10.	PENSION PLAN

The Company sponsors a noncontributory defined benefit pension plan covering substantially all of the Company's union employees. Benefits are provided based on employees' years of service and earnings. This plan was frozen on December 31, 1994 for non-union employees.

The following table sets forth the plan's funded status and amounts recognized in the consolidated financial statements:

	Year Ended December 31,
	2014			2013			2012
CHANGES IN BENEFIT OBLIGATIONS:
Benefit obligation-beginning of year	$	20,314		$	23,169		$	21,233
Service cost		23			37			35
Interest cost		892			790			872
Actuarial loss (gain)		4,149			(2,614	)		1,926
Benefits paid		(1,079	)		(1,068	)		(897	)
Benefit obligation at end of year		24,299			20,314			23,169

CHANGE IN PLAN ASSETS:
Fair value of plan assets-beginning of year		18,792			16,268			14,639
Actual return on plan assets		1,017			2,919			1,807
Employer contributions		270			673			719
Benefits paid		(1,079	)		(1,068	)		(897	)
Fair value of plan assets-end of year		19,000			18,792			16,268

BENEFIT OBLIGATION IN EXCESS OF FAIR VALUE FUNDED STATUS:	$	(5,299	)	$	(1,522	)	$	(6,901	)

For the year ended December 31, 2014, the actuarial loss of 4.1 million was due to the decrease in the discount rate from 4.46% to 3.66% of $2.1 million and the change in the mortality assumption of $2.0 million. The mortality table was changed from the RP-2000 Annuitants and Non-Annuitants Mortality Tables for males and females projected with Scale AA to the valuation year with an additional 7 years and 15 years projected for Annuitants and Non-Annuitants, respectively to the Generational RP-2014 Separate Annuitant and Non-Annuitant Mortality Tables, projected with Scale MP-2014, for males and females.

Amounts recognized in the consolidated balance sheets consist of:

	At December 31,
	2014			2013			2012
Noncurrent liabilities	$	(5,299	)	$	(1,522	)	$	(6,901	)

Amounts recognized in accumulated other comprehensive loss consist of:

	Year Ended December 31,
	2014			2013			2012
Accumulated loss	$	(9,833	)	$	(5,928	)	$	(11,276	)
Deferred income taxes		2,366			2,366			4,500
Accumulated other comprehensive loss	$	(7,467	)	$	(3,562	)	$	(6,776	)

The accumulated benefit obligation was $24.3 million and $20.3 million at December 31, 2014 and 2013, respectively.

The following table provides the components of net periodic cost for the plan:

	Year Ended December 31,
	2014			2013			2012
COMPONENTS OF NET PERIODIC BENEFIT COST
Service cost	$	23		$	37		$	35
Interest cost		892			790			872
Expected return on plan assets		(1,287	)		(1,141	)		(1,021	)
Recognized net actuarial loss		513			955			1,056
Net periodic benefit cost	$	141		$	641		$	942

The estimated net loss, transition obligation and prior service cost for the plan that will be amortized from accumulated other comprehensive loss into net periodic benefit cost over the next year is $0.9 million.

Employee pension plan adjustments of $3.9 million for the year ended December 31, 2014 includes $0.5 million of recognized actuarial losses reclassified from accumulated other comprehensive income.

The following tables present plan assets using the fair value hierarchy as of December 31, 2014 and 2013. The fair value hierarchy has three levels based on the reliability of inputs used to determine fair value. Level 1 refers to fair values determined based on quoted prices in active markets for identical assets. Level 2 refers to fair values estimated using observable prices that are based on inputs not quoted in active markets but observable by market data, while Level 3 includes the fair values estimated using significant non-observable inputs. The level in the fair value hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

	Quoted Prices in Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
Equity securities	$	9,566	$	-	$	-	$	9,566
Fixed income		6,099		-		-		6,099
International equities		3,328		-		-		3,328
Cash and equivalents		7		-		-		7
Balance at December 31, 2014	$	19,000	$	-	$	-	$	19,000

	Quoted Prices in Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs
	(Level 1)		(Level 2)		(Level 3)		Total
Equity securities	$	9,491	$	-	$	-	$	9,491
Fixed income		5,787		-		-		5,787
International equities		3,484		-		-		3,484
Cash and equivalents		30		-		-		30
Balance at December 31, 2013	$	18,792	$	-	$	-	$	18,792

Fair value of total plan assets by major asset category as of December 31:

	2014			2013			2012
Equity securities		50	%		51	%		46	%
Fixed income		32	%		31	%		36	%
International equities		18	%		18	%		18	%
Cash and equivalents		0	%		0	%		0	%
Total		100	%		100	%		100	%

Weighted-average assumptions used to determine benefit obligations as of December 31:

	2014			2013			2012
Discount rate		3.66	%		4.46	%		3.55	%
Rate of compensation increase		6.75	%		2.00	%		1.75	%

Weighted-average assumptions used to determine net periodic pension cost for years ended December 31:

	2014			2013			2012
Discount rate		4.46	%		3.55	%		4.10	%
Rate of compensation increase		1.13	%		2.00	%		4.00	%
Long-term rate of return		7.00	%		7.00	%		7.00	%

As this plan was frozen to non-union employees on December 31, 1994, the difference between the projected benefit obligation and accumulated benefit obligation is not significant in any year.

The Company invests plan assets based on a total return on investment approach, pursuant to which the plan assets include a diversified blend of equity and fixed income investments toward a goal of maximizing the long-term rate of return without assuming an unreasonable level of investment risk. The Company determines the level of risk based on an analysis of plan liabilities, the extent to which the value of the plan assets satisfies the plan liabilities and the plan's financial condition. The investment policy includes target allocations ranging from 30% to 70% for equity investments, 20% to 60% for fixed income investments and 0% to 10% for cash equivalents. The equity portion of the plan assets represents growth and value stocks of small, medium and large companies. The Company measures and monitors the investment risk of the plan assets both on a quarterly basis and annually when the Company assesses plan liabilities.

The Company uses a building block approach to estimate the long-term rate of return on plan assets. This approach is based on the capital markets assumption that the greater the volatility, the greater the return over the long term. An analysis of the historical performance of equity and fixed income investments, together with current market factors such as the inflation and interest rates, are used to help make the assumptions necessary to estimate a long-term rate of return on plan assets. Once this estimate is made, the Company reviews the portfolio of plan assets and makes adjustments thereto that the Company believes are necessary to reflect a diversified blend of equity and fixed income investments that is capable of achieving the estimated long-term rate of return without assuming an unreasonable level of investment risk. The Company also compares the portfolio of plan assets to those of other pension plans to help assess the suitability and appropriateness of the plan's investments.

The Company does not expect to make contributions to the plan in 2015. However after considering the funded status of the plan, movements in the discount rate, investment performance and related tax consequences, the Company may choose to make additional contributions to the plan in any given year.

The total amount of the Company’s contributions paid under its pension plan was $0.3 million and $0.7 million for the years ended December 31, 2014 and 2013, respectively.

Information about the expected benefit payments for the plan is as follows:

Year Ending December 31,
2015	$	1,132
2016		1,187
2017		1,269
2018		1,360
2019		1,390
Years 2020-2024		7,129

The Company has a 401(k) defined contribution plan for all eligible employees. Employees may contribute up to 25% of their compensation into the plan. The Company will contribute an additional 30% of the employee's contributed amount up to 6% of compensation. For the years ended December 31, 2014, 2013 and 2012, the Company's expense for the 401(k) plan amounted to $1.6 million, $1.9 million and $2.0 million, respectively.