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RETIREMENT AND DEFERRED COMPENSATION PLANS | 12 Months Ended
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Dec. 31, 2012
RETIREMENT AND DEFERRED COMPENSATION PLANS |
RETIREMENT AND DEFERRED COMPENSATION PLANS | NOTE 8 RETIREMENT AND DEFERRED COMPENSATION PLANS The Company has various noncontributory retirement plans covering certain of its domestic and foreign employees. Benefits under the Company's retirement plans are based on participants' years of service and annual compensation as defined by each plan. Annual cash contributions to fund pension costs accrued under the Company's domestic plans are generally at least equal to the minimum funding amounts required by the Employee Retirement Income Security Act of 1974, as amended (ERISA). Certain pension commitments under its foreign plans are also funded according to local requirements or at the Company's discretion. The following table presents the changes in the benefit obligations and plan assets for the most recent two years for the Company's domestic and foreign plans.
|  | Domestic Plans |  | Foreign Plans |
|  | 2012 |  | 2011 |  | 2012 |  | 2011 |
Change in benefit obligation: |  |  |  |  |  |  |  |  |  |  |  |  |
Benefit obligation at beginning of year |  | $ | 111,947 |  | $ | 86,186 |  | $ | 48,754 |  | $ | 46,673 |
Service cost |  |  | 7,217 |  |  | 5,436 |  |  | 2,244 |  |  | 2,018 |
Interest cost |  |  | 4,913 |  |  | 4,504 |  |  | 2,658 |  |  | 2,518 |
Business Acquired |  |  | — |  |  | — |  |  | 9,148 |  |  | — |
Curtailment/Settlement |  |  | — |  |  | — |  |  | — |  |  | (1,052 | )
Actuarial loss |  |  | 18,743 |  |  | 18,873 |  |  | 17,905 |  |  | 1,984 |
Benefits paid |  |  | (6,499 | ) |  | (3,052 | ) |  | (2,075 | ) |  | (1,509 | )
Foreign currency translation adjustment |  |  | — |  |  | — |  |  | 1,976 |  |  | (1,878 | )
Benefit obligation at end of year |  | $ | 136,321 |  | $ | 111,947 |  | $ | 80,610 |  | $ | 48,754 |
|  | Domestic Plans |  | Foreign Plans |
--- | --- | --- | --- | --- | ---
|  | 2012 |  | 2011 |  | 2012 |  | 2011 |
Change in plan assets: |  |  |  |  |  |  |  |  |  |  |  |  |
Fair value of plan assets at beginning of year |  | $ | 68,537 |  | $ | 60,442 |  | $ | 39,835 |  | $ | 38,383 |
Actual return on plan assets |  |  | 8,342 |  |  | (1,141 | ) |  | 1,547 |  |  | (310 | )
Employer contribution |  |  | 14,207 |  |  | 12,288 |  |  | 7,381 |  |  | 5,478 |
Business Acquired |  |  | — |  |  | — |  |  | 389 |  |  | — |
Settlements |  |  | — |  |  | — |  |  | — |  |  | (1,052 | )
Benefits paid |  |  | (6,499 | ) |  | (3,052 | ) |  | (2,075 | ) |  | (1,509 | )
Foreign currency translation adjustment |  |  | — |  |  | — |  |  | 799 |  |  | (1,155 | )
Fair value of plan assets at end of year |  | $ | 84,587 |  | $ | 68,537 |  | $ | 47,876 |  | $ | 39,835 |
Funded status at end of year |  | $ | (51,734 | ) | $ | (43,410 | ) | $ | (32,734 | ) | $ | (8,919 | )
The following table presents the funded status amounts recognized in the Company's Consolidated Balance Sheets as of December 31, 2012 and 2011.
|  | Domestic Plans |  | Foreign Plans |
--- | --- | --- | --- | --- | ---
|  | 2012 |  | 2011 |  | 2012 |  | 2011 |
Current liabilities |  | $ | (369 | ) | $ | (1,053 | ) | $ | (1,187 | ) | $ | (79 | )
Non-current liabilities |  |  | (51,365 | ) |  | (42,357 | ) |  | (31,547 | ) |  | (8,840 | )
|  | $ | (51,734 | ) | $ | (43,410 | ) | $ | (32,734 | ) | $ | (8,919 | )
The following table presents the amounts not recognized as components of periodic benefit cost that are recognized in accumulated other comprehensive loss as of December 31, 2012 and 2011.
