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Accounting Policies (Policies) | 12 Months Ended
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Dec. 31, 2013
Accounting Policies |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its majority and wholly owned subsidiaries. Upon consolidation, all significant intercompany accounts and transactions are eliminated.
Cash Equivalents | Cash Equivalents Cash equivalents consist of instruments with remaining maturities of three months or less at the date of purchase and consist primarily of certificates of deposit and money market funds, for which the carrying amount is a reasonable estimate of fair value.
Investment Securities | Investment Securities Investment securities at December 31, 2012 consisted of certificates of deposit with original maturities of greater than three months. The Company did not hold investment securities at December 31, 2013. Trading securities are recorded at fair value. The Company determines the fair value by obtaining market value when available from quoted prices in active markets. In the absence of quoted prices, the Company uses other inputs to determine the fair value of the investments. All changes in the fair value as well as any realized gains and losses from the sale of the securities are recorded when incurred to the consolidated statements of operations as other income or expense.
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts Allowance for doubtful accounts includes reserves for bad debts, sales returns and allowances and cash discounts. The Company analyzes the aging of accounts receivable, individual accounts receivable, historical bad debts, concentration of receivables by customer, customer credit worthiness, current economic trends, and changes in customer payment terms. The Company specifically analyzes individual accounts receivable and establishes specific reserves against financially troubled customers. In addition, factors are developed in certain regions utilizing historical trends of sales and returns and allowances and cash discount activities to derive a reserve for returns and allowances and cash discounts.
Concentration of Credit | Concentration of Credit The Company sells products to a diversified customer base and, therefore, has no significant concentrations of credit risk. In 2013 and 2012, no customer accounted for 10% or more of the Company's total sales.
Inventories | Inventories Inventories are stated at the lower of cost (using primarily the first-in, first-out method) or market. Market value is determined by replacement cost or net realizable value. Historical usage is used as the basis for determining the reserve for excess or obsolete inventories.
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill is recorded when the consideration paid for acquisitions exceeds the fair value of net tangible and intangible assets acquired. Goodwill and other intangible assets with indefinite useful lives are not amortized, but rather are tested at least annually for impairment. The test for 2013 was performed as of October 27, 2013.
Impairment of Goodwill and Long-Lived Assets | Impairment of Goodwill and Long-Lived Assets The changes in the carrying amount of goodwill by geographic segment are as follows:
|  | Year Ended December 31, 2013 |
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|  | Gross Balance |  | Accumulated Impairment Losses |  | Net Goodwill |
|  | Balance January 1, 2013 |  | Acquired During the Period |  | Foreign Currency Translation and Other |  | Balance December 31, 2013 |  | Balance January 1, 2013 |  | Impairment Loss During the Period |  | Balance December 31, 2013 |  | December 31, 2013 |
|  | (in millions) |
Americas |  | $ | 225.6 |  | $ | — |  | $ | (0.9 | ) | $ | 224.7 |  | $ | (24.2 | ) | $ | (0.3 | ) | $ | (24.5 | ) | $ | 200.2 |
EMEA |  |  | 289.7 |  |  | — |  |  | 11.6 |  |  | 301.3 |  |  | — |  |  | — |  |  | — |  |  | 301.3 |
Asia Pacific |  |  | 12.9 |  |  | — |  |  | 0.4 |  |  | 13.3 |  |  | — |  |  | — |  |  | — |  |  | 13.3 |
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Total |  | $ | 528.2 |  | $ | — |  | $ | 11.1 |  | $ | 539.3 |  | $ | (24.2 | ) | $ | (0.3 | ) | $ | (24.5 | ) | $ | 514.8 |
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|  | Year Ended December 31, 2012 |
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|  | Gross Balance |  | Accumulated Impairment Losses |  | Net Goodwill |
|  | Balance January 1, 2012 |  | Acquired During the Period |  | Foreign Currency Translation and Other |  | Balance December 31, 2012 |  | Balance January 1, 2012 |  | Impairment Loss During the Period |  | Balance December 31, 2012 |  | December 31, 2012 |
|  | (in millions) |
Americas |  | $ | 213.8 |  | $ | 11.7 |  | $ | 0.1 |  | $ | 225.6 |  | $ | (23.2 | ) | $ | (1.0 | ) | $ | (24.2 | ) | $ | 201.4 |
EMEA |  |  | 281.1 |  |  | — |  |  | 8.6 |  |  | 289.7 |  |  | — |  |  | — |  |  | — |  |  | 289.7 |
Asia Pacific |  |  | 12.7 |  |  | — |  |  | 0.2 |  |  | 12.9 |  |  | — |  |  | — |  |  | — |  |  | 12.9 |
