XML 70 R13.htm IDEA: XBRL DOCUMENT v2.4.1.9
Fair Value Measurements
3 Months Ended
Mar. 31, 2015
Fair Value Disclosures [Abstract]  
Fair Value Disclosures [Text Block]
Fair Value Measurements

j2 Global complies with the provisions of ASC 820, which defines fair value, provides a framework for measuring fair value and expands the disclosures required for fair value measurements of financial and non-financial assets and liabilities. ASC 820 clarifies that the fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, ASC 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:
 
l
Level 1 – Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.
 
 
 
 
l
Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
 
 
 
 
l
Level 3 – Unobservable inputs which are supported by little or no market activity.

The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

The Company's money market funds and its marketable equity securities are classified within Level 1. The Company values these Level 1 investments using quoted market prices. The Company's debt investments, time deposits and commercial paper, all of which have counterparties with high credit ratings, are classified within Level 2. The Company values these Level 2 investments based on quoted market prices or model-driven valuations using significant inputs derived from or corroborated by observable market data.
 
The fair value of the Senior Notes and Convertible Notes (See Note 7 - Long-Term Debt) are determined using recent quoted market prices or dealer quotes for such securities, if available, which are Level 1 inputs. If such information is unavailable, the fair value of these securities is determined using quoted market prices or dealer quotes for instruments with similar maturities and other terms and credit ratings, which are Level 2 inputs. If none of the aforementioned information is available, the fair value of these securities is determined using cash-flow models of the scheduled payments and, for the Convertible Notes, discounted at market interest rates for comparable debt without the conversion feature, which are also Level 2 inputs.

In addition, the Company may pay contingent interest on the Convertible Notes which is accounted for as a derivative with fair value adjustments being recorded to interest expense. This derivative is fair valued using a binomial lattice convertible bond pricing model using historical and implied market information, which are Level 2 inputs. The total carrying value of long-term debt was $595.3 million and $593.4 million, and the corresponding fair value was approximately $732.8 million and $711.1 million, at March 31, 2015 and December 31, 2014, respectively.

The Company classifies its contingent consideration liability recorded in connection with acquisitions within Level 3 because factors used to develop the estimated fair value are unobservable inputs, such as volatility and market risks, and are not supported by market activity. The fair value of the contingent consideration liability was determined using option based approaches. This methodology was utilized because the distribution of payments is not symmetric and amounts are only payable upon certain earnings before interest, tax, depreciation and amortization ("EBITDA") thresholds being reached. Such valuation approach included the Monte-Carlo simulation for the contingency since the financial metric driving the payments is path dependent. Significant increases or decreases in either of the inputs noted above in isolation would result in a significantly lower or higher fair value of measurement.
 
The following tables present the fair values of the Company’s financial assets or liabilities that are measured at fair value on a recurring basis (in thousands):
March 31, 2015
Level 1
 
Level 2
 
Level 3
 
Fair Value
Assets:
 
 
 
 
 
 
 
Cash equivalents:
 
 
 
 
 
 
 
   Money market and other funds
$
190,559

 
$

 
$

 
$
190,559

   Time deposits

 
21,673

 

 
21,673

   Corporate commercial papers

 
17,921

 

 
17,921

Certificates of deposit

 
60

 

 
60

Equity securities
36,321

 

 

 
36,321

Debt securities issued by the U.S. Treasury and other U.S. government corporations and agencies

 
28,866

 

 
28,866

Debt securities issued by states of the U.S. and political subdivisions of the states

 
2,067

 

 
2,067

Debt securities issued by foreign governments

 

 

 

Corporate debt securities

 
80,163

 

 
80,163

Total assets measured at fair value
$
226,880

 
$
150,750

 
$

 
$
377,630

 
 
 
 
 
 
 
 
Liabilities:
 
 
 
 
 
 
 
Contingent consideration
$

 
$

 
$
12,000

 
$
12,000

Contingent interest derivative

 
742

 

 
742

Total liabilities measured at fair value
$

 
$
742

 
$
12,000

 
$
12,742

 
 
 
 
 
 
 
 
December 31, 2014
Level 1
 
Level 2
 
Level 3
 
Fair Value
Assets:
 
 
 
 
 
 
 
Cash equivalents:
 
 
 
 
 
 
 
   Money market and other funds
$
212,645

 
$

 
$

 
$
212,645

   Time deposits

 
51,807

 

 
51,807

Certificates of deposit

 
65

 

 
65

Equity securities
36,245

 

 

 
36,245

Debt securities issued by the U.S. Treasury and other U.S. government corporations and agencies

 
26,844

 

 
26,844

Debt securities issued by states of the U.S. and political subdivisions of the states

 
2,093

 

 
2,093

Corporate debt securities

 
91,467

 

 
91,467

Total assets measured at fair value
$
248,890

 
$
172,276

 
$

 
$
421,166

 
 
 
 
 
 
 
 
Liabilities:
 
 
 
 
 
 
 
Contingent consideration
$

 
$

 
$
15,000

 
$
15,000

Contingent interest derivative

 
742

 

 
742

Total liabilities measured at fair value
$

 
$
742

 
$
15,000

 
$
15,742



At the end of each reporting period, management reviews the inputs to measure the fair value measurements of financial and non-financial assets and liabilities to determine when transfers between levels are deemed to have occurred. For the three months ended March 31, 2015, there were no transfers that have occurred between levels.

The following tables presents a reconciliation of the Company’s Level 3 financial assets or liabilities that are measured at fair value on a recurring basis (in thousands):
 
Level 3
 
Affected line item in the Statement of Income
Balance as of December 31, 2014
$
15,000

 
 
Contingent consideration
(3,000
)
 
Not Applicable
Total (gains) losses reported in earnings

 
 
Transfers into or out of Level 3

 
 
Balance as of March 31, 2015
$
12,000

 
 


The following tables presents a reconciliation of the Company’s derivative instruments (in thousands):
 
Amount
 
Affected line item in the Statement of Income
Derivative Liabilities:
 
 
 
Level 2:
 
 
 
Balance as of December 31, 2014
$
742

 
 
Total (gains) losses reported in earnings

 
 
Balance as of March 31, 2015
$
742

 
 


Losses associated with other-than-temporary impairments are recorded as a component of other income (expenses). Gains and losses not associated with other-than-temporary impairments are recorded as a component of other comprehensive income.