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Fair Value Measurements

12 Months Ended

Dec. 31, 2013

Note 20 – Fair Value Measures

The Company values company-owned life insurance policies, various deferred compensation assets and liabilities, acquisition-related consideration and an obligation related to a non-competition agreement at fair value. The Company's assets and liabilities subject to fair value measurement are as follows:

				Fair Value Measurements at December 31, 2013
		Fair Value		Using Fair Value Hierarchy
		as of
Assets		December 31, 2013		Level 1		Level 2		Level 3
Company-owned life insurance		$	1,885	$	0	$	1,885	$	0
Company-owned life insurance - Deferred compensation assets			409		0		409		0
Other deferred compensation assets
	Large capitalization registered investment companies		74		74		0		0
	Mid capitalization registered investment companies		6		6		0		0
	Small capitalization registered investment companies		13		13		0		0
	International developed and emerging markets registered investment
companies			40		40		0		0
	Fixed income registered investment companies		7		7		0		0

Total		$	2,434	$	140	$	2,294	$	0

				Fair Value Measurements at December 31, 2013
		Fair Value		Using Fair Value Hierarchy
		as of
Liabilities		December 31, 2013		Level 1		Level 2		Level 3
Deferred compensation liabilities
	Large capitalization registered investment companies	$	405	$	405	$	0	$	0
	Mid capitalization registered investment companies		109		109		0		0
	Small capitalization registered investment companies		95		95		0		0
	International developed and emerging markets registered investment
companies			205		205		0		0
	Fixed income registered investment companies		43		43		0		0
	Fixed general account		167		0		167		0
Acquisition-related consideration			4,876		0		0		4,876

Total		$	5,900	$	857	$	167	$	4,876

				Fair Value Measurements at December 31, 2012
		Fair Value		Using Fair Value Hierarchy
		as of
Assets		December 31, 2012		Level 1		Level 2		Level 3
Company-owned life insurance		$	1,653	$	0	$	1,653	$	0
Company-owned life insurance - Deferred compensation assets			437		0		437		0
Other deferred compensation assets
	Large capitalization registered investment companies		62		62		0		0
	Mid capitalization registered investment companies		6		6		0		0
	Small capitalization registered investment companies		9		9		0		0
	International developed and emerging markets registered investment
companies			37		37		0		0
	Fixed income registered investment companies		8		8		0		0

Total		$	2,212	$	122	$	2,090	$	0

				Fair Value Measurements at December 31, 2012
		Fair Value		Using Fair Value Hierarchy
		as of
Liabilities		December 31, 2012		Level 1		Level 2		Level 3
Deferred compensation liabilities
	Large capitalization registered investment companies	$	336	$	336	$	0	$	0
	Mid capitalization registered investment companies		88		88		0		0
	Small capitalization registered investment companies		72		72		0		0
	International developed and emerging markets registered investment
companies			187		187		0		0
	Fixed income registered investment companies		48		48		0		0
	Fixed general account		173		0		173		0
Acquisition-related consideration			4,901		0		0		4,901

Total		$	5,805	$	731	$	173	$	4,901

The fair values of Company-owned life insurance (“COLI”) and COLI deferred compensation assets are based on quotes for like instruments with similar credit ratings and terms. The fair values of other deferred compensation assets and liabilities are based on quoted prices in active markets. The fair value of the Summit earnout has been based on unobservable inputs and is classified as Level 3. Significant inputs and assumptions were management's estimate of the probability of the earnout ultimately being met/paid and the discount rate used to present value the liability. The fair value of the obligation related to a non-competition agreement is also based on unobservable inputs and is classified as Level 3. The significant inputs and assumptions for the obligation related to the non-competition agreement is management's estimate of the discount rate used to present value the liability. A significant change in any Level 3 assumption in isolation would result in increases or decreases to the fair value measurements of the acquisition-related consideration.

Changes in the fair value of the Level 3 liabilities during the year ended December 31, 2013 were as follows:

				Non-competition
		Earnout		Agreement
		Summit		Obligation		Total
Balance at December 31, 2012		$	4,497	$	404	$	4,901
	Interest accretion		697		25		722
	Change in fair value estimate		(497)		0		(497)
	Payments		0		(250)		(250)
Balance at December 31, 2013		$	4,697	$	179	$	4,876

During the first quarter of 2013, the Summit earnout liability became current and was reclassified from other non-current liabilities to other current liabilities on the Company's Consolidated Balance Sheet, as the Company expects to settle the obligation within the next year.

Quantitative information about the Company's Level 3 fair value measurements at December 31, 2013 were as follows:

	Fair value at December 31, 2013	Valuation technique	Unobservable input	Input value
Summit earnout	4,697	Discounted cash flow	Discount rate	14.5%
Non-competition agreement obligation	179	Discounted cash flow	Discount rate	14.0%

At December 31, 2013, the Summit earnout liability was formulated based on the former acquisition's actual performance and is management's estimate of the likely payout under the earnout criteria. Prior to December 31, 2013, the determination of the fair value of the Summit earnout was based on the weighted average probability of the outcome of different payout scenarios. The probabilities applied to the payout scenarios prior to the fourth quarter of 2013 ranged from 15% to 70%, depending on the Company's estimate of the likelihood of each payout scenario.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

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