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Fair Value of Financial Instruments
6 Months Ended
Jun. 30, 2016
Fair Value of Financial Instruments [Abstract]  
Fair Value of Financial Instruments Disclosure



13.  FAIR VALUE OF FINANCIAL INSTRUMENTS 

 

The fair value of financial instruments has been estimated by the Company using available market information as of June 30, 2016 and December 31, 2015, and valuation methodologies considered appropriate. The estimates presented in the table below are not necessarily indicative of amounts the Company could realize in a current market exchange (in millions): 







 

 

 

 

 

 

 

 

 

 

 



June 30, 2016

 

December 31, 2015



Carrying

 

Estimated Fair

 

Carrying

 

Estimated Fair

 

Amount

 

Value

 

Amount

 

Value

Assets:

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

$

461 

 

$

461 

 

$

184 

 

$

184 

Available-for-sale securities

 

99 

 

 

99 

 

 

271 

 

 

271 

Trading securities

 

69 

 

 

69 

 

 

61 

 

 

61 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

Contingent Value Right

 

 

 

 

 

 

 

Credit Facility

 

6,704 

 

 

6,655 

 

 

7,114 

 

 

7,115 

8% Senior Notes

 

1,919 

 

 

1,883 

 

 

1,992 

 

 

2,018 

7% Senior Notes

 

1,187 

 

 

1,119 

 

 

1,186 

 

 

1,193 

2018 Senior Secured Notes

 

697 

 

 

713 

 

 

1,587 

 

 

1,610 

2021 Senior Secured Notes

 

970 

 

 

998 

 

 

967 

 

 

997 

6⅞% Senior Notes

 

2,926 

 

 

2,623 

 

 

2,921 

 

 

2,858 

Receivables Facility and other debt

 

769 

 

 

769 

 

 

791 

 

 

791 

 

The estimated fair value is determined using the methodologies discussed below in accordance with accounting standards related to the determination of fair value based on the U.S. GAAP fair value hierarchy as discussed in Note 14.  The estimated fair value for financial instruments with a fair value that does not equal its carrying value is considered a Level 1 valuation.  The Company utilizes the market approach and obtains indicative pricing from the administrative agent to the Credit Facility to determine fair values or through publicly available subscription services such as Bloomberg where relevant. 

 

Cash and cash equivalents.  The carrying amount approximates fair value due to the short-term maturity of these instruments (less than three months). 

 

Available-for-sale securities.  Estimated fair value is based on closing price as quoted in public markets or other various valuation techniques. 



Trading securities.  Estimated fair value is based on closing price as quoted in public markets. 

 

Contingent Value Right. Estimated fair value is based on the closing price as quoted on the public market where the CVR is traded.



Credit Facility.  Estimated fair value is based on publicly available trading activity and supported with information from the Company’s bankers regarding relevant pricing for trading activity among the Company’s lending institutions. 

 

8% Senior Notes.  Estimated fair value is based on the closing market price for these notes. 

 

7⅛% Senior Notes.  Estimated fair value is based on the closing market price for these notes. 

 

2018 Senior Secured Notes.  Estimated fair value is based on the closing market price for these notes. 



2021 Senior Secured Notes.  Estimated fair value is based on the closing market price for these notes.



6⅞% Senior Notes.  Estimated fair value is based on the closing market price for these notes. 



Receivables Facility and other debt.  The carrying amount of the Receivables Facility and all other debt approximates fair value due to the nature of these obligations. 



Interest rate swaps.  The fair value of interest rate swap agreements is the amount at which they could be settled, based on estimates calculated by the Company using a discounted cash flow analysis based on observable market inputs and validated by comparison to estimates obtained from the counterparty. The Company incorporates credit valuation adjustments (“CVAs”) to appropriately reflect both its own nonperformance or credit risk and the respective counterparty’s nonperformance or credit risk in the fair value measurements. In adjusting the fair value of its interest rate swap agreements for the effect of nonperformance or credit risk, the Company has considered the impact of any netting features included in the agreements. 

 

The Company assesses the effectiveness of its hedge instruments on a quarterly basis. For the six months ended June 30, 2016 and 2015, the Company completed an assessment of the cash flow hedge instruments and determined the hedges to be highly effective. The Company has also determined that the ineffective portion of the hedges do not have a material effect on the Company’s consolidated financial position, operations or cash flows. The counterparties to the interest rate swap agreements expose the Company to credit risk in the event of nonperformance. However, at June 30, 2016, all of the swap agreements entered into by the Company were in a net liability position such that the Company would be required to make the net settlement payments to the counterparties; the Company does not anticipate nonperformance by those counterparties. The Company does not hold or issue derivative financial instruments for trading purposes. 



