Annual report pursuant to Section 13 and 15(d)

FAIR VALUE MEASUREMENT

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FAIR VALUE MEASUREMENT
12 Months Ended
Dec. 31, 2021
FAIR VALUE MEASUREMENT  
FAIR VALUE MEASUREMENT

8.    FAIR VALUE MEASUREMENT

The Company’s financial instruments consist of cash and cash equivalents, trade receivables, financed and notes receivable, accounts payable, other short-term liabilities, and debt. The carrying amounts of these financial instruments approximate their respective fair values. The Company also has derivative instruments as discussed in Note 11 and financial instruments related to its defined benefit pension plan and deferred compensation plan detailed in Note 14.

The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value. Level 1 refers to fair values determined based on quoted prices in active markets for identical assets. Level 2 refers to fair values estimated using significant other observable inputs, and Level 3 includes fair values estimated using significant non-observable inputs.

During the year ended December 31, 2021, the Company invested $12.7 million of unrestricted cash in international bonds, a level 2 asset under the fair value hierarchy. The investment is recorded in other current assets. The fair market values of the bonds approximate their amortized costs.

At December 31, 2021 and 2020, respectively, the Company had $25.2 million and $35.7 million of acquisition holdback and earnout liabilities with the former owners of acquired companies. Acquisition earnouts are generally earned by achieving certain levels of revenue growth while maintaining certain profit margins. The earnout liabilities are discounted to reflect the expected probability of payout, and both earnout and holdback liabilities are discounted to their net present value on the Company’s books and are considered Level 3 liabilities.

The table below presents a summary of the changes in fair value for these liabilities.

(in thousands)

Acquisition holdback and earnout liabilities at December 31, 2019

    

$

49,132

New acquisitions

12,594

Revaluations

(2,305)

Payouts

(24,011)

Interest on outstanding contingencies

2,025

Charge offset, forfeit and other

(1,691)

Acquisition holdback and earnout liabilities at December 31, 2020

35,744

New acquisitions

14,516

Revaluations

Payouts

(22,809)

Interest on outstanding contingencies

855

Charge offset, forfeit and other

(3,150)

Acquisition holdback and earnout liabilities at December 31, 2021

$

25,156