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Total |  | $ | 507.6 |  | $ | 11.7 |  | $ | 8.9 |  | $ | 528.2 |  | $ | (23.2 | ) | $ | (1.0 | ) | $ | (24.2 | ) | $ | 504.0 |
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Goodwill is tested for impairment at least annually or more frequently if events or circumstances indicate that it is "more likely than not" that goodwill might be impaired, such as a change in business conditions. The Company performs its annual goodwill impairment assessment in the fourth quarter of each year. The Company determined that the future prospects for its Blue Ridge Atlantic Enterprises, Inc. (BRAE) reporting unit in the Americas were lower than originally estimated as future sales growth expectations had been reduced a number of times since the 2010 acquisition of BRAE. The Company recorded pre-tax goodwill impairment charges of $0.3 million, $1.0 million and $1.2 million in 2013, 2012 and 2011, respectively, for that reporting unit. The BRAE goodwill balance was fully impaired in 2013. The goodwill impairment charges were offset by the reduction in anticipated earnout payments of equal amounts, with no remaining earnout liability as of December 31, 2013. The Company estimated the fair value of the reporting unit using the expected present value of future cash flows. As of October 28, 2012, which was the previous annual impairment analysis date, the fair value of the EMEA reporting unit exceeded the carrying value by approximately 40%. The EMEA reporting unit represents the EMEA geographic segment excluding the Blücher reporting unit. During the six months ended June 30, 2013, operating results for the EMEA reporting unit had been hindered by the downturn in the economic environment in Europe and continued to fall below the expected operating results and growth rates used in the calculation of the present value of future cash flow projections, triggering the decision to update the impairment analysis. As a result of the fair value assessment, it was determined that the fair value of the EMEA reporting unit decreased from the prior year but continued to exceed its carrying value as of June 30, 2013. An updated fair value assessment was performed at the annual impairment date of October 27, 2013. The updated fair value assessment determined that the fair value of the EMEA reporting continued to exceed its carrying value by approximately 20% in 2013. On January 31, 2012, the Company completed the acquisition of tekmar Control Systems (tekmar) in a share purchase transaction. The initial purchase price paid was CAD $18.0 million, with post-closing adjustments related to working capital and an earnout based on the attainment of certain future earnings levels. The initial purchase price paid was equal to approximately $17.8 million based on the exchange rate of Canadian dollar to U.S. dollar as of January 31, 2012. The total purchase price will not exceed CAD $26.2 million. The Company accounted for the transaction as a business combination. In January 2013, the Company completed a purchase price allocation that resulted in the recognition of $11.7 million in goodwill and $10.1 million in intangible assets (see Note 5). Indefinite-lived intangibles are tested for impairment at least annually or more frequently if events or circumstances, such as a change in business conditions, indicate that it is "more likely than not" that the intangible asset might be impaired. The Company performs its annual indefinite-lived intangibles impairment assessment in the fourth quarter of each year. For the 2013, 2012 and 2011 impairment assessments, the Company performed quantitative assessments for all indefinite-lived intangible assets. The methodology employed was the relief from royalty method, a subset of the income approach. Based on the results of the assessment the Company recognized non-cash pre-tax impairment charges in 2013, 2012 and 2011 of approximately $0.7 million, $0.4 million and $1.4 million, respectively. The impairment charge of $0.7 million in 2013 consists of a $0.3 million impairment charge for a trade name in the Americas segment and a $0.4 million impairment charge for two trade names in the EMEA segment. The gross carrying amount in the table below reflects the impairment charges. Intangible assets with estimable lives and other long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability of intangible assets with estimable lives and other long-lived assets is measured by a comparison of the carrying amount of an asset or asset group to future net undiscounted pretax cash flows expected to be generated by the asset or asset group. If these comparisons indicate that an asset is not recoverable, the impairment loss recognized is the amount by which the carrying amount of the asset or asset group exceeds the related estimated fair value. Estimated fair value is based on either discounted future pretax operating cash flows or appraised values, depending on the nature of the asset. The Company determines the discount rate for this analysis based on the weighted average cost of capital based on the market and guideline public companies for the related businesses and does not allocate interest charges to the asset or asset group being measured. Judgment is required to estimate future operating cash flows. Intangible assets include the following:
