FAIR VALUE

Assets/Liabilities Measured at Fair Value on a Recurring Basis

In the tables below, the Company has segregated all assets and liabilities that are measured at fair value on a recurring basis into the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value at the measurement date.



	Fair Value Measurement Using
	Quoted Prices in Active Markets for Identical Instruments		Significant Other Observable Inputs		Significant Unobservable Inputs			Total
Type of Instruments	(Level 1)		(Level 2)		(Level 3)			Balance
(In millions)
Assets at March 31, 2017:
Available-for-sale securities:
Corporate debt securities	$	—	$	—	$	60.5		$	60.5
Total assets measured at fair value	$	—	$	—	$	60.5		$	60.5

Liabilities at March 31, 2017:
Contingent consideration	$	—	$	—	$	(1.1	)	$	(1.1	)
Total liabilities measured at fair value	$	—	$	—	$	(1.1	)	$	(1.1	)

Assets at September 30, 2016:
Available-for-sale securities:
Corporate debt securities	$	—	$	—	$	95.3		$	95.3
Total assets measured at fair value	$	—	$	—	$	95.3		$	95.3

Liabilities at September 30, 2016:
Contingent consideration	$	—	$	—	$	(1.3	)	$	(1.3	)
Total liabilities measured at fair value	$	—	$	—	$	(1.3	)	$	(1.3	)

At March 31, 2017 and September 30, 2016, the fair value of the Company's derivative instruments were not material. The Company's Level 3 corporate debt securities, the Original CPTC loans, were included in other assets at March 31, 2017 and short-term investments at September 30, 2016 on the Condensed Consolidated Balance Sheets. The Company's contingent consideration was included in accrued liabilities at March 31, 2017 and September 30, 2016 on the Condensed Consolidated Balance Sheets.

The Company has elected to use the income approach to value its derivative instruments using standard valuation techniques and Level 2 inputs, such as currency spot rates, forward points and credit default swap spreads. The Company’s derivative instruments are generally short-term in nature, typically one month to thirteen months in duration.

The fair value of the Company’s Level 3 corporate debt securities, the Original CPTC loans, is based on the income approach by using the discounted cash flow model with key assumptions that include discount rates corresponding to the terms and risks associated with the loans to CPTC as well as underlying cash flow assumptions of the CPTC operating plan. If the estimated discount rates used were to increase or decrease, the fair value of the debt securities would decrease or increase, respectively. However, the Company does not increase the fair value of these securities above their par values as ORIX Capital Markets, LLC (“ORIX”), the loan agent, has the option to purchase these loans from the Company under the original terms and conditions at par value. During the first quarter of fiscal year 2017, the Original CPTC loans, with a then carrying amount of $98.1 million, were determined to be other-than-temporarily impaired as determined by the discounted cash flow model using a single best estimate methodology and were written down to their estimated fair value of $60.0 million, which resulted in an impairment charge of $38.3 million, which included $0.2 million of other loan related charges, recorded in the Condensed Consolidated Statements of Earnings. See Note 15, "VPT Loans" for more information on the Original CPTC loans.

The Company measures the fair value of its Level 3 contingent consideration liabilities based on the income approach by using a discounted cash flow model with key assumptions that include estimated sales units or revenues of the acquired business or completion of certain milestone targets during the earn-out period, volatility, and estimated discount rates corresponding to the periods of expected payments. If the estimated sales units, revenues or probability of completing certain milestones were to increase or decrease during the respective earn-out period, the fair value of the contingent consideration would increase or decrease, respectively. If the estimated discount rates were to increase or decrease, the fair value of contingent consideration would decrease or increase, respectively. Changes in volatility may result in an increase or decrease in the fair value of contingent consideration.

The following table presents the reconciliation for all assets and liabilities measured and recorded at fair value on a recurring basis using significant unobservable inputs (Level 3):



(In millions)	Original CPTC Loans			Contingent Consideration
Balance at September 30, 2016	$	95.3		$	(1.3	)
Additions⁽¹⁾	3.3			—
Settlements⁽²⁾	—			0.5
Change in fair value recognized in earnings	(38.1		)	(0.3		)
Balance at March 31, 2017	$	60.5		$	(1.1	)


⁽¹⁾	Amounts reported under the Original CPTC loans represents investments and accrued interest.


⁽²⁾	Amounts reported under Contingent Consideration represent cash payments to settle contingent consideration liabilities.

There were no transfers of assets or liabilities between fair value measurement levels during either the three and six months ended March 31, 2017, or the three and six months ended April 1, 2016. Transfers between fair value measurement levels are recognized at the end of the reporting period.

Fair Value of Other Financial Instruments

The fair values of certain of the Company’s financial instruments, including bank deposits included in cash and cash equivalents, accounts receivable, net of allowance for doubtful accounts, short-term notes receivable, accounts payable, and short-term borrowings approximate their carrying amounts due to their short maturities.

At both March 31, 2017 and September 30, 2016, the fair value of current maturities of the long-term debt approximated its carrying value of $50.0 million due to its short-term maturity. The fair value of the long-term debt payable in installments through fiscal year 2018 approximated its carrying value of $262.5 million and $287.5 million, at March 31, 2017 and September 30, 2016, respectively, because it is carried at a market observable interest rate that resets periodically and is categorized as Level 2 in the fair value hierarchy.

The fair value of the outstanding long-term notes receivable approximated their carrying value of $75.7 million and $59.2 million at March 31, 2017 and September 30, 2016, respectively, because it is based on terms of recent comparable transactions and is categorized as Level 3 in the fair value hierarchy.