|  | Domestic Plans |  | Foreign Plans |
--- | --- | --- | --- | --- | ---
|  | 2012 |  | 2011 |  | 2012 |  | 2011 |
Net actuarial loss |  | $ | 58,580 |  | $ | 46,428 |  | $ | 29,265 |  | $ | 11,434 |
Net prior service cost |  |  | 3 |  |  | 7 |  |  | 4,157 |  |  | 4,518 |
Tax effects |  |  | (21,969 | ) |  | (17,414 | ) |  | (10,788 | ) |  | (5,066 | )
|  | $ | 36,614 |  | $ | 29,021 |  | $ | 22,634 |  | $ | 10,886 |
Changes in benefit obligations and plan assets recognized in other comprehensive income in 2012 are as follows:
|  | Domestic Plans |  | Foreign Plans |
--- | --- | --- | --- | --- | ---
Current year actuarial loss |  | $ | (16,006 | ) | $ | (18,306 | )
Amortization of loss |  |  | 3,854 |  |  | 475 |
Amortization of prior service cost |  |  | 4 |  |  | 361 |
|  | $ | (12,148 | ) | $ | (17,470 | )
The following table presents the amounts in accumulated other comprehensive loss as of December 31, 2012 expected to be recognized as components of periodic benefit cost in 2013.
|  | Domestic Plans |  | Foreign Plans |
--- | --- | --- | --- | --- | ---
Amortization of net loss |  | $ | 5,081 |  | $ | 1,405 |
Amortization of prior service cost |  |  | 3 |  |  | 371 |
|  | $ | 5,084 |  | $ | 1,776 |
Components of net periodic benefit cost:
|  | Domestic Plans |
|  | 2012 |  | 2011 |  | 2010 |
Service cost |  | $ | 7,217 |  | $ | 5,436 |  | $ | 4,675 |
Interest cost |  |  | 4,913 |  |  | 4,504 |  |  | 4,106 |
Expected return on plan assets |  |  | (5,604 | ) |  | (4,790 | ) |  | (4,037 | )
Amortization of net loss |  |  | 3,854 |  |  | 1,652 |  |  | 628 |
Amortization of prior service cost |  |  | 4 |  |  | 4 |  |  | 4 |
Net periodic benefit cost |  | $ | 10,384 |  | $ | 6,806 |  | $ | 5,376 |
Settlement |  |  | — |  |  | — |  |  | — |
Total Net periodic benefit cost |  | $ | 10,384 |  | $ | 6,806 |  | $ | 5,376 |
|  | Foreign Plans |
--- | --- | --- | ---
|  | 2012 |  | 2011 |  | 2010 |
Service cost |  | $ | 2,244 |  | $ | 2,018 |  | $ | 1,677 |
Interest cost |  |  | 2,658 |  |  | 2,518 |  |  | 2,369 |
Expected return on plan assets |  |  | (1,538 | ) |  | (1,753 | ) |  | (1,414 | )
Amortization of net loss |  |  | 475 |  |  | 836 |  |  | 255 |
Amortization of prior service cost |  |  | 361 |  |  | 455 |  |  | 359 |
Net periodic benefit cost |  | $ | 4,200 |  | $ | 4,074 |  | $ | 3,246 |
Curtailment |  |  | — |  |  | — |  |  | — |
Total Net periodic benefit cost |  | $ | 4,200 |  | $ | 4,074 |  | $ | 3,246 |
The accumulated benefit obligation ("ABO") for the Company's domestic defined benefit pension plans was $118.8 million and $99.1 million at December 31, 2012 and 2011, respectively. The accumulated benefit obligation for the Company's foreign defined benefit pension plans was $63.6 million and $40.5 million at December 31, 2012 and 2011, respectively. The following table provides the projected benefit obligation ("PBO"), ABO, and fair value of plan assets for all pension plans with an ABO in excess of plan assets as of December 31, 2012 and 2011.
|  | Domestic Plans |  | Foreign Plans |
--- | --- | --- | --- | --- | ---
|  | 2012 |  | 2011 |  | 2012 |  | 2011 |
Projected benefit obligation |  | $ | 136,321 |  | $ | 111,947 |  | $ | 77,663 |  | $ | 32,896 |
Accumulated benefit obligation |  |  | 118,804 |  |  | 99,091 |  |  | 60,703 |  |  | 25,064 |
Fair value of plan assets |  |  | 84,587 |  |  | 68,537 |  |  | 44,930 |  |  | 24,280 |
The following table provides the PBO, ABO, and fair value of plan assets for all pension plans with a PBO in excess of plan assets as of December 31, 2012 and 2011.
