FAIR VALUE MEASUREMENTS
3 Months Ended
Apr. 30, 2016
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS
 
Assets and Liabilities Measured at Fair Value on a Recurring Basis
 
Our assets and liabilities measured at fair value on a recurring basis consisted of the following as of April 30, 2016 and January 31, 2016:
 
 
April 30, 2016
 
 
Fair Value Hierarchy Category
(in thousands)
 
Level 1
 
Level 2
 
Level 3
Assets:
 
 

 
 

 
 

Money market funds
 
$
170

 
$

 
$

Commercial paper and corporate debt securities, classified as cash and cash equivalents
 

 
17,483

 

Short-term investments, classified as available-for-sale
 

 
41,031

 

Foreign currency forward contracts
 

 
2,801

 

Total assets
 
$
170

 
$
61,315

 
$

Liabilities:
 
 

 
 

 
 

Foreign currency forward contracts
 
$

 
$
1,841

 
$

Interest rate swap agreement
 

 
429

 

Contingent consideration - business combinations
 

 

 
27,933

Total liabilities
 
$

 
$
2,270

 
$
27,933

 
 
 
January 31, 2016
 
 
Fair Value Hierarchy Category
(in thousands)
 
Level 1
 
Level 2
 
Level 3
Assets:
 
 

 
 

 
 

Money market funds
 
$
12,137

 
$

 
$

Commercial paper and corporate debt securities, classified as cash and cash equivalents
 

 
5,030

 

Short-term investments, classified as available-for-sale
 

 
52,932

 

Foreign currency forward contracts
 

 
113

 

Total assets
 
$
12,137

 
$
58,075

 
$

Liabilities:
 
 

 
 

 
 

Foreign currency forward contracts
 
$

 
$
2,377

 
$

Contingent consideration - business combinations
 

 

 
22,391

Total liabilities
 
$

 
$
2,377

 
$
22,391



The following table presents the changes in the estimated fair values of our liabilities for contingent consideration measured using significant unobservable inputs (Level 3) for the three months ended April 30, 2016 and 2015
 
 
Three Months Ended
April 30,
(in thousands)
 
2016
 
2015
Fair value measurement at beginning of period
 
$
22,391

 
$
14,507

Contingent consideration liabilities recorded for business combinations
 
7,700

 

Changes in fair values, recorded in operating expenses
 
702

 
53

Payments of contingent consideration
 
(2,956
)
 
(2,158
)
Foreign currency translation and other
 
96

 
(2
)
Fair value measurement at end of period
 
$
27,933

 
$
12,400


 
Our estimated liability for contingent consideration represents potential payments of additional consideration for business combinations, payable if certain defined performance goals are achieved. Changes in fair value of contingent consideration are recorded in the condensed consolidated statements of operations within selling, general and administrative expenses.
 
Fair Value Measurements
 
Money Market Funds - We value our money market funds using quoted active market prices for such funds.

Short-term Investments and Commercial Paper - The fair values of short-term investments, as well as commercial paper classified as cash equivalents, are estimated using observable market prices for identical securities that are traded in less-active markets, if available. When observable market prices for identical securities are not available, we value these short-term investments using non-binding market price quotes from brokers which we review for reasonableness using observable market data; quoted market prices for similar instruments; or pricing models, such as a discounted cash flow model.

Foreign Currency Forward Contracts - The estimated fair value of foreign currency forward contracts is based on quotes received from the counterparties thereto. These quotes are reviewed for reasonableness by discounting the future estimated cash flows under the contracts, considering the terms and maturities of the contracts and market foreign currency exchange rates using readily observable market prices for similar contracts.

Interest Rate Swap Agreement - The fair value of our interest rate swap agreement is based in part on data received from the counterparty, and represents the estimated amount we would receive or pay to settle the agreement, taking into consideration current and projected future interest rates as well as the creditworthiness of the parties, all of which can be validated through readily observable data from external sources.
 
Contingent Consideration - Business Combinations - The fair value of the contingent consideration related to business combinations is estimated using a probability-adjusted discounted cash flow model. These fair value measurements are based on significant inputs not observable in the market. The key internally developed assumptions used in these models are discount rates and the probabilities assigned to the milestones to be achieved. We remeasure the fair value of the contingent consideration at each reporting period, and any changes in fair value resulting from either the passage of time or events occurring after the acquisition date, such as changes in discount rates, or in the expectations of achieving the performance targets, are recorded within selling, general, and administrative expenses. Increases or decreases in discount rates would have inverse impacts on the related fair value measurements, while favorable or unfavorable changes in expectations of achieving performance targets would result in corresponding increases or decreases in the related fair value measurements. We utilized discount rates ranging from 2.5% to 41.7% in our calculations of the estimated fair values of our contingent consideration liabilities as of April 30, 2016. We utilized discount rates ranging from 3.0% to 41.7% in our calculations of the estimated fair values of our contingent consideration liabilities as of January 31, 2016.

Other Financial Instruments
 
The carrying amounts of accounts receivable, accounts payable, and accrued liabilities and other current liabilities approximate fair value due to their short maturities.
 
The estimated fair values of our term loan borrowings were $412 million and $411 million at April 30, 2016 and January 31, 2016, respectively. The estimated fair values of the term loans are based upon indicative bid and ask prices as determined by the agent responsible for the syndication of our term loans. We consider these inputs to be within Level 3 of the fair value hierarchy because we cannot reasonably observe activity in the limited market in which participations in our term loans are traded. The indicative prices provided to us as at each of April 30, 2016 and January 31, 2016 did not significantly differ from par value. The estimated fair value of our revolving credit borrowings, if any, is based upon indicative market values provided by one of our lenders. We had no revolving credit borrowings at April 30, 2016 and January 31, 2016.

The estimated fair values of our Notes were approximately $361 million and $367 million at April 30, 2016 and January 31, 2016, respectively. The estimated fair values of the Notes are determined based on quoted bid and ask prices in the over-the-counter market in which the Notes trade. We consider these inputs to be within Level 2 of the fair value hierarchy.
 
Assets and Liabilities Not Measured at Fair Value on a Recurring Basis
 
In addition to assets and liabilities that are measured at fair value on a recurring basis, we also measure certain assets and liabilities at fair value on a nonrecurring basis. Our non-financial assets, including goodwill, intangible assets and property, plant and equipment, are measured at fair value when there is an indication of impairment and the carrying amount exceeds the asset’s projected undiscounted cash flows. These assets are recorded at fair value only when an impairment charge is recognized.