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FAIR VALUE MEASUREMENTS
12 Months Ended
Jun. 30, 2013
FAIR VALUE MEASUREMENTS  
FAIR VALUE MEASUREMENTS

NOTE 11 – FAIR VALUE MEASUREMENTS

 

The Company records its financial assets and liabilities at fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability, in the principal or most advantageous market for the asset or liability, in an orderly transaction between market participants at the measurement date.  The accounting for fair value measurements must be applied to nonfinancial assets and nonfinancial liabilities, which principally consist of assets and liabilities acquired through business combinations, goodwill, indefinite-lived intangible assets and long-lived assets for the purposes of calculating potential impairment, and liabilities associated with restructuring activities.  The Company is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.  The three levels of inputs that may be used to measure fair value are as follows:

 

Level 1:

Inputs based on quoted market prices for identical assets or liabilities in active markets at the measurement date.

 

 

Level 2:

Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

 

 

Level 3:

Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. The inputs are unobservable in the market and significant to the instrument’s valuation.

 

The following table presents the Company’s hierarchy for its financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2013:

 

 (In millions) 

 

Level 1

 

Level 2

 

Level 3

 

Total

 

Assets:

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts

 

$

 

$

21.7

 

$

 

$

21.7

 

Available-for-sale securities

 

6.5

 

 

 

6.5

 

Total

 

$

6.5

 

$

21.7

 

$

 

$

28.2

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts

 

$

 

$

9.1

 

$

 

$

9.1

 

 

The following table presents the Company’s hierarchy for its financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2012:

 

 (In millions)

 

Level 1

 

Level 2

 

Level 3

 

Total

 

Assets:

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts

 

$

 

$

17.7

 

$

 

$

17.7

 

Available-for-sale securities

 

5.9

 

 

 

5.9

 

Total

 

$

5.9

 

$

17.7

 

$

 

$

23.6

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts

 

$

 

$

6.2

 

$

 

$

6.2

 

 

The following table presents the Company’s hierarchy and impairment charges for certain of its nonfinancial assets measured at fair value on a nonrecurring basis during fiscal 2013:

 

(In millions) 

 

Impairment
charges

 

Date of Carrying
Value

 

Carrying Value

 

Level 3

 

Goodwill

 

$

9.6

 

April 1, 2013

 

$

 

$

 

Other intangible assets, net (trademark)

 

8.1

 

April 1, 2013

 

 

 

Total

 

$

17.7

 

 

 

 

 

 

 

 

To determine the fair value of the Darphin reporting unit at April 1, 2013, the Company used the income approach.  Under the income approach, the Company determines fair value using a discounted cash flow method, projecting future cash flows of the reporting unit.  For the Darphin reporting unit, negative cash flows in future forecasted periods would not support a value in excess of carrying value and therefore the Company concluded that all remaining goodwill was fully impaired.

 

To determine fair value of the Darphin trademark at April 1, 2013, the Company assessed the future performance of the related reporting unit and determined that negative cash flows in future forecasted periods would not support a royalty rate for the calculation of fair value of the trademark.  The Company therefore concluded that the carrying value of this asset was not recoverable.

 

The following table presents the Company’s hierarchy and impairment charges for certain of its nonfinancial assets measured at fair value on a nonrecurring basis during fiscal 2012:

 

(In millions)

 

Impairment
charges

 

Date of Carrying
Value

 

Carrying Value

 

Level 3

 

 

 

 

 

 

 

 

 

 

 

Other intangible assets, net (trademark)

 

$

6.7

 

December 31, 2011

 

$

3.3

 

$

3.3

 

Other intangible assets, net (trademark)

 

3.3

 

April 1, 2012

 

 

 

Other intangible assets, net (customer list)

 

11.7

 

April 1, 2012

 

 

 

Total

 

$

21.7

 

 

 

 

 

 

 

 

To determine fair value of the Ojon trademark at December 31, 2011, the Company used the relief-from-royalty method.  This method, which is an income approach, assumed that, in lieu of ownership, a third party would be willing to pay a royalty in order to obtain the rights to use the comparable asset.  The calculation of fair value requires significant judgment in determining both the assets’ estimated cash flows as well as the appropriate discount and royalty rates applied to those cash flows to determine fair value.  As these inputs are unobservable in the market and significant to the fair value calculation, the trademark was classified as Level 3.  In determining its fair value, a terminal growth rate of 3% was applied to future cash flows, and was used in conjunction with a 1.5% royalty rate discounted to present value at a 17% rate.