|  | Domestic Plans |  | Foreign Plans |
--- | --- | --- | --- | --- | ---
|  | 2012 |  | 2011 |  | 2012 |  | 2011 |
Projected benefit obligation |  | $ | 136,321 |  | $ | 111,947 |  | $ | 77,663 |  | $ | 34,104 |
Accumulated benefit obligation |  |  | 118,804 |  |  | 99,091 |  |  | 60,703 |  |  | 25,923 |
Fair value of plan assets |  |  | 84,587 |  |  | 68,537 |  |  | 44,930 |  |  | 25,140 |
Assumptions:
|  | Domestic Plans |  | Foreign Plans |
|  | 2012 |  | 2011 |  | 2012 |  | 2011 |
Weighted-average assumptions used to determine benefit obligations at December 31: |  |  |  |  |  |  |  |  |  |  |  |  |
Discount rate |  |  | 3.80% |  |  | 4.40% |  |  | 3.19% |  |  | 5.10% |
Rate of compensation increase |  |  | 4.00% |  |  | 4.00% |  |  | 3.00% |  |  | 3.00% |
Weighted-average assumptions used to determine net periodic benefit cost for years ended December 31: |  |  |  |  |  |  |  |  |  |  |  |  |
Discount rate |  |  | 4.40% |  |  | 5.40% |  |  | 5.10% |  |  | 5.15% |
Expected long-term return on plan assets |  |  | 7.00% |  |  | 7.00% |  |  | 3.83% |  |  | 4.40% |
Rate of compensation increase |  |  | 4.00% |  |  | 4.00% |  |  | 3.00% |  |  | 3.00% |
The Company develops the expected long-term rate of return assumptions based on historical experience and by evaluating input from the plans' asset managers, including the managers' review of asset class return expectations and benchmarks, economic indicators and long-term inflation assumptions. In order to determine the 2013 net periodic benefit cost, the Company expects to use the December 31, 2012 discount rates, December 31, 2012 rates of compensation increase assumptions and the same assumed long-term returns on domestic and foreign plan assets used for the 2012 net periodic benefit cost. The Company's domestic and foreign pension plan weighted-average asset allocations at December 31, 2012 and 2011 by asset category are as follows: Plan Assets:
|  | Domestic Plans Assets at December 31, |  | Foreign Plans Assets at December 31, |
|  | 2012 |  | 2011 |  | 2012 |  | 2011 |
Equity securities |  |  | 60% |  |  | 60% |  |  | 6% |  |  | — |
Fixed income securities |  |  | 30% |  |  | 32% |  |  | 7% |  |  | 12% |
Infrastructure |  |  | 10% |  |  | 8% |  |  | — |  |  | — |
Money market |  |  | — |  |  | — |  |  | 11% |  |  | 15% |
Investment Funds |  |  | — |  |  | — |  |  | 76% |  |  | 73% |
Total |  |  | 100% |  |  | 100% |  |  | 100% |  |  | 100% |
The Company's investment strategy for its domestic and foreign pension plans is to maximize the long-term rate of return on plan assets within an acceptable level of risk. The investment policy strives to have assets sufficiently diversified so that adverse or unexpected results from one security type will not have an unduly detrimental impact on the entire portfolio and accordingly, establishes a target allocation for each asset category within the portfolio. The domestic plan asset allocation is reviewed on a quarterly basis and the foreign plan asset allocation is reviewed annually. Rebalancing occurs as needed to comply with the investment strategy. The domestic plan target allocation for 2013 is 60% equity securities and 40% fixed income securities and infrastructure. The foreign plan target allocation for 2013 is 70% investment funds, 26% fixed income securities, and 4% money market. Authoritative guidelines require the categorization of assets and liabilities into three levels based upon the assumptions (inputs) used to price the assets or liabilities. Level 1 provides the most reliable measure of fair value, whereas Level 3 generally requires significant management judgment. The three levels are defined as follows: • Level 1: Unadjusted quoted prices in active markets for identical assets and liabilities. • Level 2: Observable inputs other than those included in Level 1. For example, quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets. • Level 3: Unobservable inputs reflecting management's own assumptions about the inputs used in pricing the asset or liability.