|  | December 31, |
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|  | 2013 |  | 2012 |
|  | Gross Carrying Amount |  | Accumulated Amortization |  | Net Carrying Amount |  | Gross Carrying Amount |  | Accumulated Amortization |  | Net Carrying Amount |
|  | (in millions) |
Patents |  | $ | 16.6 |  | $ | (12.6 | ) | $ | 4.0 |  | $ | 16.5 |  | $ | (11.7 | ) | $ | 4.8 |
Customer relationships |  |  | 133.0 |  |  | (76.4 | ) |  | 56.6 |  |  | 131.4 |  |  | (65.9 | ) |  | 65.5 |
Technology |  |  | 26.9 |  |  | (10.9 | ) |  | 16.0 |  |  | 27.4 |  |  | (9.0 | ) |  | 18.4 |
Trade names |  |  | 13.7 |  |  | (3.0 | ) |  | 10.7 |  |  | 13.5 |  |  | (1.8 | ) |  | 11.7 |
Other |  |  | 8.8 |  |  | (5.6 | ) |  | 3.2 |  |  | 8.7 |  |  | (5.5 | ) |  | 3.2 |
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Total amortizable intangibles |  |  | 199.0 |  |  | (108.5 | ) |  | 90.5 |  |  | 197.5 |  |  | (93.9 | ) |  | 103.6 |
Indefinite-lived intangible assets |  |  | 41.9 |  |  | — |  |  | 41.9 |  |  | 41.8 |  |  | — |  |  | 41.8 |
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Total |  | $ | 240.9 |  | $ | (108.5 | ) | $ | 132.4 |  | $ | 239.3 |  | $ | (93.9 | ) | $ | 145.4 |
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Aggregate amortization expense for amortized intangible assets for 2013, 2012 and 2011 was $14.7 million, $15.4 million and $15.8 million, respectively. Additionally, future amortization expense on amortizable intangible assets is expected to be $14.9 million for 2014, $14.7 million for 2015, $14.2 million for 2016, $13.8 million for 2017, and $10.0 million for 2018. Amortization expense is provided on a straight-line basis over the estimated useful lives of the intangible assets. The weighted-average remaining life of total amortizable intangible assets is 8.4 years. Patents, customer relationships, technology, trade names and other amortizable intangibles have weighted-average remaining lives of 5.6 years, 5.6 years, 11.4 years, 10.9 years and 40.2 years, respectively. Indefinite-lived intangible assets primarily include trade names and trademarks.
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are recorded at cost. Depreciation is provided on a straight-line basis over the estimated useful lives of the assets, which range from 10 to 40 years for buildings and improvements and 3 to 15 years for machinery and equipment.
Taxes, Other than Income Taxes | Taxes, Other than Income Taxes Taxes assessed by governmental authorities on sale transactions are recorded on a net basis and excluded from sales in the Company's consolidated statements of operations.
Income Taxes | Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company recognizes tax benefits when the item in question meets the more-likely-than-not (greater than 50% likelihood of being sustained upon examination by the taxing authorities) threshold. During 2013, due to the completion of the federal audit, unrecognized tax benefits decreased by approximately $3.7 million related to an adjustment to temporary differences that did not impact overall income tax expense. As of December 31, 2013, the Company had gross unrecognized tax benefits of approximately $0.8 million, approximately $0.2 million of which, if recognized, would affect the effective tax rate. The difference between the amount of unrecognized tax benefits and the amount that would affect the effective tax rate consists of the federal tax benefit of state income tax items as well as a liability related to the 2011 acquisition of Danfoss Socla S.A.S (Socla) in France that will be recoverable under the terms of the acquisition agreement. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:
|  | (in millions) |
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Balance at January 1, 2013 |  | $ | 4.6 |
Increases related to prior year tax positions |  |  | 0.1 |
Decreases related to prior year tax positions |  |  | (0.2 | )
Settlements |  |  | (3.7 | )
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Balance at December 31, 2013 |  | $ | 0.8 |
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In February 2013, the United States Internal Revenue Service concluded an audit of the Company's 2009, 2010 and 2011 tax years. The Company conducts business in a variety of locations throughout the world resulting in tax filings in numerous domestic and foreign jurisdictions. The Company is subject to tax examinations regularly as part of the normal course of business. The Company's major jurisdictions are the U.S., Canada, China, Netherlands, U.K., Germany, Italy and France. With few exceptions the Company is no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations for years before 2007. The statute of limitations in our major jurisdictions is open in the U.S. for the year 2010 and later; in Canada for 2009 and later; and in the Netherlands for 2012 and later. The Company accounts for interest and penalties related to uncertain tax positions as a component of income tax expense.
