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Significant Accounting Policies
12 Months Ended
Dec. 31, 2011
Significant Accounting Policies [Abstract]  
Significant Accounting Policies
2. Significant Accounting Policies
 
Principles of Consolidation
 
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany amounts and transactions have been eliminated in consolidation.
 
Cash Equivalents
 
The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.
 
Concentration of Credit Risk
 
The Company maintains the majority of its cash in one commercial bank in multiple operating and investment accounts. Balances on deposit are insured by the Federal Deposit Insurance Corporation (FDIC) up to specified limits. Balances in excess of FDIC limits are uninsured.
 
One customer accounted for approximately 12% and 11% of accounts receivable at December 31, 2011 and December 31, 2010, respectively.  No one customer accounted for greater than 10% of net sales during the years ended December 31, 2011, 2010, or 2009.
 
Accounts Receivable
 
Receivables are recorded at their face value amount less an allowance for doubtful accounts. The Company estimates and records an allowance for doubtful accounts based on specific identification and historical experience. The Company writes off uncollectible accounts against the allowance for doubtful accounts after all collection efforts have been exhausted. Sales are generally made on an unsecured basis.
 
Inventories
 
Inventories are stated at the lower of cost or market, with cost determined using the first-in, first-out method.
 
Property and Equipment
 
Property and equipment are recorded at cost and are being depreciated using the straight-line method over the estimated useful lives of the assets, which are summarized below (in years). Costs of leasehold improvements are amortized over the lesser of the term of the lease (including renewal option periods) or the estimated useful lives of the improvements.
 
Land improvements
  15 
Buildings and improvements
  20 – 40 
Leasehold improvements
  10 – 20 
Machinery and equipment
  5 – 10 
Dies and tools
  3 – 5 
Vehicles
  3 – 5 
Office equipment
  3 – 10 
 
Customer Lists, Patents, and Other Intangible Assets
 
The following table summarizes intangible assets by major category as of December 31, 2011 and 2010 (dollars in thousands):
 
   Weighted Average  
2011
  
2010
 
   
 Amortization Years
  
Cost
  
Accumulated Impairment
  
Amortized Cost
  
Cost
  
Accumulated Impairment
  
Amortized Cost
 
Indefinite lived intangible assets
                     
Trade names
    $157,790  $(9,389)  $148,401  $140,050  $-  $140,050 
                             
      
Cost
  
Accumulated Amortization
  
Amortized Cost
  
Cost
  
Accumulated Amortization
  
Amortized Cost
 
Finite lived intangible assets
                           
Trade names
  0   8,715   (8,715)  -   8,715   (8,715)  - 
Customer lists
  7   272,050   (199,153)  72,897   257,310   (160,366)  96,944 
Patents
  15   118,881   (40,714)  78,167   117,811   (32,878)  84,933 
Unpatented technology
  11   13,165   (6,325)  6,840   11,015   (5,065)  5,950 
Software
  8   1,014   (650)  364   1,014   (524)  490 
Non-compete
  5   113   (11)  102   43   -   43 
Total finite lived intangible assets
      413,938   (255,568)  158,370   395,908   (207,548)  188,360 
 
Amortization of intangible assets was $48,020,000 in 2011, $51,808,000 in 2010 and $51,960,000 in 2009. During the fourth quarter of 2011, the Company wrote down its indefinite lived intangible assets related to trade names. See the Goodwill and Other Indefinite-Lived Intangible Assets section for further discussion. Estimated amortization expense each year for the five years subsequent to December 31, 2011 is as follows: 2012, $45,660,000; 2013, $23,787,000; 2014, $16,389,000; 2015, $15,184,000; 2016, $13,578,000.
 
Deferred Financing Costs
 
Costs incurred in connection with the issuance of long-term debt have been capitalized and are being amortized using the effective interest rate method over the life of the related debt agreements. Deferred financing costs incurred related to debt financing totaled $29,571,000. Amortization expense was $1,986,000, $2,439,000, and $3,417,000 for the years ended December 31, 2011, 2010, and 2009, respectively. The Company wrote off $377,000 and $4,809,000 of the deferred financing costs in 2011 and 2010, respectively, as a result of debt repayments made throughout the year. As a result of the debt extinguishments in 2009 (see Note 6), $398,000 of the deferred financing costs were written off and were recorded as a reduction to the gain on the extinguishment of debt. Accumulated amortization was $26,112,000 and $23,749,000 at December 31, 2011 and 2010, respectively. Amortization expense is included in interest expense in the consolidated statements of operations. As of December 31, 2011, estimated amortization expense each year for the two years subsequent to December 31, 2011 is as follows: 2012, $1,859,000, 2013, $1,600,000. Based on this timeline, deferred financing costs would be fully amortized in 2013.
 