|  | Domestic Fair Value Measurement at December 31, 2012 |  | Foreign Fair Value Measurement at December 31, 2012 |
--- | --- | --- | --- | --- | ---
(In Thousands $) |  | Total |  | (Level 1) |  | (Level 2) |  | (Level 3) |  | Total |  | (Level 1) |  | (Level 2) |  | (Level 3) |
Cash and Short Term Securities (a) |  | $ | 887 |  | $ | 887 |  | $ | — |  | $ | — |  | $ | 5,560 |  | $ | 5,560 |  | $ | — |  | $ | — |
USD |  |  | — |  |  | 887 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
EUR |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 5,560 |  |  | — |  |  | — |
Equity Securities (a) |  | $ | 42,523 |  | $ | 42,523 |  |  | — |  |  | — |  | $ | 2,739 |  | $ | 2,739 |  |  | — |  |  | — |
US Large Cap Equities |  |  | — |  |  | 17,142 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
US Small Cap Equities |  |  | — |  |  | 12,523 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
International Equities |  |  | — |  |  | 12,858 |  |  | — |  |  | — |  |  | — |  |  | 2,739 |  |  | — |  |  | — |
Core Fixed Income (a) |  | $ | 24,587 |  | $ | 24,587 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Corporate debts securities |  |  | — |  |  | — |  |  | — |  |  | — |  | $ | 3,187 |  | $ | 3,187 |  |  | — |  |  | — |
Emerging Market (a) |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 3,187 |  |  | — |  |  | — |
Hedge Fund (c) |  | $ | 8,575 |  |  | — |  |  | — |  | $ | 8,575 |  |  | — |  |  | — |  |  | — |  |  | — |
Investment Funds |  |  | — |  |  | — |  |  | — |  |  | — |  | $ | 36,390 |  | $ | 15,163 |  | $ | 21,227 |  |  | — |
Mutual Funds in Equities (a) |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 5,872 |  |  | — |  |  | — |
Mutual Funds Diversified (a&b) |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 9,291 |  |  | 21,227 |  |  | — |
Infrastructure (c) |  | $ | 8,015 |  |  | — |  |  | — |  | $ | 8,015 |  |  | — |  |  | — |  |  | — |  |  | — |
Total Investments |  | $ | 84,587 |  | $ | 67,997 |  | $ | — |  | $ | 16,590 |  | $ | 47,876 |  | $ | 26,649 |  | $ | 21,227 |  | $ | — |
|  | Domestic Fair Value Measurement at December 31, 2011 |  | Foreign Fair Value Measurement at December 31, 2011 |
--- | --- | --- | --- | --- | ---
(In Thousands $) |  | Total |  | (Level 1) |  | (Level 2) |  | (Level 3) |  | Total |  | (Level 1) |  | (Level 2) |  | (Level 3) |
Cash and Short Term Securities (a) |  | $ | 96 |  | $ | 96 |  | $ | — |  | $ | — |  | $ | 5,781 |  | $ | 5,781 |  | $ | — |  | $ | — |
USD |  |  | — |  |  | 96 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
EUR |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 5,781 |  |  | — |  |  | — |
Equity Securities (a) |  | $ | 33,264 |  | $ | 33,264 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
US Large Cap Equities |  |  | — |  |  | 14,215 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
US Small Cap Equities |  |  | — |  |  | 10,077 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
International Equities |  |  | — |  |  | 8,972 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Core Fixed Income (a) |  | $ | 22,010 |  | $ | 22,010 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Corporate debts securities |  |  | — |  |  | — |  |  | — |  |  | — |  | $ | 4,812 |  | $ | 4,812 |  |  | — |  |  | — |
Euro Corporate Bonds (a) |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 4,812 |  |  | — |  |  | — |
Hedge Fund (c) |  | $ | 7,497 |  |  | — |  |  | — |  | $ | 7,497 |  |  | — |  |  | — |  |  | — |  |  | — |
Investment Funds |  |  | — |  |  | — |  |  | — |  |  | — |  | $ | 29,242 |  | $ | 14,076 |  | $ | 15,166 |  |  | — |
Mutual Funds in Equities (a) |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 5,482 |  |  | — |  |  | — |
Mutual Funds Diversified (a&b) |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 8,594 |  |  | 15,166 |  |  | — |
Infrastructure (c) |  | $ | 5,670 |  |  | — |  |  | — |  | $ | 5,670 |  |  | — |  |  | — |  |  | — |  |  | — |
Total Investments |  | $ | 68,537 |  | $ | 55,370 |  | $ | — |  | $ | 13,167 |  | $ | 39,835 |  | $ | 24,669 |  | $ | 15,166 |  | $ | — |
(a) Based on third party quotation from financial institution. (b) Based on observable market transactions. (c) Based on a quarterly statement prepared by the fund manager that reflects contributions, distributions and realized/unrealized gains and losses. The following table sets forth a summary of changes in fair value of the pension plan investments classified as Level 3 for the year ended December 31, 2012.
