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Fair Value of Financial Instruments | 6 Months Ended
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Jul. 03, 2016
Fair Value Disclosures [Abstract] |
Fair Value of Financial Instruments | 10. Fair Value of Financial Instruments The following methods and assumptions were used by the Company in estimating the fair values of its financial instruments:
Instrument |  | Method and Assumptions
Cash and Cash Equivalents, Accounts Receivable and Accounts Payable |  | The fair values of cash and cash equivalents, accounts receivable and accounts payable approximate carrying values due to the short maturity of these items.
Public Debt Securities |  | The fair values of the Company’s public debt securities are based on estimated current market prices.
Non-Public Variable Rate Debt |  | The carrying amounts of the Company’s variable rate borrowings approximate their fair values due to variable interest rates with short reset periods.
Deferred Compensation Plan Assets/Liabilities |  | The fair values of deferred compensation plan assets and liabilities, which are held in mutual funds, are based upon the quoted market value of the securities held within the mutual funds.
Acquisition Related Contingent Consideration |  | The fair values of acquisition related contingent consideration are based on internal forecasts and the weighted average cost of capital (“WACC”) derived from market data.
Derivative Financial Instruments |  | The fair values for the Company’s commodity hedging agreements are based on current settlement values at each balance sheet date. The fair values of the commodity hedging agreements at each balance sheet date represent the estimated amounts the Company would have received or paid upon termination of these agreements. Credit risk related to the derivative financial instruments is managed by requiring high standards for its counterparties and periodic settlements. The Company considers nonperformance risk in determining the fair value of derivative financial instruments.
The carrying amounts and fair values of the Company's debt, deferred compensation plan assets and liabilities, commodity hedging agreements and acquisition related contingent consideration were as follows:
|  | July 3, 2016 |  |  | January 3, 2016 |  |  | June 28, 2015 |
|  | Carrying |  |  | Fair |  |  | Carrying |  |  | Fair |  |  | Carrying |  |  | Fair |
In Thousands |  | Amount |  |  | Value |  |  | Amount |  |  | Value |  |  | Amount |  |  | Value |
Deferred compensation plan assets |  | $ | 22,308 |  |  | $ | 22,308 |  |  | $ | 20,755 |  |  | $ | 20,755 |  |  | $ | 20,466 |  |  | $ | 20,466 |
Deferred compensation plan liabilities |  |  | (22,308 | ) |  |  | (22,308 | ) |  |  | (20,755 | ) |  |  | (20,755 | ) |  |  | (20,466 | ) |  |  | (20,466 | )
Commodity hedging agreements-assets |  |  | 662 |  |  |  | 662 |  |  |  | 3 |  |  |  | 3 |  |  |  | 575 |  |  |  | 575 |
Commodity hedging agreements-liabilities |  |  | (291 | ) |  |  | (291 | ) |  |  | (3,442 | ) |  |  | (3,442 | ) |  |  | (681 | ) |  |  | (681 | )
Public debt securities |  |  | (455,667 | ) |  |  | (495,700 | ) |  |  | (619,628 | ) |  |  | (645,400 | ) |  |  | (272,111 | ) |  |  | (297,700 | )
Non-public variable rate debt |  |  | (374,151 | ) |  |  | (375,000 | ) |  |  | - |  |  |  | - |  |  |  | (290,000 | ) |  |  | (290,000 | )
Acquisition related contingent consideration |  |  | (228,768 | ) |  |  | (228,768 | ) |  |  | (136,570 | ) |  |  | (136,570 | ) |  |  | (94,068 | ) |  |  | (94,068 | )
GAAP requires that assets and liabilities carried at fair value be classified and disclosed in one of the following categories:
| · | Level 1: Quoted market prices in active markets for identical assets or liabilities.
| · | Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data.
| · | Level 3: Unobservable inputs that are not corroborated by market data.