Foreign Currency Translation | Foreign Currency Translation The financial statements of subsidiaries located outside the United States generally are measured using the local currency as the functional currency. Balance sheet accounts, including goodwill, of foreign subsidiaries are translated into United States dollars at year-end exchange rates. Income and expense items are translated at weighted average exchange rates for each period. Net translation gains or losses are included in other comprehensive income, a separate component of stockholders' equity. The Company does not provide for U.S. income taxes on foreign currency translation adjustments since it does not provide for such taxes on undistributed earnings of foreign subsidiaries. Gains and losses from foreign currency transactions of these subsidiaries are included in net earnings.
Stock-Based Compensation, Former Chief Executive Officer Separation Costs and Former Chief Financial Officer Retention Costs | Stock-Based Compensation, Former Chief Executive Officer Separation Costs and Former Chief Financial Officer Retention Costs The Company records compensation expense in the financial statements for share-based awards based on the grant date fair value of those awards. Stock-based compensation expense includes an estimate for pre-vesting forfeitures and is recognized over the requisite service periods of the awards on a straight-line basis, which is generally commensurate with the vesting term. The benefits associated with tax deductions in excess of recognized compensation cost are reported as a financing cash flow. At December 31, 2013, the Company had two stock-based compensation plans with total unrecognized compensation costs related to unvested stock-based compensation arrangements of approximately $20.8 million and a total weighted average remaining term of 2.5 years. Included in the $20.8 million of unrecognized compensation costs is $4.5 million related to equity awards previously granted to David J. Coghlan, the Company's former Chief Executive Officer, which will not be recognized. Refer to Note 18 for details on Mr. Coghlan's resignation on January 9, 2014. For 2013, 2012 and 2011, the Company recognized compensation costs related to stock-based programs of approximately $9.6 million, $5.8 million and $5.3 million, respectively, in selling, general and administrative expenses. The Company recorded approximately $1.2 million of tax benefits during 2013 and $0.7 million in 2012 and 2011 for the compensation expense relating to its stock options. For 2013, 2012 and 2011, the Company recorded approximately $1.9 million, $1.4 million and $1.5 million, respectively, of tax benefit for its other stock-based plans. For 2013, 2012 and 2011, the recognition of total stock-based compensation expense impacted both basic and diluted net income per common share by $0.14, $0.10 and $0.09, respectively. On May 23, 2012, William C. McCartney resigned from his position as Chief Financial Officer of the Company. Pursuant to the retention agreement entered into with Mr. McCartney, the Company recorded a charge of $1.5 million over the retention period, consisting of cash payments of $0.7 million and a non-cash charge of $0.8 million for the modification of stock options and restricted stock awards On January 26, 2011, Patrick S. O'Keefe resigned from his positions as Chief Executive Officer, President and Director. Pursuant to a separation agreement, the Company recorded a charge of $6.3 million consisting of $3.3 million in expected cash severance and a non-cash charge of $3.0 million for the modification of stock options and restricted stock awards.
