Marketable Securities Investments And Fair Value Disclosures | Note 2 Marketable Securities Investments And Fair Value Disclosures The following tables summarize the available-for-sale securities (in thousands): December 31, 2014 Cost Gross Gross Estimated Government and agency securities $ 850,712 $ 82 $ (792 ) $ 850,002 Corporate debt securities, commercial paper, time deposits, and bank certificates of deposit 6,711,683 612 (4,653 ) 6,707,642 Alibaba Group equity securities 2,713,484 37,154,305 — 39,867,789 Hortonworks equity securities 26,246 77,783 — 104,029 Other corporate equity securities 230 430 — 660 Total available-for-sale marketable securities $ 10,302,355 $ 37,233,212 $ (5,445 ) $ 47,530,122 December 31, 2015 Cost Gross Gross Estimated Government and agency securities $ 616,501 $ 24 $ (635 ) $ 615,890 Corporate debt securities, commercial paper, time deposits, and bank certificates of deposit 4,589,799 292 (4,908 ) 4,585,183 Alibaba Group equity securities 2,713,483 28,458,878 — 31,172,361 Hortonworks equity securities 26,246 57,977 — 84,223 Other corporate equity securities 298 — (101 ) 197 Total available-for-sale marketable securities $ 7,946,327 $ 28,517,171 $ (5,644 ) $ 36,457,854 December 31, 2014 2015 Reported as: Short-term marketable securities $ 5,327,412 $ 4,225,112 Long-term marketable securities 2,230,892 975,961 Investment in Alibaba Group 39,867,789 31,172,361 Other long-term assets and investments 104,029 84,420 Total $ 47,530,122 $ 36,457,854 Short-term, highly liquid investments of $2 billion and $667 million as of December 31, 2014 and 2015, respectively, included in cash and cash equivalents on the consolidated balance sheets are not included in the table above as the gross unrealized gains and losses were immaterial as the carrying value approximates fair value because of the short maturity of those instruments. Realized gains and losses from sales of available-for-sale marketable debt securities were not material for the years ended December 31, 2013, 2014 and 2015. The remaining contractual maturities of available-for-sale marketable debt securities were as follows (in thousands): December 31, 2014 2015 Due within one year $ 5,327,412 $ 4,225,112 Due after one year through five years 2,230,892 975,961 Total available-for-sale marketable debt securities $ 7,558,304 $ 5,201,073 The following tables show all available-for-sale marketable debt securities in an unrealized loss position for which an other-than-temporary impairment has not been recognized and the related gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position (in thousands): December 31, 2014 Less than 12 Months 12 Months or Longer Total Fair Value Unrealized Fair Unrealized Fair Value Unrealized Government and agency securities $ 744,948 $ (792 ) $ — $ — $ 744,948 $ (792 ) Corporate debt securities, commercial paper, and bank certificates of deposit 2,601,288 (4,646 ) 3,234 (7 ) 2,604,522 (4,653 ) Total available-for-sale marketable debt securities $ 3,346,236 $ (5,438 ) $ 3,234 $ (7 ) $ 3,349,470 $ (5,445 ) December 31, 2015 Less than 12 Months 12 Months or Longer Total Fair Value Unrealized Fair Unrealized Fair Value Unrealized Government and agency securities $ 552,041 $ (635 ) $ — $ — $ 552,041 $ (635 ) Corporate debt securities, commercial paper, and bank certificates of deposit 2,415,347 (4,763 ) 99,214 (145 ) 2,514,561 (4,908 ) Total available-for-sale marketable debt securities $ 2,967,388 $ (5,398 ) $ 99,214 $ (145 ) $ 3,066,602 $ (5,543 ) The Company’s investment portfolio includes equity securities of Alibaba Group and Hortonworks, as well as liquid high-quality fixed income debt securities including government, agency and corporate debt, money market funds, commercial paper, certificates of deposit and time deposits with financial institutions. The fair value of any debt or equity security will vary over time and is subject to a variety of market risks including: macro-economic, regulatory, industry, company performance, and systemic risks of the equity markets overall. Consequently, the carrying value of the Company’s investment portfolio will vary over time as the value of its investment changes. Investments in both fixed rate and floating rate interest earning instruments carry a degree of interest rate risk. Fixed rate securities may have their fair value adversely impacted due to a rise in interest rates, while floating rate securities may produce less income than expected if interest rates fall. Fixed