Quarterly report pursuant to Section 13 or 15(d)

Derivative Instruments and Hedging Activities

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Derivative Instruments and Hedging Activities
3 Months Ended
Mar. 31, 2012
Derivative Instruments and Hedging Activities [Abstract]  
Derivative Instruments and Hedging Activities

9. Derivative Instruments and Hedging Activities

Interest Rate Risk Management

The Company engages in an interest rate hedging strategy for which the hedged transactions are forecasted interest payments on the Company’s New Credit Facility. The hedged risk is the variability of forecasted interest rate cash flows, where the hedging strategy involves the purchase of interest rate swaps. For the outstanding cash flow hedges on interest rate exposures at March 31, 2012, the maximum length of time over which the Company is hedging certain of these exposures is approximately one year and four months.

During August 2009, the Company entered into four interest rate swap agreements with an effective date of December 31, 2009. The agreements collectively provide for the Company to pay interest for less than a four-year period at a weighted average fixed rate of 2.78% on notional amounts aggregating to $140.0 million while receiving interest for the same period at the one month LIBOR rate on the same notional amounts. These agreements will expire in July 2013. These swaps at inception were designated as cash flow hedges against the variability in the LIBOR interest rate on the Company’s term loan under the Prior Credit Facility or against the variability in the LIBOR interest rate on the replacement debt. The Company’s term loan under the Prior Credit Facility was terminated in March 2011 and refinanced with the New Credit Facility as discussed further in Note 4, Long-Term Debt. The Company’s swaps remain effective and continue to be designated as cash flow hedges against the variability in certain LIBOR interest rate borrowings under the New Credit Facility at LIBOR plus 1.50% to 2.50%, fixing the Company’s weighted average effective rate on the notional amounts at 4.28% to 5.28%. There was no hedge ineffectiveness recorded as result of this refinancing event.

 

The Company assesses hedge effectiveness and measures hedge ineffectiveness at least quarterly. During the three months ended March 31, 2012 and 2011, the ineffective portion relating to these hedges was immaterial and the hedges remained effective as of March 31, 2012. Consequently, all changes in the fair value of the derivatives are deferred and recorded in other comprehensive income (loss) until the related forecasted transactions are recognized in the consolidated statements of income. The fair value of the interest rate swap agreements are based on third-party bank quotes. At March 31, 2012 and December 31, 2011, the Company recorded the interest rate swaps as liabilities at their fair value of $4.5 million and $5.1 million, respectively.

Foreign Currency Instruments

The Company also designates certain foreign currency derivatives, such as certain foreign currency forward and option contracts, as freestanding derivatives for which hedge accounting does not apply. The changes in the fair market value of these freestanding derivatives are included in selling, general and administrative expenses in the Company’s consolidated statements of income. The Company uses foreign currency forward contracts to hedge foreign-currency-denominated intercompany transactions and to partially mitigate the impact of foreign currency fluctuations. The Company also uses foreign currency option contracts to partially mitigate the impact of foreign currency fluctuations. The fair value of the forward and option contracts are based on third-party bank quotes. The Company’s foreign currency derivative contracts are generally executed on a monthly basis.

The Company designates as cash-flow hedges those foreign currency forward contracts it entered into to hedge forecasted inventory purchases and intercompany management fees that are subject to foreign currency exposures. Forward contracts are used to hedge forecasted inventory purchases over specific months. Changes in the fair value of these forward contracts, excluding forward points, designated as cash-flow hedges are recorded as a component of accumulated other comprehensive income (loss) within shareholders’ equity, and are recognized in cost of sales in the consolidated statement of income during the period which approximates the time the hedged inventory is sold. The Company also hedges forecasted intercompany management fees over specific months. These contracts allow the Company to sell Euros in exchange for U.S. dollars at specified contract rates. Changes in the fair value of these forward contracts designated as cash flow hedges are recorded as a component of accumulated other comprehensive income (loss) within shareholders’ equity, and are recognized in selling, general and administrative expenses in the consolidated statement of income during the period when the hedged item and underlying transaction affect earnings.

