Note 8 – Pension Benefits

The Company has a non-contributory defined benefit pension plan covering substantially all employees who meet age and service requirements (the “Qualified Pension Plan”). The Company also has a supplemental non-contributory pension plan covering certain management employees (the “Nonqualified Pension Plan” and together with the Qualified Pension Plan, the “Pension Plans”). The Company froze the Pension Plans to new participants, effective as of December 31, 2015. Employees participating in the Pension Plans as of December 31, 2015, will continue to earn benefits.

Obligations and Funded Status for the Pension Plans

The Company recognizes the funded status (i.e. the difference between the fair value of plan assets and the projected benefit obligation) of the Company’s Pension Plans in the accompanying balance sheets as either an asset or a liability and recognizes a corresponding adjustment to accumulated other comprehensive loss, net of tax. The projected benefit obligation is the actuarial present value of the benefits earned to date by plan participants based on employee service and compensation including the effect of assumed future salary increases. The accumulated benefit obligation uses the same factors as the projected benefit obligation, but excludes the effects of assumed future salary increases. The Company’s measurement date for plan assets and obligations is December 31.



	For the Years Ended December 31,
	2016			2015
	(in thousands)
Change in benefit obligation:
Projected benefit obligation at beginning of year	$	62,547		$	57,867
Service cost	8,200			7,949
Interest cost	2,908			2,496
Actuarial loss	2,662			2,397
Benefits paid	(6,658		)	(8,162		)
Projected benefit obligation at end of year	69,659			62,547

Change in plan assets:
Fair value of plan assets at beginning of year	25,769			27,940
Actual return on plan assets	1,575			(410		)
Employer contribution	11,045			6,401
Benefits paid	(6,658		)	(8,162		)
Fair value of plan assets at end of year	31,731			25,769
Funded status at end of year	$	(37,928	)	$	(36,778	)

The Company’s underfunded status for the Pension Plans as of December 31, 2016, and 2015, is $37.9 million and $36.8 million, respectively, and is recognized in the accompanying balance sheets as a portion of other noncurrent liabilities. No plan assets of the Qualified Pension Plan were returned to the Company during the year ended December 31, 2016. There are no plan assets in the Nonqualified Pension Plan.

Accumulated Benefit Obligation in Excess of Plan Assets for the Pension Plans



	As of December 31,
	2016			2015
	(in thousands)
Projected benefit obligation	$	69,659		$	62,547

Accumulated benefit obligation	$	54,681		$	46,439
Less: Fair value of plan assets	(31,731		)	(25,769		)
Underfunded accumulated benefit obligation	$	22,950		$	20,670

Pension expense is determined based upon the annual service cost of benefits (the actuarial cost of benefits earned during a period) and the interest cost on those liabilities, less the expected return on plan assets. The expected long-term rate of return on plan assets is applied to a calculated value of plan assets that recognizes changes in fair value over a five-year period. This practice is intended to reduce year-to-year volatility in pension expense, but it can have the effect of delaying recognition of differences between actual returns on assets and expected returns based on long-term rate of return assumptions. Amortization of the unrecognized net gain or loss resulting from actual experience different from that assumed and from changes in assumptions (excluding asset gains and losses not yet reflected in market-related value) is included as a component of net periodic benefit cost for a year. If, as of the beginning of the year, the unrecognized net gain or loss exceeds 10 percent of the greater of the projected benefit obligation and the market-related value of plan assets, then the amortization is the excess divided by the average remaining service period of participating employees expected to receive benefits under the plan.

Pre-tax amounts not yet recognized in net periodic pension costs, but rather recognized in accumulated other comprehensive loss during 2016, 2015, and 2014, were as follows:



	For the Years Ended December 31,
	2016		2015		2014
	(in thousands)
Unrecognized actuarial losses	$	22,708	$	20,966	$	17,812
Unrecognized prior service costs	83		101		118
Unrecognized transition obligation	—		—		—
Accumulated other comprehensive loss	$	22,791	$	21,067	$	17,930

The estimated net loss that will be amortized from accumulated other comprehensive loss into net periodic benefit cost over the next fiscal year is $1.6 million.