Interest rate swaps consisted of the following at June 30, 2016:  



 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

Swap #

 

Notional Amount (in millions)

 

Fixed Interest Rate

 

Termination Date

 

Fair Value (in millions)

 

1

 

$

300 

 

3.447 

%

 

August 6, 2016

 

$

 

2

 

 

100 

 

3.401 

%

 

August 19, 2016

 

 

-

 

3

 

 

200 

 

3.429 

%

 

August 19, 2016

 

 

 

4

 

 

200 

 

3.500 

%

 

August 30, 2016

 

 

 

5

 

 

100 

 

3.005 

%

 

November 30, 2016

 

 

 

6

 

 

200 

 

2.055 

%

 

July 25, 2019

 

 

 

7

 

 

200 

 

2.059 

%

 

July 25, 2019

 

 

 

8

 

 

400 

 

1.882 

%

 

August 30, 2019

 

 

 

9

 

 

200 

 

2.515 

%

 

August 30, 2019

 

 

 

10

 

 

200 

 

2.613 

%

 

August 30, 2019

 

 

 

11

 

 

300 

 

2.041 

%

 

August 30, 2020

 

 

 

12

 

 

300 

 

2.738 

%

 

August 30, 2020

 

 

17 

 

13

 

 

300 

 

2.892 

%

 

August 30, 2020

 

 

18 

 

14

 

 

300 

 

2.363 

%

 

January 27, 2021

 

 

13 

 

15

 

 

200 

 

2.368 

%

 

January 27, 2021

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 



The Company is exposed to certain risks relating to its ongoing business operations. The risk managed by using derivative instruments is interest rate risk. Interest rate swaps are entered into to manage interest rate fluctuation risk associated with the term loans in the Credit Facility. Companies are required to recognize all derivative instruments as either assets or liabilities at fair value in the condensed consolidated statement of financial position. The Company designates its interest rate swaps as cash flow hedges. For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or loss on the derivative is reported as a component of other comprehensive income (“OCI”) and reclassified into earnings in the same period or periods during which the hedged transactions affect earnings. Gains and losses on the derivative representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. 

 

Assuming no change in June 30, 2016 interest rates, approximately $40 million of interest expense resulting from the spread between the fixed and floating rates defined in each interest rate swap agreement will be recognized during the next 12 months. If interest rate swaps do not remain highly effective as a cash flow hedge, the derivatives’ gains or losses resulting from the change in fair value reported through OCI will be reclassified into earnings. 

 

The following tabular disclosure provides the amount of pre-tax (loss) gain recognized as a component of OCI during the three and six months ended June 30, 2016 and 2015 (in millions): 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

Amount of Pre-Tax (Loss) Gain



 

Recognized in OCI (Effective Portion)

Derivatives in Cash Flow Hedging Relationships

 

Three Months Ended June 30, 2016

 

Six Months Ended June 30,



 

2016

 

2015

 

2016

 

2015

Interest rate swaps

 

$

(18)

 

$

 

$

(62)

 

$

(20)



 

 

 

 

 

 

 

 

 

 

 

 



The following tabular disclosure provides the location of the effective portion of the pre-tax loss reclassified from accumulated other comprehensive loss (“AOCL”) into interest expense on the condensed consolidated statements of income during the three and six months ended June 30, 2016 and 2015 (in millions):



 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

Location of Loss Reclassified from

 

Amount of Pre-Tax Loss Reclassified from AOCL into Income (Effective Portion)

AOCL into Income (Effective Portion)

 

Three Months Ended June 30, 2016

 

Six Months Ended June 30,



 

2016

 

2015

 

2016

 

2015

Interest expense, net

 

$

16 

 

$

 

$

30 

 

$

18 



The fair values of derivative instruments in the condensed consolidated balance sheets as of June 30, 2016 and December 31, 2015 were as follows (in millions): 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

Asset Derivatives

 

 

Liability Derivatives



 

June 30, 2016

 

December 31, 2015

 

 

June 30, 2016

 

December 31, 2015



 

Balance

 

 

 

 

Balance

 

 

 

 

 

Balance

 

 

 

 

Balance

 

 

 



 

Sheet

 

 

 

 

Sheet

 

 

 

 

 

Sheet

 

 

 

 

Sheet

 

 

 



 

Location

 

 

Fair Value

 

Location

 

 

Fair Value

 

 

Location

 

 

Fair Value

 

Location

 

 

Fair Value

Derivatives

 

Other

 

 

 

 

Other

 

 

 

 

 

Other

 

 

 

 

Other

 

 

 

designated as

 

assets,

 

 

 

 

assets,

 

 

 

 

 

long-

 

 

 

 

long-

 

 

 

hedging instruments

 

net

 

$

 -

 

net

 

$

 -

 

 

term liabilities

 

$

108 

 

term liabilities

 

$

76