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Fair Value Measurements
6 Months Ended
Jul. 02, 2011
Fair Value Measurements  
Fair Value Measurements

4. Fair Value Measurements

 

The Company is required to disclose information about the estimated fair value of certain financial and non-financial assets and liabilities in accordance ASC Topic 820, Fair Value Measurements and Disclosures.  This guidance indicates 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 is determined based on assumptions that market participants would use in pricing an asset or liability.  As a basis for considering such assumptions, this guidance establishes a three-tier fair-value hierarchy, which prioritizes the inputs used in measuring fair value as follows:

 

·Level 1 – Observable inputs consisting of quoted prices in active markets;

 

·Level 2 – Inputs, other than 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.

 

The carrying amounts of cash and cash equivalents, trade accounts receivable, accounts payable and accrued expenses approximate their fair values because of the short-term maturity of these instruments. Of the $71.5 million of cash and cash equivalents at July 2, 2011, $34.4 million was held in Canada, $17.4 million was held in the U.K. and $13.5 million was held in the Netherlands. 

 

The Company uses derivative financial instruments, in the form of foreign currency forward contracts (a single class of equity securities), in order to mitigate the risks associated with currency fluctuations on future fair values of foreign denominated assets and liabilities.  The fair values of foreign currency contracts of $24,000 net liability and $467,000 net asset as of July 2, 2011 and December 31, 2010, respectively, are based on quoted market prices for similar instruments using the income approach (a level 2 input) and are reflected at fair value in the consolidated balance sheets.

 

The Company has two fixed-rate mortgages and has borrowings under its revolving credit facility. One mortgage has an 8.0% rate and a carrying amount as of July 2, 2011 and December 31, 2010 of $5.2 million and $5.7 million, respectively. The other mortgage has a 7.1% rate and a carrying amount as of July 2, 2011 and December 31, 2010 of $2.0 million and $2.3 million, respectively.  The Company's outstanding borrowings under its revolving credit facility were $34.5 million as of July 2, 2011.  The estimated fair value of the Company's total debt was $40.9 million as of July 2, 2011 and is based on quoted market prices for similar instruments (a level 2 input).  Mortgage debt and borrowings under the Company's credit facility are recorded in current and long-term debt on the Company's consolidated balance sheets, at the amount of unpaid principal.  

 

Management believes that these assets and liabilities can be liquidated without restriction. 

 

The Company had a contingent consideration liability for earn-out provisions resulting from an acquisition completed in 2009. The contingency has since been settled and the remaining liability of $0.9 million was paid in cash in the first quarter of 2011. The estimated fair value of this contingent consideration liability was determined by applying a form of the income approach (a level 3 input) based on the probability-weighted projected payment amounts discounted to present value at a rate appropriate for the risk of achieving the milestones.  There was no change in the estimated fair value of this contingent consideration liability in the three months and six months ended July 2, 2011, nor in the three months ended July 3, 2010.  The estimated fair value of this contingent consideration liability increased by $0.2 million in the three months ended July 3, 2010 and was included in acquisition-related items in the Company's consolidated statement of operations.