Net Income Per Common Share | Net Income Per Common Share Basic net income per common share is calculated by dividing net income by the weighted average number of common shares outstanding. The calculation of diluted income per share assumes the conversion of all dilutive securities (see Note 12). Net income and number of shares used to compute net income per share, basic and assuming full dilution, are reconciled below:
|  | Years Ended December 31, |
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|  | 2013 |  | 2012 |  | 2011 |
|  | Net Income |  | Shares |  | Per Share Amount |  | Net Income |  | Shares |  | Per Share Amount |  | Net Income |  | Shares |  | Per Share Amount |
|  | (Amounts in millions, except per share information) |
Basic EPS |  | $ | 58.6 |  |  | 35.5 |  | $ | 1.65 |  | $ | 68.4 |  |  | 36.0 |  | $ | 1.90 |  | $ | 66.4 |  |  | 37.3 |  | $ | 1.78 |
Dilutive securities, principally common stock options |  |  | — |  |  | 0.1 |  |  | — |  |  | — |  |  | 0.1 |  |  | — |  |  | — |  |  | 0.2 |  |  | — |
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Diluted EPS |  | $ | 58.6 |  |  | 35.6 |  | $ | 1.65 |  | $ | 68.4 |  |  | 36.1 |  | $ | 1.90 |  | $ | 66.4 |  |  | 37.5 |  | $ | 1.78 |
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The computation of diluted net income per share for the years ended December 31, 2013, 2012 and 2011 excludes the effect of the potential exercise of options to purchase approximately 0.2 million, 0.2 million and 0.7 million shares, respectively, because the exercise price of the option was greater than the average market price of the Class A common stock and the effect would have been anti-dilutive. On April 30, 2013, the Board of Directors authorized the repurchase of up to $90.0 million of the Company's Class A common stock from time to time on the open market or in privately negotiated transactions. The timing and number of any shares repurchased will be determined by the Company's management based on its evaluation of market conditions. Repurchases may also be made under a Rule 10b5-1 plan, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The repurchase program may be suspended or discontinued at any time, subject to the terms of any Rule 10b5-1 plan the Company may enter into with respect to the repurchase program. During the year ended December 31, 2013, the Company repurchased approximately 454,000 shares of Class A common stock at a cost of approximately $23.0 million. On May 16, 2012, the Board of Directors authorized a stock repurchase program of up to two million shares of the Company's Class A common stock. The stock repurchase program was completed in July 2012, as the Company repurchased the entire two million shares of Class A common stock at a cost of approximately $65.8 million. On August 2, 2011, the Board of Directors authorized a stock repurchase program. Under the program, the Company was authorized to repurchase up to one million shares of our Class A common stock. During the three months ended October 2, 2011, the Company repurchased the entire one million shares at a cost of $27.2 million.
Financial Instruments | Financial Instruments In the normal course of business, the Company manages risks associated with commodity prices, foreign exchange rates and interest rates through a variety of strategies, including the use of hedging transactions, executed in accordance with the Company's policies. The Company's hedging transactions include, but are not limited to, the use of various derivative financial and commodity instruments. As a matter of policy, the Company does not use derivative instruments unless there is an underlying exposure. Any change in value of the derivative instruments would be substantially offset by an opposite change in the value of the underlying hedged items. The Company does not use derivative instruments for trading or speculative purposes. Derivative instruments may be designated and accounted for as either a hedge of a recognized asset or liability (fair value hedge) or a hedge of a forecasted transaction (cash flow hedge). For a fair value hedge, both the effective and ineffective portions of the change in fair value of the derivative instrument, along with an adjustment to the carrying amount of the hedged item for fair value changes attributable to the hedged risk, are recognized in earnings. For a cash flow hedge, changes in the fair value of the derivative instrument that are highly effective are deferred in accumulated other comprehensive income or loss until the underlying hedged item is recognized in earnings. There were no cash flow hedges as of December 31, 2013 or December 31, 2012. If a fair value or cash flow hedge were to cease to qualify for hedge accounting or be terminated, it would continue to be carried on the balance sheet at fair value until settled, but hedge accounting would be discontinued prospectively. If a forecasted transaction were no longer probable of occurring, amounts previously deferred in accumulated other comprehensive income would be recognized immediately in earnings. On occasion, the Company may enter into a derivative instrument that does not qualify for hedge accounting because it is entered into to offset changes in the fair value of an underlying transaction which is required to be recognized in earnings (natural hedge). These instruments are reflected in the Consolidated Balance Sheets at fair value with changes in fair value recognized in earnings. Foreign currency derivatives include forward foreign exchange contracts primarily for Canadian dollars. Metal derivatives include commodity swaps for copper. Portions of the Company's outstanding debt are exposed to interest rate risks. The Company monitors its interest rate exposures on an ongoing basis to maximize the overall effectiveness of its interest rates.
Fair value Measurements | Fair Value Measurements 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. An entity is required to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. The Company has certain financial assets and liabilities that are measured at fair value on a recurring basis and certain nonfinancial assets and liabilities that may be measured at fair value on a nonrecurring basis. The fair value disclosures of these assets and liabilities are based on a three-level hierarchy, which is defined as follows:
Level 1 |  | Quoted prices in active markets for identical assets or liabilities that the entity has the ability to access at the measurement date.
Level 2 |  | Observable inputs other than Level 1 prices, 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.
Assets and liabilities subject to this hierarchy are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability.
Shipping and Handling | Shipping and Handling Shipping and handling costs included in selling, general and administrative expense amounted to $38.4 million, $37.0 million and $36.9 million for the years ended December 31, 2013, 2012 and 2011, respectively.
