Fair Value

The Fair Value Measurements and Disclosures Topic of the ASC defines fair value, establishes a framework for measuring fair value and establishes a hierarchy that categorizes and prioritizes the sources to be used to estimate fair value. The Fair Value Measurements and Disclosures Topic of the ASC also expands financial statement disclosures about fair value measurements.

In determining fair value, the Company uses a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The hierarchy is broken down into three levels based on the reliability of inputs as follows:


Level 1 -	Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access.


Level 2 -	Valuations based on quoted prices for similar instruments in active markets or quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.


Level 3 -	Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

The Company's non-financial assets and liabilities, including its long-lived assets and indefinite-lived intangible assets, are measured and subsequently adjusted, if necessary, to fair value on a non-recurring basis. The Company periodically performs routine reviews of triggering events and/or an impairment test, as applicable. Based on these procedures, the Company had no triggering events in the nine months ended September 30, 2014 or 2013.

The Company's financial instruments, other than interest rate swap agreements and long-term debt, consist primarily of cash, restricted cash, accounts receivable and accounts payable. The carrying amounts of these financial instruments are estimated to approximate fair value due to the relatively short period of time to maturity for these instruments. As of September 30, 2014, interest rate swap agreements are carried at their fair value and measured on a recurring basis as follows (in thousands):



	As of September 30, 2014 - Fair Value Measurements Using
	Level 1		Level 2		Level 3
Long-term interest rate swap liability (a)	$	—	$	2,146	$	—


(a)	The fair value is determined using valuation models which rely on the expected LIBOR based yield curve and estimates of counterparty and the Company’s non-performance risk. Because each of these inputs are directly observable or can be corroborated by observable market data, the Company has categorized these interest rate swaps as Level 2 within the fair value hierarchy.

Long-term debt is not carried at fair value, but measured on a recurring basis. The estimated fair values of the Company's long-term debt as of September 30, 2014 and December 31, 2013 are as follows (in thousands):



	September 30, 2014				December 31, 2013
	Carrying Amount		Fair Value ^(a)		Carrying Amount		Fair Value ^(a)
Term Loan, due 2019 ^(b)	$	615,448	$	638,280	$	618,122	$	655,844
Notes, 8.75%, due 2019	300,000		313,500		300,000		318,000
Total	$	915,448	$	951,780	$	918,122	$	973,844


(a)	The Company estimated fair value based on market prices of the Company's debt securities at the balance sheet date, which falls within Level 2 of the fair value hierarchy.


(b)	The carrying amount of the Term Loan is net of the unamortized discount of $15.0 million and $17.1 million as of September 30, 2014 and December 31, 2013, respectively.