Pre-tax changes recognized in other comprehensive loss during 2016, 2015, and 2014, were as follows:



	For the Years Ended December 31,
	2016			2015			2014
	(in thousands)
Net actuarial loss	$	(3,322	)	$	(4,990	)	$	(10,062	)
Prior service cost	—			—			—
Less:
Amortization of prior service cost	(16		)	(17		)	(17		)
Amortization of net actuarial loss	(1,582		)	(1,486		)	(689		)
Settlements	—			(350		)	—
Total other comprehensive loss	$	(1,724	)	$	(3,137	)	$	(9,356	)

Components of Net Periodic Benefit Cost for the Pension Plans



	For the Years Ended December 31,
	2016			2015			2014
	(in thousands)
Components of net periodic benefit cost:
Service cost	$	8,200		$	7,949		$	6,335
Interest cost	2,908			2,496			2,191
Expected return on plan assets that reduces periodic pension cost	(2,235		)	(2,182		)	(1,978		)
Amortization of prior service cost	16			17			17
Amortization of net actuarial loss	1,582			1,486			689
Settlements	—			350			—
Net periodic benefit cost	$	10,471		$	10,116		$	7,254

Pension Plan Assumptions

Weighted-average assumptions used to measure the Company’s projected benefit obligation and net periodic benefit cost are as follows:



	As of December 31,
	2016	2015	2014
Projected benefit obligation
Discount rate	4.2%	4.7%	4.3%
Rate of compensation increase	6.2%	6.2%	6.2%
Net periodic benefit cost
Discount rate	4.7%	4.3%	5.0%
Expected return on plan assets ⁽¹⁾	7.5%	7.5%	7.5%
Rate of compensation increase	6.2%	6.2%	6.2%

____________________________________________


⁽¹⁾	There is no assumed expected return on plan assets for the Nonqualified Pension Plan because there are no plan assets in the Nonqualified Pension Plan.

The Company’s pension investment policy includes various guidelines and procedures designed to ensure that assets are prudently invested in a manner necessary to meet the future benefit obligation of the Pension Plans. The policy does not permit the direct investment of plan assets in the Company’s securities. The Qualified Pension Plan’s investment horizon is long-term and accordingly the target asset allocations encompass a strategic, long-term perspective of capital markets, expected risk and return behavior and perceived future economic conditions. The key investment principles of diversification, assessment of risk, and targeting the optimal expected returns for given levels of risk are applied.

The Qualified Pension Plan’s investment portfolio contains a diversified blend of investments, which may reflect varying rates of return. The investments are further diversified within each asset classification. This portfolio diversification provides protection against a single security or class of securities having a disproportionate impact on aggregate investment performance. The actual asset allocations are reviewed and rebalanced on a periodic basis to maintain the target allocations. The weighted-average asset allocation of the Qualified Pension Plan is as follows:



	Target		As of December 31,
Asset Category	2017		2016		2015
Equity securities	35.0	%	28.8	%	39.1	%
Fixed income securities	43.0	%	35.5	%	34.0	%
Other securities	22.0	%	35.7	%	26.9	%
Total	100.0	%	100.0	%	100.0	%

There is no asset allocation of the Nonqualified Pension Plan since there are no plan assets in that plan. An expected return on plan assets of 7.5 percent was used to calculate the Company’s obligation under the Qualified Pension Plan for 2016 and 2015. Factors considered in determining the expected rate of return include the long-term historical rate of return provided by the equity and debt securities markets and input from the investment consultants and trustees managing the plan assets. The difference in investment income using the projected rate of return compared to the actual rates of return for the past two years was not material and is not expected to have a material effect on the accompanying statements of operations or cash flows from operating activities in future years.

Pension Plan Assets

The fair values of the Company’s Qualified Pension Plan assets as of December 31, 2016, and 2015, utilizing the fair value hierarchy discussed in Note 11 – Fair Value Measurements are as follows:



					Fair Value Measurements Using:
	Actual Asset Allocation		Total		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs
			(in thousands)
As of December 31, 2016
Cash	—	%	$	—	$	—	$	—	$	—
Equity Securities:
Domestic ⁽¹⁾	18.7	%	5,945		4,471		1,474		—
International ⁽²⁾	10.1	%	3,192		3,192		—		—
Total Equity Securities	28.8	%	9,137		7,663		1,474		—
Fixed Income Securities:
High-Yield Bonds ⁽³⁾	2.6	%	822		822		—		—
Core Fixed Income ⁽⁴⁾	25.0	%	7,923		7,923		—		—
Floating Rate Corp Loans ⁽⁵⁾	7.9	%	2,495		2,495		—		—
Total Fixed Income Securities	35.5	%	11,240		11,240		—		—
Other Securities:
Commodities ⁽⁶⁾	1.8	%	578		578		—		—
Real Estate ⁽⁷⁾	5.1	%	1,629		—		—		1,629
Collective Investment Trusts ⁽⁸⁾	17.5	%	5,562		—		5,562		—
Hedge Fund ⁽⁹⁾	11.3	%	3,585		—		—		3,585
Total Other Securities	35.7	%	11,354		578		5,562		5,214
Total Investments	100.0	%	$	31,731	$	19,481	$	7,036	$	5,214