The Company refinanced its revolving credit facility and credit agreement, outstanding as of December 31, 2011, on February 9, 2012. Please refer to Note 16 for further details.
 
Long-Lived Assets
 
The Company periodically evaluates the carrying value of long-lived assets (excluding goodwill and trade names). Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If the sum of the expected future undiscounted cash flows is less than the carrying amount of an asset, a loss is recognized for the difference between the fair value and carrying value of the asset. Such analyses necessarily involve significant judgments.
 
Goodwill and Other Indefinite-Lived Intangible Assets
 
Goodwill represents the excess of the amount paid to acquire the Company over the estimated fair value of the net tangible and intangible assets acquired as of the acquisition date.
 
Other indefinite-lived intangible assets consist of trade names. The fair value of trade names was measured using a relief-from-royalty approach, which assumes the fair value of the trade name is the discounted cash flows of the amount that would be paid had the Company not owned the trade name and instead licensed the trade name from another company.
 
The Company performs an annual impairment test for goodwill and trade names and more frequently if an event or circumstances indicate that an impairment loss has been incurred. Conditions that would trigger an impairment assessment include, but are not limited to, a significant adverse change in legal factors or business climate that could affect the value of an asset. The analysis of potential impairment of goodwill requires a two-step process. The first step is the estimation of fair value of the applicable reporting unit. Estimated fair value is based on management judgments and assumptions and those fair values are compared with the aggregate carrying value of the respective reporting unit. If the fair value of the reporting unit is greater than its carrying amount, there is no impairment. If the carrying value of the reporting unit is greater than the fair value, then the second step must be completed to measure the amount of impairment, if any. The second step calculates the implied fair value of the goodwill, which is compared to its carrying value. If the implied fair value is less than the carrying value, an impairment loss is recognized equal to the difference.
 
The Company performed the required annual impairment tests for fiscal years 2011, 2010 and 2009 and found no impairment of goodwill. There can be no assurance that future goodwill impairment tests will not result in a charge to earnings.

The changes in the carrying amount of goodwill for the years ended December 31, 2011 and 2010 are as follows (dollars in thousands):
 
 
Year ended December 31, 2011
 
Year ended December 31, 2010
 
 
Gross
 
Accumulated
 Impairment
 
Net
 Goodwill
 
Gross
 
Accumulated
 Impairment
 
Net
 Goodwill
 
Balance at beginning of year
 $1,030,341  $503,193  $527,148  $1,029,068  $503,193  $525,875 
Acquisition of a business
  20,325   -   20,325   1,273   -   1,273 
Balance at end of year
 $1,050,666  $503,193  $547,473  $1,030,341  $503,193  $527,148 

 
The Company completed an acquisition of a business on October 3, 2011 for $85,490,000, net of cash acquired and inclusive of estimated earn-out payments, which resulted in additional goodwill of $20,337,000. The Company also completed an acquisition of a business on December 31, 2010 for $1,600,000, net of cash acquired, which resulted in net additional goodwill of $1,261,000.  The Company initially recorded goodwill of $1,273,000 as of December 31, 2010, based upon the results of a preliminary purchase price allocation. Finalization of this purchase price allocation in 2011 resulted in an adjustment to goodwill of $(12,000). Both goodwill amounts are deductible for tax purposes.
 
During the fourth quarter of 2011, the Company decided to strategically transition certain products to their more widely known Generac brand. Based on this decision, the Company recorded a $9,389,000 non-cash charge which primarily related to the write down of the impacted trade name to net realizable value. In addition, the Company performed its annual fair value-based impairment test as of October 31, 2011. Except as noted, no impairment was indicated.
 
The Company performed its annual fair value-based impairment test on indefinite lived trade names as of October 31, 2010 and 2009. No impairment was indicated.
 
