Fair Value Measurement

12 Months Ended

Dec. 31, 2022

We enter into derivative instruments for risk management purposes only. We operate internationally and, in the normal course of business, are exposed to fluctuations in interest rates, foreign exchange rates and commodity prices. These fluctuations can increase the costs of financing, investing and operating the business. We use forward contracts, a type of derivative instrument, to manage certain foreign currency exposures.

By nature, all financial instruments involve market and credit risks. We enter into forward contracts with major investment grade financial institutions and have policies to monitor the credit risk of those counterparties. While there can be no assurance, we do not anticipate any material non-performance by any of these counterparties.

Foreign Currency Forward Contracts. We hedge forecasted intercompany sales denominated in foreign currencies through the use of forward contracts. We account for these forward contracts as cash flow hedges. To the extent these forward contracts meet hedge accounting criteria, changes in their fair value are not included in current earnings but are included in accumulated other comprehensive loss. These changes in fair value will be recognized into earnings as a component of sales or cost of sales when the forecasted transaction occurs.

We also enter into forward contracts to exchange foreign currencies for United States dollars in order to hedge our currency transaction exposures. These forward contracts settle each month at month-end, at which time we enter into new forward contracts. We have not designated these forward contracts as hedges and have not applied hedge accounting to them.

The following table presents the notional contract amounts for forward contracts outstanding:


		As of
	FASB ASC Topic 815 Designation	December 31, 2022		December 31, 2021
Forward exchange contracts	Cash flow hedge	$	198,473	$	172,894
Forward exchange contracts	Non-designated	81,929		38,897

The remaining time to maturity as of December 31, 2022 is within two years for hedge designated foreign exchange contracts and approximately one month for non-hedge designated forward exchange contracts.

Statement of comprehensive income (loss) presentation

Derivatives designated as cash flow hedges

Foreign exchange contracts designated as cash flow hedges had the following effects on accumulated other comprehensive income (loss) ("AOCI") and net earnings on our consolidated statements of comprehensive income (loss) and our consolidated balance sheets:


	Amount of Gain (Loss) Recognized in AOCI						Consolidated Statements of Comprehensive Income (Loss)							Amount of Gain (Loss) Reclassified from AOCI
	Years Ended							Total Amount of Line Item Presented						Years Ended
Derivative Instrument	2022		2021		2020		Location of amount reclassified	2022		2021		2020		2022		2021		2020

Foreign exchange contracts	$	14,494	$	8,650	$	(7,111)	Net Sales	$	1,045,472	$	1,010,635	$	862,459	$	15,085	$	(5,421)	$	1,997
							Cost of Sales	474,227		442,599		402,159		939		1,411		(619)
Pre-tax gain (loss)	$	14,494	$	8,650	$	(7,111)								$	16,024	$	(4,010)	$	1,378
Tax expense (benefit)	3,513		2,090		(1,718)									3,884		(969)		333
Net gain (loss)	$	10,981	$	6,560	$	(5,393)								$	12,140	$	(3,041)	$	1,045

At December 31, 2022, $2.8 million of net unrealized gains on forward contracts accounted for as cash flow hedges, and included in accumulated other comprehensive loss, are expected to be recognized in earnings in the next twelve months.

Derivatives not designated as cash flow hedges

Net gains and losses from derivative instruments not accounted for as hedges offset by gains and losses on our intercompany receivables on our consolidated statements of comprehensive income (loss) were:


		Years Ended
Derivative Instrument	Location on Consolidated Statements of Comprehensive Income (Loss)	2022		2021		2020

Net loss on currency forward contracts	Selling and administrative expense	$	(240)	$	(451)	$	(2,269)
Net gain (loss) on currency transaction exposures	Selling and administrative expense	$	(1,950)	$	(1,832)	$	646

Balance sheet presentation

We record these forward foreign exchange contracts at fair value. The following tables summarize the fair value for forward foreign exchange contracts outstanding at December 31, 2022 and 2021:


December 31, 2022	Location on Consolidated Balance Sheet	Asset Fair Value		Liabilities Fair Value		Net Fair Value
Derivatives designated as hedging instruments:
Foreign exchange contracts	Prepaid expenses and other current assets	$	6,757	$	(3,121)	$	3,636
Foreign exchange contracts	Other long-term liabilities	60		(400)		(340)
		$	6,817	$	(3,521)	$	3,296

Derivatives not designated as hedging instruments:
Foreign exchange contracts	Other current liabilities	48		(395)		(347)

Total derivatives		$	6,865	$	(3,916)	$	2,949


December 31, 2021	Location on Consolidated Balance Sheet	Asset Fair Value		Liabilities Fair Value		Net Fair Value
Derivatives designated as hedging instruments:
Foreign exchange contracts	Prepaid expenses and other current assets	$	5,331	$	(430)	$	4,901
Foreign exchange contracts	Other long-term liabilities	82		(161)		(79)
		$	5,413	$	(591)	$	4,822

Derivatives not designated as hedging instruments:
Foreign exchange contracts	Other current liabilities	38		(180)		(142)

Total derivatives		$	5,451	$	(771)	$	4,680

Our forward foreign exchange contracts are subject to a master netting agreement and qualify for netting in the consolidated balance sheets.

Fair Value Disclosure. FASB guidance defines fair value and establishes a framework for measuring fair value and related disclosure requirements. This guidance applies when fair value measurements are required or permitted. The guidance indicates, among other things, that a fair value measurement assumes that the transaction to sell an asset or transfer a liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. Fair value is defined based upon an exit price model.

Valuation Hierarchy. A valuation hierarchy was established for disclosure of the inputs to the valuations used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets in markets that are not active, inputs other than quoted prices that are observable for the asset or liability, including interest rates, yield curves and credit risks, or inputs that are derived principally from or corroborated by observable market data through correlation. Level 3 inputs are unobservable inputs based on our own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. There have been no significant changes in the assumptions.

Valuation Techniques. Assets and liabilities carried at fair value and measured on a recurring basis as of December 31, 2022 consist of forward foreign exchange contracts. The Company values its forward foreign exchange contracts using quoted prices for similar assets. The most significant assumption is quoted currency rates. The value of the forward foreign exchange contract assets and liabilities were valued using Level 2 inputs and are listed in the table above. The Company values contingent consideration using Level 3 inputs. These include projected payment dates, discount rates, revenue volatilities, and projected revenues. The fair value of contingent consideration related to the In2Bones Acquisition increased to $70.2 million at December 31, 2022 from $69.4 million at the date of the acquisition and the fair value of contingent consideration related to the Biorez Acquisition increased to $116.2 million at December 31, 2022 from $114.5 million at the date of the acquisition. We recognized the $2.5 million fair value adjustments to contingent consideration in selling and administrative expense. These adjustments related to the passage of time and changes in market assumptions. Contingent consideration of $18.6 million and $167.8 million is included in other current liabilities and other long term liabilities, respectively, in the consolidated balance sheet at December 31, 2022.

The carrying amounts reported in our balance sheets for cash and cash equivalents, accounts receivable, accounts payable and variable long-term debt approximate fair value.