XML 36 R13.htm IDEA: XBRL DOCUMENT v3.2.0.727
Derivative Financial Instruments
6 Months Ended
Jun. 30, 2015
Derivative Instruments And Hedging Activities Disclosure [Abstract]  
Derivative Financial Instruments

Note 6 – Derivative Financial Instruments

We are exposed to market risk from changes in foreign currency exchange rates, short-term interest rates and price fluctuations of certain material commodities such as copper. Market risks for changes in interest rates relate primarily to our debt obligations under our Credit Agreement and obligations from currency related interest rate swaps. Foreign currency exchange risks are attributable to sales to foreign customers and purchases from foreign suppliers not denominated in the location’s functional currency, foreign plant operations, intercompany indebtedness, and intercompany investments and include exposures to the Euro, Mexican Peso, Canadian Dollar, Hungarian Forint, Ukrainian Hryvnia, Japanese Yen, Chinese Renminbi, Korean Won, Vietnamese Dong, and Macedonian Denar.

The Company regularly enters into derivative contracts with the objective of managing its financial and operational exposure arising from these risks by offsetting gains and losses on the underlying exposures with gains and losses on the financial instruments used to hedge them. The maximum length of time over which we hedge our exposure to foreign currency exchange risks is one year.  We do not enter into derivative financial instruments for speculative or trading purposes. Our hedging relationships are formally documented at the inception of the hedge, and hedges must be highly effective in offsetting changes to future cash flows on hedged transactions both at the inception of a hedge and on an ongoing basis to be designated for hedge accounting treatment. We record the ineffective portion of foreign currency hedging instruments, if any, to foreign currency (loss) gain in the consolidated condensed statements of income. Though we continuously monitor the hedging program, derivative positions and hedging strategies, foreign currency forward exchange agreements have not always been designated as hedging instruments for accounting purposes.

Note 6 – Derivative Financial Instruments – Continued

The Company uses a market approach to value derivative instruments, analyzing observable benchmark rates at commonly quoted intervals for the instrument’s full term.

In March, 2008, Gentherm GmbH, entered into a 10 year currency related interest rate swap (“CRS”) having a notional value of €10,000, or $11,141 as of June 30, 2015, in order to offset the interest rate risk associated with a debt financing which was repaid prior to our acquisition of Gentherm GmbH in 2011. The counterparty to the CRS was HypoVereinsbank AG (now UniCredit Bank AG, “UniCredit”), its main bank at the time. Under this agreement, Gentherm GmbH receives interest equal to the six month Euro Interbank Offered Rate (“EURIBOR”), 0.05% at June 30, 2015, plus 1.40% and pays interest equal to the six month EURIBOR when the exchange rate between the European Euro (“EUR”) and the Swiss Franc (“CHF”) equals or exceeds 1.46 EUR to the CHF.  When the exchange rate is less than 1.46 (it was 1.05 at June 30, 2015), Gentherm GmbH pays interest equal to the six month EURIBOR plus a premium. The premium is calculated as [(1.46 – current EUR/CHF rate)/current EUR/CHF rate] x 100.

In 2011, Gentherm GmbH brought forth a lawsuit against UniCredit, because of the recommendation to enter into the CRS. On March 25, 2013, the District Court in Munich, Germany ruled in favor of Gentherm GmbH, asserting that UniCredit had a conflict of interest as financial advisor and counterparty to the CRS and violated its duty to disclose the initial negative market value of the CRS. The Munich District Court ruled that UniCredit must (1) pay €144 to Gentherm GmbH and (2) bear the costs of all future obligations under the CRS, which were €12,532 or $13,962 as of June 30, 2015, plus additional accrued liabilities for past due payments under the CRS of approximately €9,065, or $10,099 as of June 30, 2015. UniCredit has appealed the decision. The appeal is pending. As a result, the Company cannot be certain that any portion of the award by the Munich District Court will be upheld. Gentherm GmbH has entered into an offsetting derivative contract designed to limit the market risk of payments due under the CRS through the end of the CRS agreement, in 2018.

 

Information related to the recurring fair value measurement of derivative instruments in our consolidated condensed balance sheet as of June 30, 2015 is as follows:  

 

 

 

 

 

 

 

Asset Derivatives

 

 

Liability Derivatives

 

 

Net Asset/
(Liabilities)

 

 

 

Hedge 
Designation

 

Fair Value
Hierarchy

 

Balance Sheet
Location

 

 

Fair
Value

 

 

Balance Sheet
Location

 

Fair
Value

 

 

 

 

CRS

 

Not a hedge

 

Level 2

 

 

 

 

 

 

 

 

 

Current liabilities

 

$

(4,463

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-current 
liabilities

 

 

(9,499

)

 

 

 

 

Total CRS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(13,962

)

 

$

(13,962

)

Foreign currency derivatives

 

Cash flow hedge

 

Level 2

 

 

 

 

 

 

 

 

 

Current liabilities

 

$

(785

)

 

$

(785

)

Foreign currency derivatives

 

Not a hedge

 

Level 2

 

 

Current assets

 

 

$

2,195

 

 

 

 

 

 

 

 

$

2,195

 

 

 

 

 

 

 

 

Non-current
assets

 

 

 

5,094

 

 

 

 

 

 

 

 

 

5,094

 

Total foreign currency derivatives

 

 

 

 

 

 

 

 

 

$

7,289

 

 

 

 

$

(785

)

 

$

6,504

 

Commodity derivatives

 

Cash flow hedge

 

Level 2

 

 

 

 

 

 

 

 

 

Current liabilities

 

$

(48

)

 

$

(48

)

 

Information relating to the effect of derivative instruments on our consolidated condensed statements of income is as follows:

 

 

 

Location

 

Three Months
Ended
June 30,
2015

 

 

Six Months
Ended
June 30,
2015

 

 

Three Months
Ended
June 30,
2014

 

 

Six Months
Ended
June 30,
2014

 

Foreign currency derivatives

 

Revaluation of derivatives

 

$

81

 

 

$

6,278

 

 

$

(421

)

 

$

(159

)

 

 

Cost of sales

 

 

(192

)

 

 

(320

)

 

 

83

 

 

 

30

 

 

 

Selling, general and administrative

 

 

25

 

 

 

46

 

 

 

(20

)

 

 

(68

)

 

 

Other comprehensive income

 

 

(430

)

 

 

(777)

 

 

 

99

 

 

 

160

 

 

 

Foreign currency (loss) gain

 

 

82

 

 

 

289

 

 

 

5

 

 

 

(448

)

Total foreign currency derivatives

 

 

 

$

(434

)

 

$

5,516

 

 

$

(254

)

 

$

(485

)

CRS

 

Revaluation of derivatives

 

$

(134

)

 

$

(7,295

)

 

$

82

 

 

$

(427

)

Interest rate derivatives

 

Revaluation of derivatives

 

$

 

 

$

 

 

$

(1

)

 

$

(1

)

 

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

39

 

Commodity derivatives

 

Other comprehensive income

 

$

(124

)

 

$

(48

)

 

$

 

 

$

 

Note 6 – Derivative Financial Instruments – Continued

We did not incur any hedge ineffectiveness during the six months ended June 30, 2015 and 2014.