 

To determine fair value of the Ojon trademark and customer list at April 1, 2012, the Company assessed the future performance of the related reporting unit and determined that negative cash flows in future forecasted periods would not support a royalty rate for the calculation of fair value of the trademark and negative income associated with existing customers would not support a value for the customer list.  The Company therefore concluded that the carrying value of these assets were not recoverable.

 

See Note 5 – Goodwill and Other Intangible Assets for further discussion of the Company’s impairment testing.

 

The following methods and assumptions were used to estimate the fair value of the Company’s other classes of financial instruments for which it is practicable to estimate that value:

 

Cash and cash equivalents – The carrying amount approximates fair value, primarily because of the short maturity of cash equivalent instruments.

 

Available-for-sale securities – Available-for-sale securities are generally comprised of mutual funds and are valued using quoted market prices on an active exchange.  Available-for-sale securities are included in Other assets in the accompanying consolidated balance sheets.

 

Note receivable – During the second quarter of fiscal 2013, the Company amended the agreement related to the August 2007 sale of Rodan + Fields (a brand then owned by the Company) to receive a fixed amount in lieu of future contingent consideration and other rights.  The fair value of the receivable under the amended agreement was determined by discounting the future cash flows using an implied market rate of 6.6%.  This implied market rate reflects the Company’s estimate of interest rates prevailing in the market for notes with comparable remaining maturities, the creditworthiness of the counterparty, and an assessment of the ultimate collectability of the instrument.  The implied market rate is deemed to be an unobservable input and as such the Company’s note receivable is classified within Level 3 of the valuation hierarchy.  An increase or decrease in the risk premium of 100 basis points would not result in a significant change to the fair value of the receivable.  See Note 13 – Commitments and Contingencies for further discussion on the amended agreement.

 

Foreign currency forward contracts – The fair values of the Company’s foreign currency forward contracts were determined using an industry-standard valuation model, which is based on an income approach.  The significant observable inputs to the model, such as swap yield curves and currency spot and forward rates, were obtained from an independent pricing service.  To determine the fair value of contracts under the model, the difference between the contract price and the current forward rate was discounted using LIBOR for contracts with maturities up to 12 months, and swap yield curves for contracts with maturities greater than 12 months.

 

Current and long-term debt – The fair value of the Company’s debt was estimated based on the current rates offered to the Company for debt with the same remaining maturities.  To a lesser extent, debt also includes capital lease obligations for which the carrying amount approximates the fair value.  The Company’s debt is classified within Level 2 of the valuation hierarchy.

 

The estimated fair values of the Company’s financial instruments are as follows:

 

 

 

June 30

 

 

 

2013

 

2012

 

(In millions)

 

Carrying
Amount

 

Fair
Value

 

Carrying
Amount

 

Fair
Value

 

Nonderivatives

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

1,495.7

 

$

1,495.7

 

$

1,347.7

 

$

1,347.7

 

Available-for-sale securities

 

6.5

 

6.5

 

5.9

 

5.9

 

Note receivable

 

16.8

 

16.9

 

 

 

Current and long-term debt

 

1,344.3

 

1,387.8

 

1,288.1

 

1,478.9

 

 

 

 

 

 

 

 

 

 

 

Derivatives

 

 

 

 

 

 

 

 

 

Foreign currency forward contracts – asset

 

12.6

 

12.6

 

11.5

 

11.5