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Financial Instruments and Fair Value Measurements
9 Months Ended
Sep. 30, 2015
Financial Instruments and Fair Value Measurements [Abstract]  
Financial Instruments and Fair Value Measurements

(6) Financial Instruments and Fair Value Measurements

 

Financial Instruments

 

A financial instrument is cash or a contract that imposes an obligation to deliver, or conveys a right to receive cash or another financial instrument. The carrying values of cash and cash equivalents, accounts receivable and accounts payable are considered to be representative of fair value because of the short maturity of these instruments. 

 

Derivative Instruments and Hedging Activities

 

On September 30, 2015, the Company had open foreign currency forward contracts which are used solely for hedging and not for speculative purposes. Management believes that its use of these instruments to reduce risk is in the Company's best interest.  The counterparties to these financial instruments are financial institutions with investment grade credit ratings.

 

 

 

 

 

Foreign Currency Exchange Rate Risk

 

The Company conducts business internationally and therefore is exposed to foreign currency exchange rate risk. The Company uses derivative financial instruments as cash flow and fair value hedges to manage its exposure to fluctuations in foreign currency exchange rates by reducing the effect of such fluctuations on foreign currency denominated intercompany transactions, inventory purchases and other foreign currency exposures. The currencies hedged by the Company during 2015 and 2014 include the U.S. dollar, euro and Mexican peso.

 

These forward contracts were executed to hedge forecasted transactions and were accounted for as cash flow hedges. As such, the effective portion of the unrealized gain or loss was deferred and reported in the Company’s condensed consolidated balance sheets as a component of accumulated other comprehensive loss. The cash flow hedges were highly effective. The effectiveness of the transactions has been and will be measured on an ongoing basis using regression analysis and forecasted future purchases of the U.S. dollar and Mexican peso.

 

In certain instances, the foreign currency forward contracts do not qualify for hedge accounting or are not designated as hedges, and therefore are marked-to-market with gains and losses recognized in the Company's condensed consolidated statement of operations as a component of other (income) expense, net.

 

The Company's foreign currency forward contracts offset a portion of the gains and losses on the underlying foreign currency denominated transactions as follows:

 

Euro-denominated Foreign Currency Forward Contract

 

As of September 30, 2015 and December 31, 2014, the Company held a foreign currency forward contract with underlying notional amounts of $1,694 and $3,523, respectively, to reduce the exposure related to the Company's euro-denominated intercompany loans. This contract expires in December 2015. The euro-denominated foreign currency forward contract was not designated as a hedging instrument.  The Company recognized a loss of $9 and a gain of $1,064 for the three months ended September 30, 2015 and 2014, respectively, in the condensed consolidated statements of operations as a component of other (income) expense, net related to the euro-denominated contracts. The Company recognized a gain of $307 and $1,089, respectively, related to this contract for the nine months ended September 30, 2015 and 2014.

 

U.S. dollar-denominated Foreign Currency Forward Contracts – Cash Flow Hedges

 

The Company entered into on behalf of one of its European Electronics subsidiaries whose functional currency is the Swedish krona, U.S. dollar-denominated currency contracts with a notional amount at September 30, 2015 of $2,940 which expire ratably on a monthly basis from October 2015 through December 2015, compared to a notional amount of $11,718 at December 31, 2014.

 

The Company entered into on behalf of one of its European Electronics subsidiaries whose functional currency is the euro, U.S. dollar-denominated currency contracts with a notional amount at September 30, 2015 of $1,071 which expire ratably on a monthly basis from October 2015 through December 2015, compared to a notional amount of $4,266 at December 31, 2014.

 

On October 15, 2015 the Company entered into on behalf of one of its European Electronics subsidiaries whose functional currency is the Swedish krona, U.S. dollar-denominated currency contracts with a notional amount of $10,007 which expire ratably on a monthly basis from January 2016 through December 2016.  On the same date the Company also entered into on behalf of one of its European Electronics subsidiaries whose functional currency is the euro, U.S. dollar-denominated currency contracts with a notional amount of $2,421 which expire ratably on a monthly basis from January 2016 through December 2016. 

 

 

 

 

 

Mexican peso-denominated Foreign Currency Forward Contracts – Cash Flow Hedge

 

The Company holds Mexican peso-denominated foreign currency forward contracts with notional amounts at September 30, 2015 of $9,674 which expire ratably on a monthly basis from October 2015 through December 2016, compared to a notional amount of $10,282 at December 31, 2014. 

