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Fair Value Measurements | 12 Months Ended
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Oct. 31, 2012
Fair Value Measurements [Abstract] |
Fair Value measurements | 15. Fair Value Measurements A fair value measurement is determined based on the assumptions that a market participant would use in pricing an asset or liability. A three-tiered hierarchy draws distinctions between market participant assumptions based on (i) observable inputs such as quoted prices in active markets (Level 1), (ii) inputs other than quoted prices in active markets that are observable either directly or indirectly (Level 2) and (iii) unobservable inputs that require the Company to use present value and other valuation techniques in the determination of fair value (Level 3). The following table sets forth our financial assets and liabilities as of October 31, 2012 that are measured on a recurring basis during the period, segregated by level within the fair value hierarchy:
|  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Total |
|  | (All amounts are presented in thousands) |
Assets at fair value: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Investment in Limoneira Company (1) |  | $ | 38,841 |  |  |  | — |  |  |  | — |  |  | $ | 38,841 |
Total assets at fair value |  | $ | 38,841 |  |  | $ | — |  |  | $ | — |  |  | $ | 38,841 |
(1) | The investment in Limoneira Company consists of marketable securities in the Limoneira Company stock. We currently own approximately 15% of Limoneira’s outstanding common stock. These securities are measured at fair value by quoted market prices. Limoneira’s stock price at October 31, 2012 and October 31, 2011 equaled $22.47 per share and $17.35 per share. Unrealized gains and losses are recognized through other comprehensive income. Unrealized investment holding gains arising during the year ended October 31, 2012 was $8.9 million. Unrealized investment holding losses arising during the year ended October 31, 2011 was $5.0 million. Unrealized investment holding gains arising during the year ended October 31, 2010 was $10.8 million.
|  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Total |
|  | (All amounts are presented in thousands) |
Liabilities at fair value: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Salsa Lisa contingent consideration (2) |  |  | — |  |  |  | — |  |  | $ | 857 |  |  | $ | 857 |
RFG contingent consideration (2) |  |  | — |  |  |  | — |  |  |  | 2,322 |  |  |  | 2,322 |
Total liabilities at fair value |  | $ | — |  |  | $ | — |  |  | $ | 3,179 |  |  | $ | 3,179 |
(2) | Each period, we revalue our contingent consideration obligations to their fair value and record increases or decreases in the fair value into selling, general and administrative expense. Increases or decreases in the fair value of the contingent consideration obligations can result from changes in the assumed timing and amount of revenue and expense estimates, changes in the probability of payment scenarios, as well as changes in capital market conditions, which impact the discount rate used in the Fair Valuation. Significant judgment is employed in determining the appropriateness of these assumptions as of the acquisition date and for each subsequent period. Accordingly, future business and economic conditions, as well as changes in any of the assumptions described above, can materially impact the amount of contingent consideration expense we record in any given period. Total net increase to the contingent considerations in fiscal year 2012 totaled $0.4 million. Total net decrease to the contingent considerations in fiscal year 2011 totaled $0.5 million. See Note 16 for further discussion.
The following is a reconciliation of the beginning and ending amounts of the contingent consideration for Salsa Lisa and RFG:
|  | Balance at 10/31/11 |  |  | Acquisition |  |  | Interest |  |  | Revalue Adjustment |  |  | Balance at 10/31/12 |
|  | (All amounts are presented in thousands) |
Salsa Lisa contingent consideration |  | $ | 978 |  |  | $ | — |  |  | $ | 56 |  |  | $ | (177 | ) |  | $ | 857 |
RFG contingent consideration |  |  | 1,652 |  |  |  | — |  |  |  | 73 |  |  |  | 597 |  |  |  | 2,322 |
Total |  | $ | 2,630 |  |  | $ | — |  |  | $ | 129 |  |  | $ | 420 |  |  | $ | 3,179 |
|  | Balance at 10/31/10 |  |  | Acquisition |  |  | Interest |  |  | Revalue Adjustment |  |  | Balance at 10/31/11 |
|  | (All amounts are presented in thousands) |
Salsa Lisa contingent consideration |  | $ | 1,521 |  |  | $ | — |  |  | $ | 70 |  |  | $ | (613 | ) |  | $ | 978 |
RFG contingent consideration |  |  | — |  |  |  | 1,543 |  |  |  | 31 |  |  |  | 78 |  |  |  | 1,652 |
Total |  | $ | 1,521 |  |  | $ | 1,543 |  |  | $ | 101 |  |  | $ | (535 | ) |  | $ | 2,630 |

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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 825 -SubTopic 10 -Section 50 -Paragraph 16 -URI http://asc.fasb.org/extlink&oid=7491637&loc=d3e13504-108611 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Statement of Financial Accounting Standard (FAS) -Number 107 -Paragraph 15C, 15D -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 Statement of Financial Accounting Standard (FAS) -Number 133 -Paragraph 44A, 44B -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 107 -Paragraph 15A -Subparagraph a-d -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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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=7491637&loc=d3e13433-108611 Reference 7: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Statement of Financial Accounting Standard (FAS) -Number 159 -Paragraph 17-22, 27, 28 -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. 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