|  |  | Infrastructure Fund |  | Hedge Fund |
--- | --- | --- | --- | --- | --- | ---
| Balance, 12/31/10 |  | $ | 5,472 |  | $ | 5,508 |
| Purchases, sales and settlements, net |  |  | — |  |  | 1,800 |
| Return on assets held |  |  | 347 |  |  | 189 |
| Admin fees and other |  |  | (149 | ) |  | — |
| Balance, 12/31/11 |  | $ | 5,670 |  | $ | 7,497 |
| Purchases, sales and settlements, net |  |  | 1,800 |  |  | 1,000 |
| Return on assets held |  |  | 696 |  |  | 78 |
| Admin fees and other |  |  | (151 | ) |  | — |
| Balance, 12/31/12 |  | $ | 8,015 |  | $ | 8,575 |
CONTRIBUTIONS Annual cash contributions to fund pension costs accrued under the Company's domestic plans are generally at least equal to the minimum funding amounts required by ERISA. The Company contributed $14.2 million to its domestic defined benefit plans in 2012 and although the Company has no minimum funding requirement for 2013, we plan to contribute between $10 million and $15 million in 2013. Contributions to fund pension costs accrued under the Company's foreign plans are made in accordance with local laws or at the Company's discretion. The Company contributed approximately $7.4 million to its foreign defined benefit plan in 2012 and expects to contribute approximately $4.3 million in 2013. ESTIMATED FUTURE BENEFIT PAYMENTS As of December 31, 2012, the Company expects the plans to make the following estimated benefit payments relating to its defined benefit plans over the next ten years:
|  | Domestic Plans |  | Foreign Plans |
2013 |  | $ | 8,194 |  | $ | 2,249 |
2014 |  |  | 7,652 |  |  | 1,766 |
2015 |  |  | 7,332 |  |  | 2,705 |
2016 |  |  | 7,763 |  |  | 2,975 |
2017 |  |  | 10,272 |  |  | 3,513 |
2018 – 2022 |  |  | 54,495 |  |  | 23,030 |
OTHER PLANS The Company has a non-qualified supplemental pension plan for domestic employees which provides for pension amounts that would have been payable from the Company's principal domestic pension plan if it were not for limitations imposed by income tax regulations. The liability for this plan, which is not funded, was $6.4 million and $4.3 million at December 31, 2012 and 2011, respectively. This amount is included in the liability for domestic plans shown above. The Company has a defined contribution 401(k) employee savings plan available to substantially all domestic employees. Company matching contributions are made in cash up to a maximum of 3% of the participating employee's salary subject to income tax regulations. For each of the years ended December 31, 2012, 2011 and 2010, total contributions made by the Company to these plans were approximately $2.6 million, $2.4 million and $2.1 million, respectively. The Company has several foreign defined contribution plans, which require the Company to contribute a percentage of the participating employee's salary according to local regulations. For each of the years ended December 31, 2012, 2011 and 2010, total contributions made by the Company to these plans were approximately $1.8 million, $1.9 million and $1.7 million, respectively. The Company has no additional postretirement or postemployment benefit plans.

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- Definition The entire disclosure for pension and other postretirement benefits. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Statement of Financial Accounting Standard (FAS) -Number 158 -Paragraph 7, 21, 22 -LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy. Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name FASB Staff Position (FSP) -Number FAS106-2 -Paragraph 20, 21, 22 -LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy. Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Implementation Guide (Q and A) -Number FAS88 -Paragraph 63 -LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy. Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Statement of Financial Accounting Standard (FAS) -Number 106 -Paragraph 518 -LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. 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