As of March 31, 2012 and December 31, 2011, the aggregate notional amounts of all foreign currency contracts outstanding designated as cash flow hedges were approximately $46.7 million and $64.4 million, respectively. At March 31, 2012, these outstanding contracts were expected to mature over the next fifteen months. The Company’s derivative financial instruments are recorded on the consolidated balance sheet at fair value based on third-party bank quotes. As of March 31, 2012, the Company recorded assets at fair value of $1.5 million and liabilities at fair value of $0.2 million relating to all outstanding foreign currency contracts designated as cash-flow hedges. As of December 31, 2011, the Company recorded assets at fair value of $4.4 million relating to all outstanding foreign currency contracts designated as cash-flow hedges. The Company assesses hedge effectiveness and measures hedge ineffectiveness at least quarterly. During the three months ended March 31, 2012 and 2011, the ineffective portion relating to these hedges was immaterial and the hedges remained effective as of March 31, 2012 and December 31, 2011.

As of both March 31, 2012 and December 31, 2011, the majority of the Company’s outstanding foreign currency forward contracts had maturity dates of less than fifteen months, with the majority of freestanding derivatives expiring within one month. There were no foreign currency option contracts outstanding as of March 31, 2012 and December 31, 2011. See Part I, Item 3 — Quantitative and Qualitative Disclosures About Market Risk in this Quarterly Report on Form 10-Q for foreign currency instruments outstanding as of March 31, 2012, where the Company had aggregate notional amounts of approximately $347.6 million of foreign currency contracts, inclusive of freestanding contracts and contracts designated as cash flow hedges.

Gains and Losses on Derivative Instruments

The following table summarizes gains (losses) relating to derivative instruments recorded in other comprehensive income (loss) during the three months ended March 31, 2012 and 2011:

 

                 
    Amount of Gain (Loss) Recognized
in Other Comprehensive Income (Loss)
 
    For the Three Months Ended  
    March 31, 2012     March 31, 2011  
    (In millions)  

Derivatives designated as hedging instruments:

               

Foreign exchange currency contracts relating to inventory and intercompany management fee hedges

  $ (1.7   $ (1.9

Interest rate swaps

  $ (0.4     —    

 

The following table summarizes gains (losses) relating to derivative instruments recorded to income during the three months ended March 31, 2012 and 2011:

 

                     
    Location of  Gain
(Loss)
Recognized in Income
  Amount of Gain (Loss)
Recognized in Income
 
    For the Three Months Ended  
      March 31, 2012     March 31, 2011  
        (In millions)  

Derivatives designated as hedging instruments:

                   

Foreign exchange currency contracts relating to inventory hedges and intercompany management fee hedges (1)

  Selling, general and

administrative expenses

  $ 0.1     $ 0.1  

Derivatives not designated as hedging instruments:

                   

Foreign exchange currency contracts

  Selling, general and
administrative expenses
  $ (10.8   $ 2.9  

 

(1) For foreign exchange contracts designated as hedging instruments, the amounts recognized in income (loss) represent the amounts excluded from the assessment of hedge effectiveness. There were no ineffective amounts recorded for derivatives designated as hedging instruments.

The following table summarizes gains (losses) relating to derivative instruments reclassified from accumulated other comprehensive loss into income during the three months ended March 31, 2012 and 2011:

 

                     
    Location of  Gain
(Loss)
Reclassified
from  Accumulated
Other Comprehensive
Loss into Income
(Effective Portion)
  Amount of Gain (Loss) Reclassified
from Accumulated
Other Comprehensive
Loss into Income
 
    For the Three Months Ended  
    March 31, 2012     March 31, 2011  
       

(In millions)

 

Derivatives designated as hedging instruments:

                   

Foreign exchange currency contracts relating to inventory hedges

  Cost of sales     —       $ (0.2

Foreign exchange currency contracts relating to intercompany management fee hedges

  Selling, general and
administrative expenses
  $ 1.2     $ (0.6

Interest rate contracts

  Interest expense, net   $ (0.9   $ (0.9

The Company reports its derivatives at fair value as either assets or liabilities within its condensed consolidated balance sheet. See Note 12, Fair Value Measurements, for information on derivative fair values and their condensed consolidated balance sheet location as of March 31, 2012 and December 31, 2011.