Income Taxes
 
The Company is a C Corporation and, therefore, accounts for income taxes pursuant to the liability method. Accordingly, the current or deferred tax consequences of a transaction are measured by applying the provision of enacted tax laws to determine the amount of taxes payable currently or in future years. Deferred income taxes are provided for temporary differences between the income tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the years in which those temporary differences become deductible. The Company considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies, as appropriate, in making this assessment.
 
Revenue Recognition
 
Sales, net of estimated returns and allowances, are recognized upon shipment of product to the customer, which is when title passes, the Company has no further obligations, and the customer is required to pay. The Company, at the request of certain customers, will warehouse inventory billed to the customer but not delivered. The Company does not recognize revenue on these transactions until the customers take possession of the product. The funds collected on product warehoused for these customers are recorded as a customer advance until the customer takes possession of the product and the Company's obligation to deliver the goods is completed. Customer advances are included in accrued liabilities in the accompanying consolidated balance sheets.
 
The Company provides for estimated sales promotion and incentive expenses which are recognized as a reduction of sales.
 
Historically, product returns, whether in the normal course of business or resulting from repurchases made under a floor plan financing program, have not been material.
 
Shipping and Handling Costs
 
Shipping and handling costs billed to customers are included in net sales, and the related costs are included in cost of goods sold in the consolidated statements of operations.
 
Advertising and Co-Op Advertising
 
Expenditures for advertising, included in selling and service expenses in the accompanying consolidated statements of operations, are expensed as incurred. Total expenditures for advertising were $11,742,000, $11,985,000, and $11,695,000 for the years ended December 31, 2011, 2010, and 2009, respectively.
 
Research and Development
 
The Company expenses research and development costs as incurred. Total expenditures incurred for research and development were $16,476,000, $14,700,000, and $10,842,000 for the years ended December 31, 2011, 2010 and 2009, respectively.
 
Foreign Currency Transactions
 
Realized and unrealized gains and losses on transactions denominated in foreign currency are recorded in earnings as a component of cost of goods sold.
 
Accumulated Other Comprehensive Income (Loss)
 
Accumulated other comprehensive income (OCI) includes unrealized losses on certain cash flow hedges and the pension liability. The components of OCI at December 31, 2011 and 2010 were (dollars in thousands):
 
   
December 31,
 
   
2011
  
2010
 
Pension liability
 $(10,529) $(5,607)
Unrealized losses on cash flow hedges
  (4,828)  (4,145)
Accumulated other comprehensive loss
 $(15,357) $(9,752)

Fair Value of Financial Instruments
 
The Company believes the carrying amount of its financial instruments (cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities), excluding long-term debt, approximates the fair value of these instruments based upon their short-term nature. The fair value of long-term debt was approximately $593.4 million (level 2) at December 31, 2011, as calculated based on current quotations.
 
Fair Value Measurements
 
ASC 820-10 Fair Value Measurements and Disclosures among other things, defines fair value, establishes a consistent framework for measuring fair value, and expands disclosure for each major asset and liability category measured at fair value on either a recurring basis or nonrecurring basis. ASC 820-10 clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the pronouncement establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.
 
Assets and liabilities measured at fair value are based on the market approach, which are prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities.
 
Assets and liabilities measured at fair value on a recurring basis are as follows (dollars in thousands):
 
    Fair Value Measurement Using 
   
Total
December 31, 2011
  
Quoted Prices in Active Markets for Identical Contracts (Level 1)
  
Significant
Other Observable Inputs
(Level 2)
 
Interest rate swaps
 $(5,268) $–  $(5,268)
Commodity contracts
 $(373) $–  $(373)

 
    Fair Value Measurement Using 
   
Total
December 31, 2010
  
Quoted Prices in Active Markets for Identical Contracts (Level 1)
  
Significant
Other Observable Inputs
(Level 2)
 
Interest rate swaps
 $(4,145) $–  $(4,145)
Commodity Contracts
 $627  $–  $627 
 
The valuation techniques used to measure the fair value of derivative contracts classified as level 2, all of which have counterparties with high credit ratings, were valued based on quoted market prices or model driven valuations using significant inputs derived from or corroborated by observable market data. The fair value of derivative contracts above considers the Company's credit risk in accordance with ASC 820-10. Excluding the impact of credit risk, the fair value of derivatives at December 31, 2011 and 2010 was $5,780,000 (liability) and $3,642,000 (liability), respectively, and this represents the amount the Company would need to pay to exit the agreements on this date.
 
