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Investments
9 Months Ended
Sep. 30, 2012
Investments, Debt and Equity Securities [Abstract]  
INVESTMENTS
INVESTMENTS
Investments purchased with remaining maturity dates of greater than 3 months and less than 12 months are classified as short-term. Investments purchased with remaining maturity dates of 12 months or greater are classified either as short-term or as long-term based on maturities and the Company’s intent with regard to those securities (expectations of sales and redemptions). Short-term investments as of September 30, 2012 primarily consisted of corporate debt instruments, certificate of deposits and liquid municipals and were classified as available-for-sale securities. Long-term investments as of September 30, 2012 consisted of auction rate notes secured by student loans and were classified as available-for-sale securities. Available-for-sale securities are stated at market value with unrealized gains and losses included in accumulated other comprehensive income. Unrealized losses are charged against income when a decline in the fair market value of an individual security is determined to be other than temporary. Realized gains and losses on investments are included in other income or expense. A summary of the Company’s short-term investments at September 30, 2012 and December 31, 2011 is as follows (in thousands):
 
As of September 30, 2012
 
As of December 31, 2011
 
Cost
 
Gross
Gains
 
Gross
Losses
 
Fair
Value
 
Cost
 
Gross
Gains
 
Gross
Losses
 
Fair
Value
Municipal Securities
$
10,395

 
$

 
$
(113
)
 
$
10,282

 
$
11,413

 
$

 
$
(115
)
 
$
11,298

Corporate Debt Securities
30,113

 

 
(248
)
 
29,865

 
33,723

 

 
(327
)
 
33,396

Commercial Paper
13,959

 
2

 

 
13,961

 
4,991

 

 
(2
)
 
4,989

U.S. Agencies

 

 

 

 
4,528

 

 
(17
)
 
4,511

Certificates of Deposits
23,023

 

 

 
23,023

 
23,071

 

 

 
23,071

Total
$
77,490

 
$
2

 
$
(361
)
 
$
77,131

 
$
77,726

 
$

 
$
(461
)
 
$
77,265


As of September 30, 2012, $39.9 million of the Company’s short-term investments were in an unrealized loss position. The Company recorded a $0.2 million net of tax ($0.4 million pre-tax) for temporary impairment of these securities to accumulated other comprehensive income, a component of shareholders’ equity.
To determine the fair value of financial instruments, the Company uses a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy are described below:
Level 1 - Quoted prices in active markets for identical assets or liabilities.
Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Most of the Company’s financial instruments are classified within Level 1 or Level 2 of the fair value hierarchy because they are valued using quoted market prices, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency.
The types of instruments valued based on unobservable inputs include the auction rate securities held by the Company. Such instruments are generally classified within Level 3 of the fair value hierarchy. The Company estimated the fair value of these auction rate securities using a discounted cash flow model incorporating assumptions that market participants would use in their estimates of fair value. Some of these assumptions include estimates for interest rates, timing and amount of cash flows and expected holding periods of the auction rate securities.
Financial assets measured at fair value on a recurring basis as of September 30, 2012 were as follows (in thousands):
 
Quoted Prices in
Active Markets
for Identical
Assets
Level 1
 
Significant Other
Observable Inputs
Level 2
 
Significant
Unobservable
Inputs
Level 3
 
Total
Money Market Funds
$
20,143

 
$

 
$

 
$
20,143

Certificates of Deposits
23,023

 

 

 
23,023

Corporate Debt Securities

 
29,865

 

 
29,865

Commercial Paper

 
13,961

 

 
13,961

Municipal Securities

 
10,282

 

 
10,282

U.S. Agencies

 

 

 

Auction rate notes

 

 
6,884

 
6,884

Total
$
43,166

 
$
54,108

 
$
6,884

 
$
104,158

Financial assets measured at fair value on a recurring basis as of December 31, 2011 were as follows (in thousands):
 
Quoted Prices in
Active Markets
for Identical
Assets
Level 1
 
Significant Other
Observable Inputs
Level 2
 
Significant
Unobservable
Inputs
Level 3
 
Total
Money Market Funds
$
55,912

 
$

 
$

 
$
55,912

Certificates of Deposits
23,071

 

 

 
23,071

Corporate Debt Securities

 
33,396

 

 
33,396

Commercial Paper

 
4,989

 

 
4,989

Municipal Securities

 
11,298

 

 
11,298

U.S. Agencies

 
4,511

 

 
4,511

Auction rate notes

 

 
6,857

 
6,857

Total
$
78,983

 
$
54,194

 
$
6,857

 
$
140,034


As of September 30, 2012, the Company had $7.7 million of auction rate notes, the fair value of which has been measured using Level 3 inputs. Auction rate notes are securities that are structured with short-term interest rate reset dates of generally less than ninety days, but with contractual maturities that can be in excess of ten years. At the end of each reset period, which occurs every seven or twenty eight days for the securities held by the Company, investors can sell or continue to hold the securities at par. As a result of sell orders exceeding buy orders, auctions for the student loan-backed notes held by the Company have failed as of September 30, 2012. To date the Company has collected all interest payable on all of its auction-rate securities when due and expects to continue to do so in the future. The principal associated with failed auctions will not be accessible until a successful auction occurs, a buyer is found outside of the auction process, the issuers redeem the securities, the issuers repay principal over time from cash flows prior to final maturity or final payments come due according to contractual maturities ranging from 20 to 35 years. As a result, the Company has classified all auction rate notes as long-term investments as of September 30, 2012 and December 31, 2011. In the event of a failed auction, the notes bear interest at a predetermined maximum rate based on the credit rating of notes as determined by one or more nationally recognized statistical rating organizations. For the auction rate notes held by the Company as of September 30, 2012 and December 31, 2011, the maximum interest rate is generally one month LIBOR plus 1.5% based on the notes’ rating as of that date.
The Company has used a combination of discounted cash flow models and observable transactions for similar securities to determine the estimated fair value of its investment in auction rate notes as of September 30, 2012 and December 31, 2011. The assumptions used in preparing the discounted cash flow model include estimates for interest rates, estimates for discount rates using yields of comparable traded instruments adjusted for illiquidity and other risk factors, amount of cash flows and expected holding periods of the auction rate notes. Based on this assessment of fair value, as of September 30, 2012, the Company determined there was a cumulative decline in the fair value of its auction rate notes and recorded a $0.5 million net of tax ($0.8 million pre-tax) temporary impairment of these securities to accumulated other comprehensive income, a component of shareholders’ equity.
For the nine months ended September 30, 2012, the changes in the Company’s Level 3 securities (consisting of auction rate notes) were as follows (in thousands): 
 
Fair Value
Measurements
Using Significant
Unobservable
Inputs
(Level 3)
Beginning balance, December 31, 2011
$
6,857

Transfers in and/or out of Level 3

Total gains, before tax
127

Settlements
(100
)
Ending balance, September 30, 2012
$
6,884