10. FAIR VALUE MEASUREMENT OF ASSETS AND LIABILITIES

Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact, and it considers assumptions that market participants would use when pricing the asset or liability. The accounting guidance for fair value establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is as follows:

Level 1 - Applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

The Company has deferred compensation plans for its officers and certain other employees. Amounts deferred under the plans are invested in hypothetical investments selected by the participant or the participant’s investment manager. The Company’s deferred compensation plan assets are for the most part included in other noncurrent assets on the condensed consolidated balance sheets and primarily include investments in equity securities that are valued using active market prices.

Level 2 - Applies to assets or liabilities for which there are inputs other than quoted prices included within level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets) such as cash and cash equivalents and money market funds; or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

The Company values foreign exchange forward contracts using level 2 observable inputs which primarily consist of an income approach based on the present value of the forward rate less the contract rate multiplied by the notional amount.

The Company’s cash equivalents are comprised of bank deposits and money market funds, which are valued using level 2 inputs, such as interest rates and maturity periods. Due to their short-term nature, their carrying amount approximates fair value.

The Company’s deferred compensation plan assets also include money market funds, mutual funds, corporate and government bonds and certain convertible securities that are valued using prices obtained from various pricing sources. These sources price these investments using certain market indices and the performance of these investments in relation to these indices. As a result, the Company has classified these investments as level 2 in the fair value hierarchy.

Level 3 - Applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

The Company has accrued for certain contingent consideration in connection with its business acquisitions, which is measured at fair value based on internal cash flow models and other inputs. The following table summarizes the activities related to contingent consideration:

	Three-Month Periods Ended					Six-Month Periods Ended
	September 26, 2014		September 27, 2013			September 26, 2014		September 27, 2013
	(In thousands)
Beginning balance	$	11,300	$	19,000		$	11,300	$	25,000
Additions to accrual	4,500		—			4,500		—
Fair value adjustments	—		(3,000		)	—		(9,000		)
Ending balance	$	15,800	$	16,000		$	15,800	$	16,000

The Company values deferred purchase price receivables relating to its asset-backed securitization program based on a discounted cash flow analysis using unobservable inputs (i.e., level 3 inputs), which are primarily risk free interest rates adjusted for the credit quality of the underlying creditor. Due to its high credit quality and short term maturity the fair value approximates carrying value. Significant increases in either of the major unobservable inputs (credit spread, risk free interest rate) in isolation would result in lower fair value estimates, however the impact is not meaningful. The interrelationship between these inputs is also insignificant. Refer to note 9 to the condensed consolidated financial statements for a reconciliation of the change in the deferred purchase price receivable during the three-month and six-month periods ended September 26, 2014 and September 27, 2013.

There were no transfers between levels in the fair value hierarchy during the three-month and six-month periods ended September 26, 2014 and September 27, 2013.

Financial Instruments Measured at Fair Value on a Recurring Basis

The following table presents the Company’s assets and liabilities measured at fair value on a recurring basis:

	Fair Value Measurements as of September 26, 2014
	Level 1		Level 2			Level 3			Total
	(In thousands)
Assets:
Money market funds and time deposits (included in cash and cash equivalents of the condensed consolidated balance sheet)	$	—	$	528,169		$	—		$	528,169
Deferred purchase price receivable (Note 9)	—		—			426,057			426,057
Foreign exchange forward contracts (Note 7)	—		25,951			—			25,951
Deferred compensation plan assets:
Mutual funds, money market accounts and equity securities	9,216		37,245			—			46,461
Liabilities:
Foreign exchange forward contracts (Note 7)	$	—	$	(18,912	)	$	—		$	(18,912	)
Contingent consideration in connection with business acquisitions	—		—			(15,800		)	(15,800		)

	Fair Value Measurements as of March 31, 2014
	Level 1		Level 2			Level 3			Total
	(In thousands)
Assets:
Money market funds and time deposits (included in cash and cash equivalents of the condensed consolidated balance sheet)	$	—	$	552,928		$	—		$	552,928
Deferred purchase price receivable (Note 9)	—		—			470,908			470,908
Foreign exchange forward contracts (Note 7)	—		8,186			—			8,186
Deferred compensation plan assets:
Mutual funds, money market accounts and equity securities	9,456		36,751			—			46,207
Liabilities:
Foreign exchange forward contracts (Note 7)	$	—	$	(17,406	)	$	—		$	(17,406	)
Contingent consideration in connection with business acquisitions	—		—			(11,300		)	(11,300		)

Assets Measured at Fair Value on a Nonrecurring Basis

Assets held for sale are recorded at the lesser of the carrying value or fair value, which is based on comparable sales from prevailing market data (level 2 inputs). As of September 26, 2014 and March 31, 2014, the fair value of assets that were no longer in use and held for sale totaled approximately $3.6 million and $43.5 million, respectively. These assets primarily represent manufacturing facilities that have been closed as part of the Company’s historical facility consolidations and that met the criteria to be classified as held for sale. During the six-month period ended September 26, 2014, the Company sold $39.9 million of assets held for sale.

There were no transfers between levels in the fair value hierarchy for assets held-for-sale during the three-month and six-month periods ended September 26, 2014 and September 27, 2013.

Other financial instruments

The following table presents the Company’s debt not carried at fair value:

	As of September 26, 2014				As of March 31, 2014
	Carrying		Fair		Carrying		Fair		Fair Value
	Amount		Value		Amount		Value		Hierarchy
	(In thousands)
Term Loan, including current portion, due in installments through August 2018	$	600,000	$	585,750	$	600,000	$	591,750	Level 1
Term Loan, including current portion, due in installments through March 2019	493,750		484,803		500,000		497,190		Level 1
4.625% Notes due February 2020	500,000		502,510		500,000		504,688		Level 1
5.000% Notes due February 2023	500,000		505,000		500,000		517,650		Level 1
Total	$	2,093,750	$	2,078,063	$	2,100,000	$	2,111,278

The term loans and Notes due February 2020 and February 2023 are valued based on broker trading prices in active markets.