment charge of $0.6 million.

The Company tests goodwill for impairment annually and whenever events or changes in circumstances indicate that the carrying amount of a reporting unit may exceed its fair value. During the fourth quarter of fiscal 2026, the Company identified indicators of impairment related to its Electrical Steel reporting unit, including weaker-than-expected demand in certain end markets, lower forecasted volumes and profitability, increased foreign competition, delayed customer program launches, and revised expectations regarding future cash flows. As a result, the Company performed a quantitative impairment test for the Electrical Steel reporting unit.

The fair value of the reporting unit was determined using an income approach. The income approach was based on a discounted cash flow model using management’s current projections of revenue, operating margins, capital expenditures, working capital requirements, terminal growth rates, and discount rates. The fair value measurement was classified within Level 3 of the fair value hierarchy because it included significant unobservable inputs.

Based on the results of the quantitative impairment test, the carrying amount of the Electrical Steel reporting unit exceeded its estimated fair value. Accordingly, the Company recognized a pre-tax goodwill impairment charge of $53.8 million during fiscal 2026, which was recorded in impairment of goodwill in the consolidated and combined statements of earnings. The impairment was measured as the excess of the reporting unit’s carrying amount over its estimated fair value, limited to the carrying amount of goodwill assigned to the Electrical Steel reporting unit. The carrying amount of the goodwill of the Electrical Steel reporting unit was fully impaired. The impairment charge reduced the carrying amount of goodwill to $44.5 million as of May 31, 2026. The impairment charge was non-cash and did not affect the Company’s liquidity or cash flows from operating activities.

During fiscal 2025, the Company identified an impairment indicator for the in-process research and development intangible asset of TWB. The indefinite-lived in-process research and development intangible asset with a net book value of $1.3 million was deemed to be fully impaired as the technology was unable to be commercialized, resulting in a pre-tax impairment charge of $1.3 million recognized in the third quarter of fiscal 2025 and is reflected in impairment of long-lived assets and other assets in the consolidated and combined statements of earnings.

During fiscal 2025, the Company announced plans to combine WSCP’s Cleveland, Ohio toll processing manufacturing facility into its existing manufacturing facility in Twinsburg, Ohio. Operations at the Cleveland, Ohio toll processing manufacturing facility ceased by the end of fiscal 2025. As a result, the Company tested the long-lived assets of the combined asset group for impairment at the lowest level for which there were largely independent cash flows when identifiable, and grouped at a higher level when largely independent cash flows do not exist at a lower level. Other assets were evaluated with applicable accounting guidance outside of long-lived asset guidance.

During the impairment test, the Company determined that the undiscounted cash flows of the finance lease assets along with certain other fixed assets encumbered to the land and building of the finance lease assets were greater than the current carrying value of the asset group. As a result, no impairment was recognized for the finance lease assets along with building and improvements, net assets.

The book values of the remaining machinery and equipment and other long-lived assets were determined to be in excess of fair value, resulting in an impairment charge of $3.8 million and is reflected in impairment of long-lived assets and other assets in the consolidated and combined statements of earnings. Additionally, the customer list intangible asset, which was recorded on the balance sheet in other intangible assets, net, was deemed to be fully impaired and written off.

Due to the closure of the WSCP toll processing manufacturing facility in Cleveland, Ohio, the Company evaluated the impact on goodwill of the Flat-Rolled Steel Processing reporting unit, in which the entity was included. As a result of the Company’s evaluation, no meaningful amount of goodwill was attributed to the disposal group, and thus, no goodwill impairment was recognized.

The disposal group consisted of the following:



	Net Book		Impairment
(In millions)	Value		Recognized
Disposal Group:
Long-lived assets:
Finance lease assets and buildings and improvements, net	$	10.1	$	-
Machinery and equipment and other long-lived assets(1)		5.1		3.8
Other intangible assets, net		1.8		1.8
Total long-lived assets		17.0		5.6
Other assets:
Prepaid expenses and other current assets(2)		0.6		0.5
Total other assets		0.6		0.5
Total	$	17.6	$	6.1

(1)

Fair value was determined using unobservable Level 3 inputs.

(2)

Impairment recognized using applicable accounting guidance outside of long-lived asset guidance.

Following fourth quarter fiscal 2025, depreciation and amortization and transfers to the remaining WSCP toll processing facility, the remaining assets, totaling $10.4 million, were classified as assets held for sale on the consolidated balance sheet as of May 31, 2025. During fiscal 2026, the Company completed the sale of these assets as part of the facility closure activities.

During fiscal 2024, the Company committed to plans to liquidate certain fixed assets at a WSCP toll processing facility in Cleveland, Ohio. During the first quarter of fiscal 2024, in accordance with the applicable accounting guidance, the Company lowered the estimate of fair value less costs to sell to reflect the expected scrap value of the WSCP toll processing equipment to $0.2 million, resulting in a pre-tax impairment charge of $1.4 million.

At May 31, 2026 and 2025, the Company had assets held for sale of $9.1 million and $11.5 million, respectively, primarily consisting of property, plant and equipment. The fiscal 2026 balance related to three unrelated assets, including the manufacturing site Tempel Canada, which includes the building and land, with a carrying amount of $8.6 million. Due to the strategic investment in the Tempel Canada manufacturing location, the Company is actively marketing the previous Tempel Canada property and expects to complete the sales within one year. The estimated fair value less cost to sell exceeded its carrying amount; therefore, no impairment loss was recognized. The fiscal 2025 balance included $10.4 million of assets associated with the WSCP toll processing facility disposal group, which were measured at fair value less cost to sell following recognition the impairment losses previously described. For additional information regarding the fiscal 2025 nonrecurring fair value measurement, see “Note 17 – Fair Value Measurements”.