The following table summarizes, by assets and liabilities, the valuation of the Company’s deferred compensation plan, commodity hedging agreements and acquisition related contingent consideration:
|  | July 3, 2016 |  |  | January 3, 2016 |  |  | June 28, 2015 |
In Thousands |  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Level 1 |  |  | Level 2 |  |  | Level 3 |
Assets: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Deferred compensation plan assets |  | $ | 22,308 |  |  | $ | - |  |  | $ | - |  |  | $ | 20,755 |  |  | $ | - |  |  | $ | - |  |  | $ | 20,466 |  |  | $ | - |  |  | $ | - |
Commodity hedging agreements |  |  | - |  |  |  | 662 |  |  |  | - |  |  |  | - |  |  |  | 3 |  |  |  | - |  |  |  | - |  |  |  | 575 |  |  |  | - |
Liabilities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Deferred compensation plan liabilities |  |  | 22,308 |  |  |  | - |  |  |  | - |  |  |  | 20,755 |  |  |  | - |  |  |  | - |  |  |  | 20,466 |  |  |  | - |  |  |  | - |
Commodity hedging agreements |  |  | - |  |  |  | 291 |  |  |  | - |  |  |  | - |  |  |  | 3,442 |  |  |  | - |  |  |  | - |  |  |  | 681 |  |  |  | - |
Public debt securities |  |  | - |  |  |  | 495,700 |  |  |  | - |  |  |  | - |  |  |  | 645,400 |  |  |  | - |  |  |  | - |  |  |  | 297,700 |  |  |  | - |
Non-public variable rate debt |  |  | - |  |  |  | 375,000 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 290,000 |  |  |  | - |
Acquisition related contingent consideration |  |  | - |  |  |  | - |  |  |  | 228,768 |  |  |  | - |  |  |  | - |  |  |  | 136,570 |  |  |  | - |  |  |  | - |  |  |  | 94,068 |
The Company maintains a non-qualified deferred compensation plan for certain executives and other highly compensated employees. The investment assets are held in mutual funds. The fair value of the mutual funds is based on the quoted market value of the securities held within the funds (Level 1). The related deferred compensation liability represents the fair value of the investment assets. The fair values of the Company’s commodity hedging agreements are based upon rates from public commodity exchanges that are observable and quoted periodically over the full term of the agreement and are considered Level 2 items. The fair value estimates of the Company’s debt are classified as Level 2. Public and non-public debt is valued using quoted market prices of the debt or debt with similar characteristics. Under the CBAs the Company entered into in 2016, 2015 and 2014, the Company makes a quarterly sub-bottling payment to CCR on a continuing basis for the grant of exclusive rights to distribute, promote, market and sell specified covered beverages and beverage products in the acquired territories. This acquisition related contingent consideration is valued using a probability weighted discounted cash flow model based on internal forecasts and the WACC derived from market data, which are considered Level 3 inputs. Each reporting period, the Company adjusts its acquisition related contingent consideration liability related to the territory expansion to fair value by discounting future expected sub-bottling payments required under the CBAs using the Company’s estimated WACC. These future expected sub-bottling payments extend through the life of the related distribution assets acquired in each expansion territory, which is generally 40 years. As a result, the fair value of the acquisition related contingent consideration liability is impacted by the Company’s WACC, management’s estimate of the amounts that will be paid in the future under the CBAs, and current sub-bottling payments (all Level 3 inputs). Changes in any of these Level 3 inputs, particularly the underlying risk-free interest rate used to estimate the Company’s WACC, could result in material changes to the fair value of the acquisition related contingent consideration and could materially impact the amount of noncash expense (or income) recorded each reporting period. The acquisition related contingent consideration is the Company’s only Level 3 asset or liability. A reconciliation of the activity is as follows:
|  | Second Quarter |  |  | First Half |
In Thousands |  | 2016 |  |  | 2015 |  |  | 2016 |  |  | 2015 |
Opening balance |  | $ | 177,933 |  |  | $ | 98,505 |  |  | $ | 136,570 |  |  | $ | 46,850 |
Increase due to acquisitions |  |  | 36,868 |  |  |  | 3,029 |  |  |  | 68,039 |  |  |  | 50,312 |
Payments/accruals |  |  | (2,307 | ) |  |  | (1,388 | ) |  |  | (9,266 | ) |  |  | (2,105 | )
Fair value adjustment - (income) expense |  |  | 16,274 |  |  |  | (6,078 | ) |  |  | 33,425 |  |  |  | (989 | )
Ending balance |  | $ | 228,768 |  |  | $ | 94,068 |  |  | $ | 228,768 |  |  | $ | 94,068 |
As of July 3, 2016 and June 28, 2015, the Company has recorded a liability of $228.8 million and $94.1 million, respectively, to reflect the estimated fair value of the contingent consideration related to the future sub-bottling payments. The contingent consideration was valued using a probability weighted discounted cash flow model based on internal forecasts and the WACC derived from market data. The contingent consideration is reassessed and adjusted to fair value each quarter through other income (expense) on the Company’s consolidated statements of operations. During Q2 2016 and YTD 2016, the Company recorded an unfavorable fair value adjustment to the contingent consideration liability of $16.3 million and $33.4 million, respectively, primarily due to updated projections and a change in the risk-free interest rate. During Q2 2015 and YTD 2015, the Company recorded a favorable fair value adjustment to the contingent consideration liability of $6.0 million and $1.0 million, respectively, primarily due to updated projections and a change in the risk-free interest rate. There were no transfers of assets or liabilities between Levels in any period presented.

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- Definition The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 820 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=66048111&loc=d3e19207-110258 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 825 -SubTopic 10 -Section 50 -Paragraph 30 -URI http://asc.fasb.org/extlink&oid=6957238&loc=d3e14172-108612 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 825 -SubTopic 10 -Section 50 -Paragraph 28 -URI http://asc.fasb.org/extlink&oid=6957238&loc=d3e14064-108612 Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 825 -SubTopic 10 -Section 50 -Paragraph 21 -URI http://asc.fasb.org/extlink&oid=73719730&loc=d3e13537-108611 Reference 5: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 825 -SubTopic 10 -Section 50 -Paragraph 16 -URI http://asc.fasb.org/extlink&oid=73719730&loc=d3e13504-108611 Reference 6: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 825 -SubTopic 10 -Section 50 -Paragraph 10 -URI http://asc.fasb.org/extlink&oid=73719730&loc=d3e13433-108611 + Details
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