 

The Company evaluated the effectiveness of the Mexican peso-denominated foreign currency forward contracts held as of June 30, 2014. As a result of the sale of the Wiring business, the Company forecasted that it would purchase Mexican pesos to fulfill only two of the five contracts for the period August 2014 through December 2014. As the purchase of Mexican pesos related to three of the five contracts was not probable, these three contracts attributed to the Wiring business were de-designated at June 30, 2014, and the associated unrecognized $320 gain at that date was reclassified from accumulated other comprehensive loss and recorded in discontinued operations in the Company’s condensed consolidated statements of operations for the nine months ended September 30, 2014.

 

 

 

 

 

 

Commodity Price Risk - Cash Flow Hedge

 

To mitigate the risk of future price volatility and, consequently, fluctuations in gross margins, the Company sometimes enters into fixed price commodity contracts with financial institutions to fix the cost of a portion of the Company’s copper purchases.  Copper is a raw material used in a number of the Company’s products

 

The Company did not have any fixed price commodity contracts at September 30, 2015 compared to an aggregate notional amount of 317 pounds at December 31, 2014. 

 

The unrealized gain or loss for the effective portion of the hedges were deferred and reported in the Company’s condensed consolidated balance sheets as a component of accumulated other comprehensive loss while the ineffective portion, if any, was reported in the condensed consolidated statements of operations.  The effectiveness of the transactions is measured on an ongoing basis using regression analysis and forecasted future copper purchases. 

 

The Company evaluated the effectiveness of the copper fixed price commodity contracts as of June 30, 2014. As a result of the sale of the Wiring business, the Company forecasted that it would not purchase the quantities of copper to fulfill the two contracts for the period August 2014 through March 2015. As the purchase of copper quantities related to these contracts was not probable, the contracts primarily associated with the Wiring segment not expected to be fulfilled were de-designated at June 30, 2014, and the associated unrecognized $77 gain at that date was reclassified from accumulated other comprehensive loss and recorded in discontinued operations in the Company’s condensed consolidated statements of operations for the nine months ended September 30, 2014.

 

Interest Rate Risk - Fair Value Hedge

 

The Company had a fixed-to-floating interest rate swap agreement (the “Swap”) with a notional amount of $45,000 to hedge its exposure to fair value fluctuations on a portion of its senior notes. The Swap was designated as a fair value hedge of the fixed interest rate obligation under the Company's $175,000 9.5% senior notes due October 15, 2017. Under the Swap, the Company paid a variable interest rate equal to the six-month London Interbank Offered Rate (“LIBOR”) plus 7.2% and it received a fixed interest rate of 9.5%.  The difference between amounts received and paid under the Swap was recognized as a component of interest expense, net on the condensed consolidated statements of operations. 

 

In connection with the Company’s notice of redemption issued on September 15, 2014 to redeem all remaining outstanding senior notes, the interest rate fair value hedge was de-designated on that date.  On October 23, 2014, the Company terminated the interest rate swap resulting in a gain of $371 recognized in the fourth quarter of 2014.

 

The Swap reduced interest expense by $194 and $625 for the three and nine months ended September 30, 2014, respectively.

 

 

The notional amounts and fair values of derivative instruments in the condensed consolidated balance sheets were as follows: 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Prepaid expenses

 

 

 

 

 

Notional

 

and other current assets /

 

Accrued expenses and

 

amounts (A)

 

other long-term assets

 

other current liabilities

 

September 30,

December 31,

 

September 30,

December 31,

 

September 30,

December 31,

 

2015 
2014 

 

2015 
2014 

 

2015 
2014 

Derivatives designated as hedging instruments

 

 

 

 

 

 

 

Cash Flow Hedges:

 

 

 

 

 

 

 

 

Forward currency contracts

$
13,685 
$
26,266 

 

$
400 
$
479 

 

$
428 
$
478 

 

 

 

 

 

 

 

 

 

Derivatives not designated as hedging instruments

 

 

 

 

 

 

Forward currency contracts

$
1,694 
$
3,523 

 

 -

 -

 

$
$
13 

Fixed price commodity contracts

 -

317 

 

 -

 -

 

 -

$
69 

 

 

   

 

 

(A)

Notional amounts represent the gross contract / notional amount of the derivatives outstanding. The fixed price commodity contract notional amounts are in pounds.