Research and Development | Research and Development Research and development costs included in selling, general, and administrative expense amounted to $21.5 million, $20.4 million and $20.5 million for the years ended December 31, 2013, 2012 and 2011, respectively.
Revenue Recognition | Revenue Recognition The Company recognizes revenue when all of the following criteria have been met: the Company has entered into a binding agreement, the product has been shipped and title passes, the sales price to the customer is fixed or is determinable, and collectability is reasonably assured. Provisions for estimated returns and allowances are made at the time of sale, and are recorded as a reduction of sales and included in the allowance for doubtful accounts in the Consolidated Balance Sheets. The Company records provisions for sales incentives (primarily volume rebates), as an adjustment to net sales, at the time of sale based on estimated purchase targets.
Basis of Presentation | Basis of Presentation Certain amounts in the 2012 and 2011 consolidated financial statements have been reclassified to permit comparison with the 2013 presentation. These reclassifications had no effect on reported results of operations or stockholders' equity.
Estimates | Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
New Accounting Standards | New Accounting Standards In July 2013, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists" which is intended to eliminate the diversity in practice in the presentation of unrecognized tax benefits in those instances. ASU 2013-11 is effective for fiscal years and interim periods beginning after December 15, 2013, with early adoption permitted. The adoption of this guidance is not expected to have a material impact on the Company's financial statements. In March 2013, the FASB issued ASU No. 2013-05, "Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity." This ASU is intended to eliminate diversity in practice on the release of cumulative translation adjustment into net income when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest. In addition, the amendments in this ASU resolve the diversity in practice for the treatment of business combinations achieved in stages (sometimes also referred to as step acquisitions) involving a foreign entity. The provisions of this ASU are effective for interim and annual periods beginning after December 15, 2013, with early adoption permitted, and must be applied prospectively. The Company early adopted the ASU in 2013. The adoption of this guidance has not had a material impact on the Company's financial statements. In February 2013, the FASB issued ASU 2013-02, "Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income" which requires additional disclosures about amounts reclassified out of OCI by component, either on the face of the income statement or as a separate footnote to the financial statements. ASU 2013-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2012. The adoption of this guidance has not had a material impact on the Company's financial statements.

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- Definition Disclosure of accounting policy for stock option and stock incentive plans. This disclosure may include (1) the types of stock option or incentive plans sponsored by the entity (2) the groups that participate in (or are covered by) each plan (3) significant plan provisions and (4) how stock compensation is measured, and the methodologies and significant assumptions used to determine that measurement. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=6367646&loc=d3e18780-107790 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (b),(f) -URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5070-113901 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -URI http://asc.fasb.org/subtopic&trid=2228939 + Details
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- Definition Disclosure of accounting policy for the classification of shipping and handling costs, including whether the costs are included in cost of sales or included in other income statement accounts. If shipping and handling fees are significant and are not included in cost of sales, disclosure includes both the amounts of such costs and the line item on the income statement which includes such costs. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=6367646&loc=d3e18780-107790 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=6367646&loc=d3e18726-107790 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 605 -SubTopic 45 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=6408196&loc=d3e61069-111654 Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Glossary Handling Costs -URI http://asc.fasb.org/extlink&oid=6514758 Reference 5: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 605 -SubTopic 45 -Section 45 -Paragraph 20 -URI http://asc.fasb.org/extlink&oid=21915142&loc=d3e60635-111653 Reference 6: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 605 -SubTopic 45 -Section S99 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=6408413&loc=d3e221937-122793 Reference 7: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Glossary Shipping Costs -URI http://asc.fasb.org/extlink&oid=6525344 + Details
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- Definition Disclosure of accounting policy for the use of estimates in the preparation of financial statements in conformity with generally accepted accounting principles. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 275 -SubTopic 10 -Section 50 -Paragraph 9 -URI http://asc.fasb.org/extlink&oid=6927468&loc=d3e6143-108592 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 275 -SubTopic 10 -Section 50 -Paragraph 8 -URI http://asc.fasb.org/extlink&oid=6927468&loc=d3e6132-108592 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 275 -SubTopic 10 -Section 50 -Paragraph 4 -URI http://asc.fasb.org/extlink&oid=6927468&loc=d3e6061-108592 + Details
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- Definition Describes how an entity determines the level of its allowance for doubtful accounts for its trade and other accounts receivable balances, and when impairments, charge-offs or recoveries are recognized. The description identifies the factors that influence management's establishment of the level of the allowance and may also include discussion of the risk elements relevant to particular categories of receivables. + References No definition available. + Details
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