Use of Estimates
 
The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
 
Derivative Instruments and Hedging Activities
 
The Company records all derivatives in accordance with ASC 815, Derivatives and Hedging, which requires all derivative instruments be reported on the consolidated balance sheets at fair value and establishes criteria for designation and effectiveness of hedging relationships. The Company is exposed to market risk such as changes in commodity prices, foreign currencies, and interest rates. The Company does not hold or issue derivative financial instruments for trading purposes.
 
Commodities
 
The primary objectives of the commodity risk management activities are to understand and mitigate the impact of potential price fluctuations on the Company's financial results and its economic well-being. While the Company's risk management objectives and strategies will be driven from an economic perspective, the Company attempts, where possible and practical, to ensure that the hedging strategies it engages in can be treated as “hedges” from an accounting perspective or otherwise result in accounting treatment where the earnings effect of the hedging instrument provides substantial offset (in the same period) to the earnings effect of the hedged item. Generally, these risk management transactions will involve the use of commodity derivatives to protect against exposure resulting from significant price fluctuations.
 
The Company primarily utilizes commodity contracts with maturities of less than 12 months. These are intended to offset the effect of price fluctuations on actual inventory purchases. There were two, one, and one outstanding commodity contracts in place to hedge its projected commodity purchases at December 31, 2011, 2010, and 2009, respectively. In October 2009, the Company entered into commodity swaps to purchase $1,432,000 of copper.  The swaps were effective from October 5, 2009, and terminated on March 31, 2010. In November 2010, the Company entered into a commodity swap to purchase $2,296,000 of copper.  The swap was effective from January 1, 2011, and terminated on April 30, 2011. In February 2011, the Company entered into a commodity forward contract to purchase a notional amount of $2,378,000 of copper.  The contract was effective from March 1, 2011, and terminated on December 31, 2011.  In March 2011, the Company entered into a commodity forward contract to purchase a notional amount of $2,100,000 of copper.  The contract was effective from April 1, 2011, and terminated on December 31, 2011. In May 2011, the Company entered into a commodity forward contract to purchase a notional amount of $1,808,000 of copper.  The contract was effective from May 5, 2011, and terminated on December 31, 2011. In September 2011, the Company entered into two new commodity forward contracts to purchase notional amounts of $4,533,000 and $1,935,000 of copper.  The contracts are effective from October 1, 2011, and terminate on June 30, 2012. Total losses or gains recognized in the consolidated statements of operations on commodity contracts were a loss of $861,000, a gain of $1,056,000, and a gain of $387,000 for the years ended December 31, 2011, 2010, and 2009, respectively.
 
Foreign Currencies
 
The Company is exposed to foreign currency exchange risk as a result of transactions in other currencies. The Company periodically utilizes foreign currency forward purchase and sales contracts to manage the volatility associated with foreign currency purchases in the normal course of business. Contracts typically have maturities of one year or less. There were no foreign currency hedge contracts outstanding as of December 31, 2011 or 2010. There was one Euro currency contract outstanding during 2010 that expired on December 31, 2010. A loss of $100,000 was recognized in the consolidated statements of operations for the year ended December 31, 2010 related to this Euro contract.
 
Interest Rates
 
The Company has four interest rate swap agreements outstanding as of December 31, 2011 with a notional amount of $300,000,000. In 2010, the Company entered into two interest rate swap agreements and had formally documented all relationships between interest rate hedging instruments and hedged items, as well as its' risk-management objectives and strategies for undertaking various hedge transactions. The first was entered into on January 21, 2010. The effective date of this swap was July 1, 2010 with a notional amount of $200,000,000, a fixed LIBOR rate of 1.73% and an expiration date of July 1, 2012. The second was entered into on June 29, 2010. The effective date of that swap was October 1, 2010 with a notional amount of $100,000,000, a fixed LIBOR rate of 1.025% and an expiration date of October 1, 2012. The Company entered into two interest rate swap agreements on April 1, 2011. The effective date of the first swap is July 1, 2012 with a notional amount of $200,000,000, a fixed LIBOR rate of 1.905% and an expiration date of July 1, 2013. The effective date of the second swap is October 1, 2012 with a notional amount of $100,000,000, a fixed LIBOR rate of 2.22% and an expiration date of October 1, 2013. The Company maintains the swaps as highly effective in accordance with ASC 815 and, therefore, any changes in the fair value of the swap would be recorded in accumulated other comprehensive income (loss). These cash flow hedges are recorded at fair value with a corresponding entry recorded in accumulated other comprehensive income (loss) as swaps are highly effective.
 
