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Derivative financial instruments and fair value measurement
9 Months Ended
Sep. 29, 2012
Derivative Instruments And Hedging Activities Disclosure [Abstract]  
Derivatives and Fair Value [Text Block]

4. Derivative financial instruments and fair value measurements

The following table presents for each of the fair value hierarchies, the assets and liabilities that are measured at fair value on a recurring basis as of September 29, 2012 and December 31, 2011:

 

    September 29, 2012
    Fair value   
    asset (liability)Level 1Level 2Level 3
    $$$$
(a)Commodity futures and forward contracts(1)    
   Unrealized short-term derivative gain 5,382 - 5,382 -
   Unrealized long-term derivative gain 262 - 262 -
   Unrealized short-term derivative loss (3,540) (891) (2,649) -
   Unrealized long-term derivative loss (10) - (10) -
(b)Inventories carried at market(2) 18,625 - 18,625 -
(c)Interest rate swaps(3) (497) - (497) -
(d)Forward foreign currency contracts(4) 304 - 304 -
(e)Contingent consideration(5) (4,487) - - (4,487)
        
    December 31, 2011
    Fair value   
    asset (liability)Level 1Level 2Level 3
    $$$$
(a)Commodity futures and forward contracts(1)    
   Unrealized short-term derivative gain 2,125 34 2,091 -
   Unrealized long-term derivative gain 271 - 271 -
   Unrealized short-term derivative loss (1,410) - (1,410) -
   Unrealized long-term derivative loss (70) - (70) -
(b)Inventories carried at market(2) 12,685 - 12,685 -
(c)Interest rate swaps(3) (256) - (256) -
(d)Forward foreign currency contracts(4) (149) - (149) -
(e)Contingent consideration(5) (4,456) - - (4,456)

(1)       Unrealized short-term derivative gain is included in prepaid expenses and other current assets, unrealized long-term derivative gain is included in other assets, unrealized short-term derivative loss is included in other current liabilities and unrealized long-term derivative loss is included in long-term liabilities on the consolidated balance sheets.

(2)       Inventories carried at market are included in inventories on the consolidated balance sheets.

(3)       The interest rate swaps are included in long-term liabilities on the consolidated balance sheets.

(4)       The forward foreign currency contracts are included in accounts receivable on the consolidated balance sheets.

(5)       Contingent consideration obligations are included in long-term liabilities (including the current portion thereof) on the consolidated balance sheets.

 

(a)        Commodity futures and forward contracts

 

The Company's derivative contracts that are measured at fair value include exchange-traded commodity futures and forward commodity purchase and sale contracts. Exchange-traded futures are valued based on unadjusted quotes for identical assets priced in active markets and are classified as level 1. Fair value for forward commodity purchase and sale contracts is estimated based on exchange-quoted prices adjusted for differences in local markets. Local market adjustments use observable inputs or market transactions for similar assets or liabilities, and, as a result, are classified as level 2. Based on historical experience with the Company's suppliers and customers, the Company's own credit risk, and the Company's knowledge of current market conditions, the Company does not view non-performance risk to be a significant input to fair value for the majority of its forward commodity purchase and sale contracts.

 

These exchange-traded commodity futures and forward commodity purchase and sale contracts are used as part of the Company's risk management strategy, and represent economic hedges to limit risk related to fluctuations in the price of certain commodity grains. These derivative instruments are not designated as hedging instruments. For the quarter and three quarters ended September 29, 2012, gains of $3,074 and $1,178, respectively, were recorded in cost of goods sold on the consolidated statement of operations related to changes in the fair value of these derivatives, compared with a loss of $36 and a gain of $3,272 in the corresponding periods of 2011.

 

At September 29, 2012, the notional amounts of open commodity futures and forward purchase and sale contracts were as follows (in thousands of bushels):

 

    Number of bushels
    purchase (sale)
    CornSoybeans
Forward commodity purchase contracts 1,515 698
Forward commodity sale contracts (807) (662)
Commodity futures contracts (1,292) (673)

In addition, as at September 29, 2012, the Company also had open forward contracts to sell 132 lots of cocoa.

 

(b)        Inventories carried at market

 

Grains inventory carried at fair value is determined using quoted market prices from the Chicago Board of Trade (“CBoT”). Estimated fair market values for grains inventory quantities at period end are valued using the quoted price on the CBoT adjusted for differences in local markets, and broker or dealer quotes. These assets are placed in level 2 of the fair value hierarchy, as there are observable quoted prices for similar assets in active markets. Gains and losses on commodity grains inventory are included in cost of sales on the consolidated statements of operations. As at September 29, 2012, the Company had 592,399 bushels of commodity corn and 644,928 bushels of commodity soybeans in inventories carried at market.

(c)        Interest rate swaps

 

Opta Minerals utilizes interest rate swaps to minimize its exposure to interest rate risk. In February 2012, Opta Minerals entered into a five-year interest rate swap with a notional value of Cdn $19,000 ($19,324) to pay a fixed rate of 1.85%, plus a margin of 2.0% to 3.5% based on certain financial ratios of Opta Minerals, and receive a variable rate based on various reference rates including prime, bankers' acceptances or LIBOR, plus the same margin. In August 2012, the notional value of the interest rate swap increased to Cdn $34,000 ($34,581). The net notional value decreases in accordance with the quarterly principal repayments on the non-revolving term credit facility.

At each period end, the Company calculates the mark-to-market fair value of the interest rate swaps using a valuation technique using quoted observable prices for similar instruments as the primary input. Based on this valuation, the previously recorded fair value is adjusted to the current mark-to-market position. The mark-to-market gain or loss is placed in level 2 of the fair value hierarchy. As the interest rate swaps are designated as a cash flow hedge for accounting purposes, gains and losses on changes in the fair value of these derivative instruments are included on the consolidated statements of comprehensive earnings.

 

(d)        Foreign forward currency contracts

 

As part of its risk management strategy, the Company enters into forward foreign exchange contracts to reduce its exposure to fluctuations in foreign currency exchange rates. For any open forward foreign exchange contracts at period end, the contract rate is compared to the forward rate, and a gain or loss is recorded. These contracts are placed in level 2 of the fair value hierarchy, as the inputs used in making the fair value determination are derived from and are corroborated by observable market data. While these forward foreign exchange contracts typically represent economic hedges that are not designated as hedging instruments, certain of these contracts may be designated as hedges. As at September 29, 2012, the Company had open forward foreign exchange contracts with a notional value of 10,129 and $7,403. For the quarter and three quarters ended September 29, 2012, the Company recognized an unrealized loss of $16 and an unrealized gain of $304, respectively, related to changes in the fair value of these derivatives, which was included in foreign exchange loss on the consolidated statements of operations, compared with an unrealized loss of $359 and an unrealized loss of $554 in corresponding periods of 2011.

 

(e)        Contingent consideration

The fair value measurement of contingent consideration arising from business acquisitions is determined using unobservable (level 3) inputs. These inputs include: (i) the estimated amount and timing of the projected cash flows on which the contingency is based; and (ii) the risk-adjusted discount rate used to present value those cash flows. For the three quarters ended September 29, 2012, the change in the fair value of the contingent consideration liability reflected the addition of the acquisition-date fair value of the contingent consideration arising from the acquisition of Babco of $617 (see note 2) and the payment of $388 to the former owners of Edner of Nevada, Inc. The balance of the change in the fair value of the contingent consideration liability related to (i) changes in the probability of achievement of the factors on which the contingencies are based, (ii) the accretion of interest expense, and (iii) changes in foreign currency exchange rates, which were not material for the quarter and three quarters ended September 29, 2012.