v3.26.1
Goodwill and Other Intangible Assets
6 Months Ended
Jul. 04, 2026
Goodwill and Other Intangible Assets  
Goodwill and Other Intangible Assets

(5)

Goodwill and Other Intangible Assets

The carrying amounts of goodwill and other intangible assets, as of the dates indicated, consist of the following (in thousands):

July 4, 2026

January 3, 2026

Gross Carrying

  ​

Accumulated

  ​

Net Carrying

  ​

Gross Carrying

  ​

Accumulated

  ​

Net Carrying

Amount

Amortization

Amount

Amount

Amortization

Amount

Finite-Lived Intangible Assets

Trademarks

$

6,800

$

5,969

$

831

$

6,800

$

5,742

$

1,058

Customer relationships

 

367,425

 

231,930

 

135,495

 

353,607

 

223,338

 

130,269

Total finite-lived intangible assets

$

374,225

$

237,899

$

136,326

$

360,407

$

229,080

$

131,327

Indefinite-Lived Intangible Assets

Goodwill

$

548,965

$

543,812

Trademarks

1,133,550

1,059,647

Total indefinite-lived intangible assets

$

1,682,515

$

1,603,459

Total goodwill and other intangible assets

$

1,818,841

$

1,734,786

As a result of the preliminary purchase price allocation for the College Inn and Kitchen Basics acquisition, indefinite-lived trademark intangible assets, finite-lived customer relationship intangible assets and goodwill in our consolidated balance sheet increased by $74.4 million, $13.9 million and $5.4 million, respectively, as of the date of acquisition on March 19, 2026. See Note 3, “Acquisitions and Divestitures.”

As of July 4, 2026, there is $6.3 million of indefinite-lived intangible trademark assets and $3.1 million of finite-lived intangible customer relationship assets included in assets held for sale related to our pending Green Giant Canada divestiture and not included in the table above. See Note 18, “Assets Held for Sale.”

The changes in the carrying amount of goodwill by reporting unit for the first two quarters of 2026 were as follows (in thousands):

Specialty

Meals

Frozen & Vegetables

Spices & Flavor Solutions

Total

Balance as of January 3, 2026

$

219,359

$

143,020

$

$

181,433

$

543,812

Currency translation

(229)

(229)

College Inn and Kitchen Basics acquisition

5,382

5,382

Balance as of July 4, 2026

$

219,130

$

148,402

$

$

181,433

$

548,965

The changes in the carrying amount of indefinite-lived trademark intangible assets by reporting unit for the first two quarters of 2026 were as follows (in thousands):

Specialty

Meals

Frozen & Vegetables

Spices & Flavor Solutions

Total

Balance as of January 3, 2026

$

593,074

$

193,764

$

$

272,809

$

1,059,647

Currency translation

(497)

(497)

College Inn and Kitchen Basics acquisition

74,400

74,400

Balance as of July 4, 2026

$

592,577

$

268,164

$

$

272,809

$

1,133,550

Amortization expense associated with finite-lived intangible assets was $4.5 million and $8.8 million for the second quarter and first two quarters of 2026, respectively, and $5.1 million and $10.2 million for the second quarter and first two quarters of 2025, respectively, and is recorded in operating expenses. We expect to recognize an additional $9.0 million of amortization expense associated with our finite-lived intangible assets during the remainder of fiscal 2026, and thereafter $13.2 million in fiscal 2027, $12.0 million in fiscal 2028, $11.8 million in each of fiscal 2029 and fiscal 2030, and $11.7 million in fiscal 2031.

We did not recognize any impairment charges for goodwill or indefinite-lived intangible assets for the first two quarters of 2026 or the first two quarters of 2025. If, however, future revenues and contributions to our operating results for any of our brands or operating segments, including any recently impaired brands and any newly acquired brands,

deteriorate, at rates in excess of our current projections, we may be required to record additional non-cash impairment charges to certain intangible assets, including trademarks and goodwill. In addition, any significant decline in our market capitalization or changes in discount rates, even if due to macroeconomic factors, could put pressure on the carrying value of our goodwill or the goodwill of any of our operating segments. A determination that all or a portion of our goodwill or indefinite-lived intangible assets are impaired, although a non-cash charge to operations, could have a material adverse effect on our business, consolidated financial condition and results of operations.

During the second quarter of 2026, the publicly quoted share price of our common stock declined significantly, resulting in a market capitalization that fell below, and, as of July 4, 2026, remained below, our consolidated stockholders’ equity. We assessed whether this decline constituted a triggering event requiring goodwill impairment testing for our three goodwill-carrying reporting units (Meals, Specialty and Spices & Flavor Solutions), and indefinite-lived intangible assets. We concluded that no triggering event had occurred as of the end of the second quarter of 2026. While our market capitalization was below book value at quarter end, we believe this condition was primarily attributable to temporary factors, including investor reaction to the recently announced reduction in our quarterly dividend and uncertainty surrounding the pending divestiture of Green Giant Canada, which is classified as held for sale within our Frozen & Vegetables reporting unit. We further considered the application of a reasonable control premium and other relevant valuation factors and concluded that it was not more likely than not that the fair value of any reporting unit was below its carrying amount. The Frozen & Vegetables reporting unit does not carry goodwill.

For a further discussion of our annual impairment testing of goodwill and indefinite-lived intangible assets (trademarks), see Note 2(g), “Summary of Significant Accounting Policies—Goodwill and Other Intangible Assets” to our 2025 Annual Report on Form 10-K.