In 2006, the Company entered into various interest rate swap agreements. The Company had formally documented all relationships between interest rate hedging instruments and hedged items, as well as its' risk-management objectives and strategies for undertaking various hedge transactions. Effective January 3, 2009, the Company, within the terms of the Credit Agreements (as defined in note 6), changed the interest rate election from three-month LIBOR to one-month LIBOR. As a result of this change, the Company concluded that as of January 3, 2009, the Swaps no longer met hedge effectiveness tests and were therefore, no longer highly effective as a hedge against the impact on interest payments of changes in the LIBOR interest rate. In 2009, the effective portion of the swaps prior to the change was amortized as interest expense over the period of the originally designated hedged transactions. During 2009, changes in the fair value of the swaps were immediately recognized in the consolidated statements of operations as interest expense.  These swaps expired on January 4, 2010.
 
The following table presents, in thousands, the fair value of the Company's derivatives:
 
   
December 31,
2011
  
December 31,
2010
 
Derivatives designated as hedging instruments:
      
Interest rate swaps
 $(5,268) $(4,145)
    (5,268)  (4,145)
Derivatives not designated as hedging instruments:
        
Commodity contracts
  (373)  627 
Total derivatives
 $(5,641) $(3,518)
 
The fair value of all derivatives not designated as hedging instruments is included in other current liabilities and other assets in the consolidated balance sheets as of December 31, 2011 and 2010, respectively.
 
The fair value of derivatives designated as hedging instruments included in other current liabilities and other long-term liabilities is $1,546,000 and $3,722,000, respectively, as of December 31, 2011. The fair value of all derivatives designated as hedging instruments is included in other long-term liabilities as of December 31, 2010.
 
The fair value of the derivative contracts considers the Company's credit risk as of December 31, 2011 and 2010. The impact of credit risk on the fair value of derivative contracts at December 31, 2011 and 2010 was $139,000 and $124,000, respectively. Excluding the impact of credit risk, the fair value of the derivatives at December 31, 2011 and 2010 was $5,780,000 (liability) and $3,642,000 (liability), respectively, and this represents the amount the Company would need to pay to exit the agreements on those dates.
 
 
The following presents the impact of interest rate swaps and commodity contracts on the consolidated statement of operations for the year ended December 31, 2011 and 2010 (dollars in thousands):
 
   
Amount of loss recognized in AOCI for the twelve months ended December 31,
 
Location of gain (loss) recognized in net income (loss) on ineffective portion of hedges
 
Amount of loss reclassified from AOCI into net income (loss) for the twelve months ended December 31,
  
Amount of gain (loss) recognized in net income (loss) on hedges (inneffective portion) for twelve months ended December 31,
 
   
2011
  
2010
  
2009
    
2011
  
2010
  
2009
  
2011
  
2010
  
2009
 
Derivatives designated as hedging instruments
                             
Interest rate swaps
 $(683)  $(4,145)   - 
Interest expense
  -   -  $(24,222)   -   -   - 
                                        
Derivatives not designated as hedging instruments
                                      
Commodity and foreign currency contracts
  -   -   - 
 Cost of goods sold
  -   -   -   (861)  956   387 
Interest rate swaps
  -   -   - 
 Interest expense
  -   -   -   -   -   24,222 
 
There was no impact of derivative instruments on the consolidated statement of operations for the interest rate swaps for the years ended December 31, 2011 and 2010. For the year ended December 31, 2009, the impact of derivative instruments on the consolidated statement of operations for the interest rate swap agreements not designated as hedging instruments was a gain of $24,222,000. During the years ended December 31, 2011, 2010 and 2009, the impact of derivative instruments on the consolidated statement of operations for the commodity and foreign currency contracts not designated as hedging instruments were net losses of $861,000, net gains of $956,000 and net gains of $387,000, respectively.
 
