Quarterly report pursuant to Section 13 or 15(d)

Fair Value (Tables)

v3.19.1
Fair Value (Tables)
3 Months Ended
Mar. 31, 2019
Schedule of financial assets and liabilities measured at fair value on a recurring basis and disclosure of the fair value of long-term debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair Value at

 

Fair Value at

 

 

March 31,

 

December 31,

 

 

2019

 

2018

Assets:

 

 

 

 

 

 

Other long-term assets (a)

  

$

6,623

  

$

5,064

 

 

 

 

 

 

 

Total Assets

 

$

6,623

 

$

5,064

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

Interest rate swaps (b)

 

$

3,484

 

$

2,031

Long-term debt (c)

 

 

248,012

 

 

269,739

Earnout - Henderson (d)

 

 

44

 

 

352

Earnout - Dejana (e)

 

 

2,200

 

 

2,200

Total Liabilities

 

$

253,740

 

$

274,322

 

 

 


(a)  Included in other assets is the cash surrender value of insurance policies on various individuals that are associated with the Company. The carrying amount of these insurance policies approximates their fair value and is considered Level 2 inputs.  

 

(b) Valuation models are calibrated to initial trade price. Subsequent valuations are based on observable inputs to the valuation model (e.g. interest rates and credit spreads). Model inputs are changed only when corroborated by market data. A credit risk adjustment is made on each swap using observable market credit spreads. Thus, inputs used to determine fair value of the interest rate swap are Level 2 inputs.  Interest rate swaps of $379 and $3,105 at March 31, 2019 are included in Accrued expenses and other current liabilities and Other long-term liabilities, respectivelyInterest rate swaps of $127 and $1,904 at December 31, 2018 are included in Accrued expenses and other current liabilities and Other long-term liabilities, respectively.

 

(c)  The fair value of the Company’s long-term debt, including current maturities, is estimated using discounted cash flows based on the Company’s current incremental borrowing rates for similar types of borrowing arrangements, which is a Level 2 input for all periods presented. Meanwhile, long-term debt is recorded at carrying amount, net of discount and deferred debt issuance costs, as disclosed on the face of the balance sheet.

 

(d) Included in Accrued expenses and other current liabilities in the amount of $44 at March 31, 2019 is the fair value of an obligation for a portion of the potential earnout acquired in conjunction with the acquisition of Henderson Enterprise Group, Inc. (“Henderson”).   Included in Accrued expenses and other current liabilities and Other long-term liabilities in the amounts of $33 and $442, respectively, at March 31, 2018 is the fair value of an obligation for a portion of the potential earnout acquired in conjunction with the acquisition of Henderson. Fair value is based upon Level 3 discounted cash flow analysis using key inputs of forecasted future sales as well as a growth rate reduced by the market required rate of return. See reconciliation of liability included below: 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Three Months Ended

 

 

 

March 31,

 

March 31,

 

 

 

2019

 

2018

 

 

 

 

 

 

 

 

 

Beginning Balance

  

$

352

 

$

529

 

Adjustments to fair value

 

 

(217)

 

 

 

Payment to former owners

 

 

(91)

 

 

(54)

 

Ending balance

 

$

44

 

$

475

 

 

 

 

 

(e) Included in Other long-term liabilities in the amount of $2,200 at March 31, 2019 is the fair value of an obligation for a portion of the potential earnout incurred in conjunction with the acquisition of substantially all of the assets of Dejana Truck & Utility Equipment Company, Inc. and certain entities directly or indirectly owned by the Peter Paul Dejana Family Trust dated 12/31/98 (“Dejana”). Included in Other long-term liabilities in the amount of $3,100 at March 31, 2018 is the fair value of an obligation for a portion of the potential earnout incurred in conjunction with the acquisition of Dejana.  Fair value is based upon Level 3 inputs of a real options approach where gross sales were simulated in a risk-neutral framework using Geometric Brownian Motion, a well-accepted model of stock price behavior that is used in option pricing models such as the Black-Scholes option pricing model, using key inputs of forecasted future sales and financial performance as well as a risk adjusted expected growth rate adjusted appropriately based on its correlation with the market.  See reconciliation of liability included below: 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Three Months Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2019

 

 

2018

 

 

 

 

 

 

 

 

 

 

Beginning Balance

  

$

2,200

 

 

$

3,100

 

Adjustments to fair value

 

 

 

 

 

 

Payment to former owners

 

 

 

 

 

 

Ending balance

 

$

2,200

 

 

$

3,100

 

 

Henderson  
Schedule of reconciliation of liability

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Three Months Ended

 

 

 

March 31,

 

March 31,

 

 

 

2019

 

2018

 

 

 

 

 

 

 

 

 

Beginning Balance

  

$

352

 

$

529

 

Adjustments to fair value

 

 

(217)

 

 

 

Payment to former owners

 

 

(91)

 

 

(54)

 

Ending balance

 

$

44

 

$

475

 

 

Dejana  
Schedule of reconciliation of liability

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Three Months Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2019

 

 

2018

 

 

 

 

 

 

 

 

 

 

Beginning Balance

  

$

2,200

 

 

$

3,100

 

Adjustments to fair value

 

 

 

 

 

 

Payment to former owners

 

 

 

 

 

 

Ending balance

 

$

2,200

 

 

$

3,100