As of December 31, 2015
Cash	—	%	$	—	$	—	$	—	$	—
Equity Securities:
Domestic ⁽¹⁾	26.1	%	6,729		4,943		1,786		—
International ⁽²⁾	13.0	%	3,353		3,353		—		—
Total Equity Securities	39.1	%	10,082		8,296		1,786		—
Fixed Income Securities:
High-Yield Bonds ⁽³⁾	2.8	%	722		722		—		—
Core Fixed Income ⁽⁴⁾	22.5	%	5,789		5,789		—		—
Floating Rate Corp Loans ⁽⁵⁾	8.7	%	2,247		2,247		—		—
Total Fixed Income Securities	34.0	%	8,758		8,758		—		—
Other Securities:
Commodities ⁽⁶⁾	2.7	%	700		700		—		—
Real Estate ⁽⁷⁾	5.8	%	1,499		—		—		1,499
Collective Investment Trusts ⁽⁸⁾	4.6	%	1,184		—		1,184		—
Hedge Fund ⁽⁹⁾	13.8	%	3,546		—		—		3,546
Total Other Securities	26.9	%	6,929		700		1,184		5,045
Total Investments	100.0	%	$	25,769	$	17,754	$	2,970	$	5,045

____________________________________________

⁽¹⁾

Level 1 equity securities consist of United States large and small capitalization companies, which are actively traded securities that can be sold upon demand. Level 2 equity securities are investments in a collective investment fund that is valued at net asset value based on the value of the underlying investments and total units outstanding on a daily basis. The objective of this fund is to approximate the S&P 500 by investing in one or more collective investment funds.


⁽²⁾	International equity securities consists of a well-diversified portfolio of holdings of mostly large issuers organized in developed countries with liquid markets, commingled with investments in equity securities of issuers located in emerging markets and believed to have strong sustainable financial productivity at attractive valuations.


⁽³⁾	High-yield bonds consist of non-investment grade fixed income securities. The investment objective is to obtain high current income. Due to the increased level of default risk, security selection focuses on credit-risk analysis.


⁽⁴⁾	The objective of core fixed income funds is to achieve value added from sector or issue selection by constructing a portfolio to approximate the investment results of the Barclay’s Capital Aggregate Bond Index with a modest amount of variability in duration around the index.


⁽⁵⁾	Investments consist of floating rate bank loans. The interest rates on these loans are typically reset on a periodic basis to account for changes in the level of interest rates.


⁽⁶⁾	Investments with exposure to commodity price movements, primarily through the use of futures, swaps and other commodity-linked securities.


⁽⁷⁾	The investment objective of direct real estate is to provide current income with the potential for long-term capital appreciation. Ownership in real estate entails a long-term time horizon, periodic valuations, and potentially low liquidity.


⁽⁸⁾	Collective investment trusts invest in short-term investments and are valued at the net asset value of the collective investment trust. The net asset value, as provided by the trustee, is used as a practical expedient to estimate fair value. The net asset value is based on the fair value of the underlying investments held by the fund less its liabilities.


⁽⁹⁾	The hedge fund portfolio includes an investment in an actively traded global mutual fund that focuses on alternative investments and a hedge fund of funds that invests both long and short using a variety of investment strategies.

Included below is a summary of the changes in Level 3 plan assets (in thousands):



Balance at January 1, 2015	$	4,864
Purchases	—
Realized gain on assets	165
Unrealized gain on assets	16
Balance at December 31, 2015	$	5,045
Purchases	561
Realized gain on assets	54
Unrealized gain on assets	115
Disposition	(561		)
Balance at December 31, 2016	$	5,214

Contributions

The Company contributed $11.0 million, $6.4 million, and $5.3 million to the Pension Plans in the years ended December 31, 2016, 2015, and 2014, respectively. The Company expects to make a $7.8 million contribution to the Pension Plans in 2017.

Benefit Payments

The Pension Plans made actual benefit payments of $6.7 million, $8.2 million, and $2.8 million in the years ended December 31, 2016, 2015, and 2014, respectively. Expected benefit payments over the next 10 years are as follows:



Years Ending December 31,	(in thousands)
2017	$	6,532
2018	$	3,256
2019	$	4,480
2020	$	4,778
2021	$	5,772
2022 through 2026	$	38,708