Stock-Based Compensation
 
The Company accounts for its restricted stock awards and other stock-based payments in accordance with ASC Topic 718 Compensation – Stock Compensation.
 
Segment Reporting
 
The Company operates in and reports as a single operating segment, which is the design and manufacture of a wide range of power products. Net sales are predominantly generated through the sale of generators and other engine powered products through various distribution channels. The Company manages and evaluates its operations as one segment primarily due to similarities in the nature of the products, production processes and methods of distribution. Substantially all of the Company's identifiable assets are located in the United States. The Company's sales in the United States represent approximately 95%, 95%, and 96% of total sales for the years ended December 31, 2011, 2010 and 2009, respectively.
 
The Company's product offerings consist primarily of power products with a range of power output geared for varying end customer uses. Residential power products and industrial/commercial power products are each a similar class of products based on similar power output and end customer usage. The breakout of net sales between residential, industrial/commercial, and other products is as follows (dollars in thousands):
 
   
Year ended December 31,
 
   
2011
  
2010
  
2009
 
Residential power products
 $491,016  $372,782  $370,740 
Industrial & Commercial power products
  250,270   183,555   187,323 
Other
  50,690   36,543   30,185 
Total
 $791,976  $592,880  $588,248 

New Accounting Pronouncements
 
In September 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-08, “Intangibles - Goodwill and Other (Topic 350), Testing Goodwill for Impairment,” which permits an entity to make a qualitative assessment of whether it is more likely than not that a reporting unit's fair value is less than its carrying value before applying the two-step goodwill impairment model that is currently in place. If it is determined through the qualitative assessment that a reporting unit's fair value is more likely than not greater than its carrying value, the remaining impairment steps would be unnecessary. The qualitative assessment is optional, allowing companies to go directly to the quantitative assessment. This update is effective for annual and interim goodwill impairment tests performed in fiscal years beginning after December 15, 2011 with early adoption permitted. Management does not expect adoption of this ASU to have a material impact on the Company's results of operations, financial position or cash flow.

In June 2011, the FASB issued ASU No. 2011-05, “Comprehensive Income: Presentation of Comprehensive Income,” which amends current comprehensive income guidance. This ASU eliminates the option to present the components of other comprehensive income as part of the statement of shareholders' equity. Instead, it requires entities to report components of comprehensive income in either (1) a continuous statement of comprehensive income or (2) two separate but consecutive statements. Under the two-statement approach, the first statement would include components of net income, which is consistent with the income statement format used today, and the second statement would include components of OCI. The ASU does not change the items that must be reported in OCI. ASU 2011-05 will be effective for public companies for fiscal years, and interim periods within those years, beginning after December 15, 2011 with early adoption permitted. Management does not expect adoption of this ASU to have a material impact on the Company's results of operations, financial position or cash flow.

In May 2011, the FASB issued ASU 2011-04 “Fair Value Measurement: Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS.” The ASU is the result of joint efforts by the FASB and the International Accounting Standards Board (“IASB”) to develop a single, converged fair value framework. While the ASU is largely consistent with existing fair value measurement principles in U.S. GAAP, it expands existing disclosure requirements for fair value measurements and makes other amendments. Key additional disclosures include quantitative disclosures about unobservable inputs in Level 3 measures, qualitative information about sensitivity of Level 3 measures and valuation process, and classification within the fair value hierarchy for instruments where fair value is only disclosed in the footnotes but carrying amount is on some other basis. For public companies, the ASU is effective for interim and annual periods beginning after December 15, 2011. Management does not expect adoption of this ASU to have a material impact on the Company's results of operations, financial position or cash flow.

In December 2010, the FASB issued ASU 2010-29 “Disclosure of Supplementary Pro Forma Information for Business Combinations.” The amendments in this ASU specify that if a public entity presents comparative financial statements, the entity should disclose revenue and earnings of the combined entity as though the business combination(s) that occurred during the current year had occurred as of the beginning of the comparable prior annual reporting period only. The amendments also expand the supplemental pro forma disclosures to include a description of the nature and amount of material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. The Company adopted this ASU effective at the beginning of fiscal year 2011, and will apply the ASU prospectively to future business combinations for which the acquisition date is after December 31, 2010, as required. This ASU did have an impact the Company's 2011 consolidated financial statement disclosures.