 

Amounts recorded for the cash flow hedges in other comprehensive loss and in net income for the three months ended September 30 are as follows: 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss recorded in other
comprehensive loss

 

Loss reclassified from
other comprehensive loss into net income

 

 

 

2015 

 

2014 

 

2015 

 

2014 

 

Derivatives designated as cash flow hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

Forward currency contracts

 

$

            (578)

 

$

            (457)

 

$

(342)

 

$

(290)

 

Fixed price commodity contracts

 

 

                 -

 

 

(20)

 

 

              -

 

 

(43)

 

Total derivatives designated as cash flow hedges

 

$

           (578)

 

$

(477)

 

$

(342)

 

$

(333)

 

 

Amounts recorded for the cash flow hedges in other comprehensive loss and in net income (loss) for the nine months ended September 30 are as follows: 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gain (loss) recorded in other
comprehensive loss

 

Loss reclassified from
other comprehensive
loss into net income (loss)

 

 

 

2015 

 

2014 

 

2015 

 

2014 

 

Derivatives designated as cash flow hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

Forward currency contracts

 

$

            (681)

 

$

             77

 

$

(652)

 

$

(48)

 

Fixed price commodity contracts

 

 

                 -

 

 

(338)

 

 

              -

 

 

(164)

 

Total derivatives designated as cash flow hedges

 

$

            (681)

 

$

(261)

 

$

(652)

 

$

(212)

 

 

Gains and losses reclassified from other comprehensive loss into net income (loss) were recognized in cost of goods sold in the Company's condensed consolidated statements of operations.

 

The net deferred loss of $28 on the cash flow hedge derivatives will be reclassified from other comprehensive loss to the condensed consolidated statements of operations through December 2016.  The Company has measured the ineffectiveness of the forward currency and commodity contracts and any amounts recognized in the condensed consolidated financial statements were immaterial for the three and nine months ended September 30, 2015 and 2014.

  

 

 

 

 

Fair Value Measurements

 

The following table presents our assets and liabilities that are measured at fair value on a recurring basis and are categorized using the three levels of the fair value hierarchy based on the reliability of the inputs used.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

September 30,

 

December 31,

 

 

 

2015 

 

2014 

 

 

 

                                      Fair values estimated using

 

 

 

 

 

 

 

 

 

Level 1

 

Level 2

 

Level 3

 

 

 

 

 

 

Fair value

 

inputs (A)

 

inputs (B)

 

inputs (C)

 

Fair value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial assets carried at fair value:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swap contract

 

$

-

 

$

-

 

$

-

 

$

-

 

$

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forward currency contracts

 

400 

 

-

 

400 

 

 

$ 

479 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total financial assets carried at fair value

 

$

400 

 

$

-

 

$

400 

 

$

-

 

$

479 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities carried at fair value:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forward currency contracts

 

$

436 

 

$

-

 

$

436 

 

$

-

 

$

491 

 

Fixed price commodity contracts

 

 

-

 

 

-

 

 

-

 

 

-

 

 

69 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total financial liabilities carried at fair value

 

$

436 

 

$

-

 

$

436 

 

$

-

 

$

560 

 

 

 

 

 

 

(A)

 

 

Fair values estimated using Level 1 inputs, which consist of quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. The Company did not have any recurring fair value estimates using Level 1 inputs at September 30, 2015 or December 31, 2014.

 

 

(B)

Fair values estimated using Level 2 inputs, other than quoted prices, that are observable for the asset or liability, either directly or indirectly and include among other things, quoted prices for similar assets or liabilities in markets that are active or inactive as well as inputs other than quoted prices that are observable. For forward currency and fixed price commodity contracts, inputs include foreign currency exchange rates and commodity indexes.

 

 

(C)

Fair values estimated using Level 3 inputs consist of significant unobservable inputs. The Company did not have any recurring fair value estimates using Level 3 inputs at September 30, 2015 or December 31, 2014.

The Company recorded a non-recurring fair value adjustment of $23,498 related to PST goodwill during the nine months ended September 30, 2014. The Company utilized Level 3 inputs to estimate the fair value adjustment for nonfinancial assets. For additional information, see the discussion of Goodwill in Note 4.  No non-recurring fair value adjustments were required for nonfinancial assets for the nine months ended September 30, 2015.