2025 Oshkosh Corporation Annual Report

OSHKOSH CORPORATION NOTES OF CONSOLIDATED FINANCIAL STATEMENTS

12. Goodwill and Purchased Intangible Assets The following table presents changes in goodwill by segment (in millions):

Corporate and Other

Access

Vocational

Total

Net goodwill at December 31, 2023

$

979.9 $

392.1 $

44.4 $

1,416.4

Acquisitions Impairment

53.5

1.7

55.2

(38.7)

(38.7) (22.8)

Foreign currency translation

(22.4)

(0.4)

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

Accumulated Impairment

Accumulated Impairment

Gross

Net

Gross

Net

Access

$

1,986.5 $

(932.1) $

1,054.4 $

1,943.1 $

(932.1) $

1,011.0

Vocational

563.1

(169.4) (44.4)

393.7

562.8

(169.4) (38.7)

393.4

Corporate and other

44.4

44.4

5.7

$

2,594.0 $ (1,145.9) $

1,448.1 $

2,550.3 $ (1,140.2) $

1,410.1

The Company recorded goodwill impairment 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.

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