Annual report pursuant to Section 13 and 15(d)

Fair Value of Financial Instruments

v3.10.0.1
Fair Value of Financial Instruments
 12 Months Ended
Dec. 29, 2018
Fair Value Disclosures [Abstract]  
FAIR VALUE OF FINANCIAL INSTRUMENTS

4.  FAIR VALUE OF FINANCIAL INSTRUMENTS

The following tables provide information regarding the Company’s assets and liabilities measured at fair value on a recurring basis at December 29, 2018, and December 30, 2017.

 

 

December 29, 2018

 

 

 

 

 

 

 

 

 

 

 

Significant Other

 

 

Significant

 

 

 

 

 

 

 

Quoted  Market

 

 

Observable

 

 

Unobservable

 

 

 

Total

 

 

Prices (Level 1)

 

 

Inputs (Level 2)

 

 

Inputs (Level 3)

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swap contract

 

$

2,309

 

 

$

—

 

 

$

2,309

 

 

$

—

 

Forward foreign exchange contracts

 

 

137

 

 

 

—

 

 

 

137

 

 

 

—

 

Contingent consideration

 

 

18,960

 

 

 

—

 

 

 

—

 

 

 

18,960

 

Total

 

$

21,406

 

 

$

—

 

 

$

2,446

 

 

$

18,960

 

 

 

 

 

December 30, 2017

 

 

 

 

 

 

 

 

 

 

 

Significant Other

 

 

Significant

 

 

 

 

 

 

 

Quoted  Market

 

 

Observable

 

 

Unobservable

 

 

 

Total

 

 

Prices (Level 1)

 

 

Inputs (Level 2)

 

 

Inputs (Level 3)

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contingent consideration

 

$

33,882

 

 

$

—

 

 

$

—

 

 

$

33,882

 

Total

 

$

33,882

 

 

$

—

 

 

$

—

 

 

$

33,882

 

 

A summary of changes in the estimated fair value of contingent consideration at December 29, 2018 and December 30, 2017 is as follows:

 

Balance at December 31, 2016

 

$

35,077

 

Measurement period adjustment

 

 

6,314

 

Change in estimated fair value

 

 

8,299

 

Accretion in value

 

 

1,177

 

Payment on liability

 

 

(16,985

)

Balance at December 30, 2017

 

$

33,882

 

Contingent consideration incurred in connection with Faster acquisition

 

 

938

 

Change in estimated fair value

 

 

391

 

Accretion in value

 

 

1,091

 

Payment on liability

 

 

(17,342

)

Balance at December 29, 2018

 

$

18,960

 

 

During 2017, management completed the valuation of the acquisition date fair value of contingent consideration incurred in connection with the Enovation Controls acquisition resulting in a measurement period adjustment which increased the fair value of the liability by $6,314. During the years ended December 29, 2018 and December 30, 2017, adjustments to the fair value of contingent consideration were recorded based on Enovation Controls’ results of operation during the period and managements’ revision of revenue and EBITDA forecasts. The adjustments were not considered measurement period adjustments and were therefore recognized in earnings for the period.

As part of the Faster acquisition, a contingent liability was recorded pursuant to the Share Purchase Agreement that allows for future payments to the sellers for certain tax benefits realized within two years of the acquisition date.