Financial Instruments Measured at Fair Value

12 Months Ended

Dec. 31, 2012

Fair Value Disclosures [Abstract]

Financial Instruments Measured At Fair Value [Text Block]

Financial Instruments Measured at Fair Value

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.  The company utilizes a fair value hierarchy, which maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value.  The fair value hierarchy has three levels of inputs that may be used to measure fair value:

Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

Level 2 Quoted prices in markets that are not active; or other inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability.

Level 3 Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable.

The following table presents assets (liabilities) measured at fair value on a recurring basis at December 31, 2012:

	Level 1		Level 2			Level 3			Total
Available-for-sale securities	$	67,903	$	—		$	—		$	67,903
Interest rate swaps	—		(10,832		)	—			(10,832		)
Foreign exchange contracts	—		(107		)	—			(107		)
Contingent consideration	—		—			(806		)	(806		)
	$	67,903	$	(10,939	)	$	(806	)	$	56,158

The following table presents assets (liabilities) measured at fair value on a recurring basis at December 31, 2011:

	Level 1		Level 2			Level 3		Total
Available-for-sale securities	$	60,820	$	—		$	—	$	60,820
Interest rate swaps	—		(3,009		)	—		(3,009		)
Foreign exchange contracts	—		(649		)	—		(649		)
	$	60,820	$	(3,658	)	$	—	$	57,162

The following table summarizes the Level 3 activity for the year-ended December 31, 2012:

Balance as of December 31, 2011	$	—
Fair value of initial contingent consideration	(10,390		)
Change in fair value of contingent consideration included in earnings	9,584
Balance as of December 31, 2012	(806		)

The change in the fair value of contingent consideration is included in "Restructuring, integration, and other charges," in the company's consolidated statements of operations.

During 2012, 2011, and 2010 there were no transfers of assets (liabilities) measured at fair value between the three levels of the fair value hierarchy.

Available-For-Sale Securities

The company has a 1.9% equity ownership interest in WPG Holdings Co., Ltd. ("WPG"), an 8.4% equity ownership interest in Marubun Corporation ("Marubun"), and a portfolio of mutual funds with quoted market prices, all of which are accounted for as available-for-sale securities.

The fair value of the company's available-for-sale securities is as follows at December 31:

	2012
	Marubun			WPG		Mutual Funds
Cost basis	$	10,016		$	10,798	$	15,271
Unrealized holding gain (loss)	85			29,784		1,949
Fair value	$	10,101		$	40,582	$	17,220
	2011
	Marubun			WPG		Mutual Funds
Cost basis	$	10,016		$	10,798	$	15,271
Unrealized holding gain (loss)	(371		)	24,978		128
Fair value	$	9,645		$	35,776	$	15,399

The fair values of these investments are included in "Other assets" in the company's consolidated balance sheets, and the related unrealized holding gains or losses are included in "Other" in the shareholders' equity section in the company's consolidated balance sheets.

Derivative Instruments

The company uses various financial instruments, including derivative instruments, for purposes other than trading.  Certain derivative instruments are designated at inception as hedges and measured for effectiveness both at inception and on an ongoing basis. Derivative instruments not designated as hedges are marked-to-market each reporting period with any unrealized gains or losses recognized in earnings.

The fair values of derivative instruments in the consolidated balance sheets are as follows at December 31:

	Asset (Liability) Derivatives
		Fair Value
	Balance Sheet Location	2012			2011
Derivative instruments designated as hedges:
Interest rate swaps designated as cash flow hedges	Accrued expenses	$	(10,832	)	$	—
Interest rate swaps designated as cash flow hedges	Other liabilities	—			(3,009		)
Foreign exchange contracts designated as cash flow hedges	Other current assets	433			73
Foreign exchange contracts designated as cash flow hedges	Accrued expenses	(45		)	(641		)
Total derivative instruments designated as hedging instruments		(10,444		)	(3,577		)
Derivative instruments not designated as hedges:
Foreign exchange contracts	Other current assets	1,561			2,218
Foreign exchange contracts	Accrued expenses	(2,056		)	(2,299		)
Total derivative instruments not designated as hedging instruments		(495		)	(81		)
		$	(10,939	)	$	(3,658	)

The effect of derivative instruments on the consolidated statements of operations is as follows for the years ended December 31:

	Gain (Loss) Recognized in Income
	2012			2011			2010
Derivative instruments not designated as hedges:
Foreign exchange contracts (a)	$	(3,777	)	$	(3,633	)	$	1,938

	Cash Flow Hedges						Net Investment Hedges
	Interest Rate Swaps (b)			Foreign Exchange Contracts (c)			Cross-Currency Swaps (b)
2012
Effective portion:
Gain (loss) recognized in other comprehensive income	$	(7,823	)	$	1,012		$	—
Gain (loss) reclassified into income	$	—		$	(54	)	$	—
Ineffective portion:
Gain (loss) recognized in income	$	—		$	—		$	—
2011
Effective portion:
Gain (loss) recognized in other comprehensive income	$	(3,009	)	$	(711	)	$	—
Gain (loss) reclassified into income	$	—		$	53		$	—
Ineffective portion:
Gain (loss) recognized in income	$	—		$	—		$	—
2010
Effective portion:
Gain (loss) recognized in other comprehensive income	$	—		$	73		$	52,158
Gain (loss) reclassified into income	$	—		$	(108	)	$	—
Ineffective portion:
Gain (loss) recognized in income	$	—		$	—		$	(91	)

(a) The amount of gain (loss) recognized in income on derivatives is recorded in "Cost of sales" in the company's consolidated statements of operations.

(b) Both the effective and ineffective portions of any gain (loss) reclassified or recognized in income are recorded in "Interest and other financing expense, net" in the company's consolidated statements of operations.

(c) Both the effective and ineffective portions of any gain (loss) reclassified or recognized in income are recorded in "Cost of sales" in the company's consolidated statements of operations.

Interest Rate Swaps

The company enters into interest rate swap transactions that convert certain fixed-rate debt to variable-rate debt or variable-rate debt to fixed-rate debt in order to manage its targeted mix of fixed- and floating-rate debt.  The company uses the hypothetical derivative method to assess the effectiveness of its interest rate swaps on a quarterly basis. The effective portion of the change in the fair value of interest rate swaps designated as fair value hedges is recorded as a change to the carrying value of the related hedged debt, and the effective portion of the change in fair value of interest rate swaps designated as cash flow hedges is recorded in the shareholders' equity section in the company's consolidated balance sheets in "Other."  The ineffective portion of the interest rate swap, if any, is recorded in "Interest and other financing expense, net" in the company's consolidated statements of operations.

In September 2011, the company entered into a ten-year forward-starting interest rate swap (the "2011 swap") locking in a treasury rate of 2.63% with an aggregate notional amount of $175,000. This swap manages the risk associated with changes in treasury rates and the impact of future interest payments. The 2011 swap relates to the interest payments for anticipated debt issuances. Such anticipated debt issuances are expected to replace the outstanding debt maturing in July 2013. The 2011 swap is classified as a cash flow hedge and had a negative fair value of $10,832 and $3,009 at December 31, 2012 and 2011, respectively.

In December 2010, the company entered into interest rate swaps, with an aggregate notional amount of $250,000. The swaps modified the company's interest rate exposure by effectively converting the fixed 3.375% notes due in November 2015 to a floating rate, based on the three-month U.S. dollar LIBOR plus a spread, through its maturity. In September 2011, these interest rate swap agreements were terminated for proceeds of $11,856, net of accrued interest. The proceeds of the swap terminations, less accrued interest, were reflected as a premium to the underlying debt and are being amortized as a reduction to interest expense over the remaining term of the underlying debt.

In June 2004 and November 2009, the company entered into interest rate swaps, with an aggregate notional amount of $275,000.  The swaps modified the company's interest rate exposure by effectively converting a portion of the fixed 6.875% senior notes due in July 2013 to a floating rate, based on the six-month U.S. dollar LIBOR plus a spread, through its maturity. In September 2011, these interest rate swap agreements were terminated for proceeds of $12,203, net of accrued interest. The proceeds of the swap terminations, less accrued interest, were reflected as a premium to the underlying debt and are being amortized as a reduction to interest expense over the remaining term of the underlying debt.

Cross-Currency Swaps

The company occasionally enters into cross-currency swaps to hedge a portion of its net investment in euro-denominated net assets. The company’s cross-currency swaps are derivatives designated as net investment hedges.  The effective portion of the change in the fair value of derivatives designated as net investment hedges is recorded in "Foreign currency translation adjustment" included in the company's consolidated balance sheets and any ineffective portion is recorded in "Interest and other financing expense, net" in the company's consolidated statements of operations.  As the notional amounts of the company’s cross-currency swaps are expected to equal a comparable amount of hedged net assets, no material ineffectiveness is expected.  The company uses the hypothetical derivative method to assess the effectiveness of its net investment hedges on a quarterly basis.

In May 2006, the company entered into a cross-currency swap, with a maturity date of July 2011, for approximately $100,000 or €78,281. In October 2005, the company entered into a cross-currency swap, with a maturity date of October 2010, for approximately $200,000 or €168,384. These cross-currency swaps hedged a portion of the company's net investment in euro-denominated net assets, by effectively converting the interest expense on $300,000 of long-term debt from U.S. dollars to euros. During 2010, the company paid $2,282, plus accrued interest, to terminate these cross-currency swaps.

Foreign Exchange Contracts

The company enters into foreign exchange forward, option, or swap contracts (collectively, the "foreign exchange contracts") to mitigate the impact of changes in foreign currency exchange rates.  These contracts are executed to facilitate the hedging of foreign currency exposures resulting from inventory purchases and sales and generally have terms of no more than six months. Gains or losses on these contracts are deferred and recognized when the underlying future purchase or sale is recognized or when the corresponding asset or liability is revalued. The company does not enter into foreign exchange contracts for trading purposes. The risk of loss on a foreign exchange contract is the risk of nonperformance by the counterparties, which the company minimizes by limiting its counterparties to major financial institutions.  The fair value of the foreign exchange contracts are estimated using market quotes.  The notional amount of the foreign exchange contracts at December 31, 2012 and 2011 was $425,053 and $332,881, respectively.

Contingent Consideration

In connection with one of the 2012 acquisitions, payment of a portion of the respective purchase price is contingent upon the achievement of certain operating results, with a maximum possible payout of $18,000 over a three-year period. The company estimated the fair value of the contingent consideration as the present value of the expected contingent payments, determined using the weighted probabilities of the possible payments. The company reassesses the fair value of the contingent consideration on a quarterly basis. Contingent consideration of $806 is included "Other liabilities" in the company's consolidated balance sheets as of December 31, 2012. A 20 percent increase or decrease in projected operating performance over the remaining performance period would not result in a material change in the fair value of the contingent consideration recorded as of December 31, 2012.

Other

The carrying amount of cash and cash equivalents, accounts receivable, net, and accounts payable approximate their fair value due to the short maturities of these financial instruments.