income securities may have their fair value adversely impacted due to a deterioration of the credit quality of the issuer. The longer the term of the securities, the more susceptible they are to changes in market rates. Available-for-sale marketable debt securities are reviewed periodically to identify possible other-than-temporary impairment. The Company has no current requirement or intent to sell the securities in an unrealized loss position. The Company expects to recover up to (or beyond) the initial cost of investment for securities held. The following table sets forth the financial assets and liabilities, measured at fair value, by level within the fair value hierarchy as of December 31, 2014 (in thousands): Fair Value Measurements at Reporting Date Using Assets Level 1 Level 2 Level 3 Total Money market funds (1) $ 373,822 $ — $ — $ 373,822 Available-for-sale marketable debt securities: Government and agency securities (1) — 850,002 — 850,002 Commercial paper and bank certificates of deposit (1) — 3,602,321 — 3,602,321 Corporate debt securities (1) — 3,327,017 — 3,327,017 Time deposits (1) — 1,361,165 — 1,361,165 Available-for-sale equity securities: Other corporate equity securities (2) 660 — — 660 Alibaba Group equity securities 39,867,789 — — 39,867,789 Hortonworks equity securities (2) 104,029 — — 104,029 Hortonworks warrants — — 98,062 98,062 Foreign currency derivative contracts (3) — 202,928 — 202,928 Financial assets at fair value $ 40,346,300 $ 9,343,433 $ 98,062 $ 49,787,795 Liabilities Foreign currency derivative contracts (3) — (6,157 ) — (6,157 ) Total financial assets and liabilities at fair value $ 40,346,300 $ 9,337,276 $ 98,062 $ 49,781,638 The following table sets forth the financial assets and liabilities, measured at fair value, by level within the fair value hierarchy as of December 31, 2015 (in thousands): Fair Value Measurements at Reporting Date Using Assets Level 1 Level 2 Level 3 Total Money market funds (1) $ 386,792 $ — $ — $ 386,792 Available-for-sale marketable debt securities: Government and agency securities (1) — 635,917 — 635,917 Commercial paper and bank certificates of deposit (1) — 1,844,494 — 1,844,494 Corporate debt securities (1) — 2,918,496 — 2,918,496 Time deposits (1) — 82,703 — 82,703 Available-for-sale equity securities: — — — Other corporate equity securities (2) 197 — — 197 Alibaba Group equity securities 31,172,361 — — 31,172,361 Hortonworks equity securities (2) 84,223 — — 84,223 Hortonworks warrants — — 78,861 78,861 Foreign currency derivative contracts (3) — 84,319 — 84,319 Financial assets at fair value $ 31,643,573 $ 5,565,929 $ 78,861 $ 37,288,363 Liabilities Foreign currency derivative contracts (3) — (5,661 ) — (5,661 ) Total financial assets and liabilities at fair value $ 31,643,573 $ 5,560,268 $ 78,861 $ 37,282,702 (1) The money market funds, government and agency securities, commercial paper and bank certificates of deposit, corporate debt securities, and time deposits are classified as part of either cash and cash equivalents or short or long-term marketable securities on the consolidated balance sheets. (2) The Hortonworks equity securities and other corporate equity securities are classified as part of other long-term assets and investments on the consolidated balance sheets. (3) Foreign currency derivative contracts are classified as part of either current or noncurrent assets or liabilities on the consolidated balance sheets. The notional amounts of the foreign currency derivative contracts were: $2.1 billion, including contracts designated as net investment hedges of $1.6 billion, as of December 31, 2014; and $1.5 billion, including contracts designated as net investment hedges of $1.2 billion, as of December 31, 2015. The amount of cash included in cash and cash equivalents as of December 31, 2014 and 2015 was $712 million and $965 million, respectively. The fair values of the Company’s Level 1 financial assets and liabilities are based on quoted prices in active markets for identical assets or liabilities. The fair values of the Company’s Level 2 financial assets and liabilities are obtained using quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets in markets that are not active; and inputs other than quoted prices (e.g., interest rates and yield curves). The Company utilizes a pricing service to assist in obtaining fair value pricing for the marketable debt securities. The fair value for the Company’s Level 3 financial asset was obtained using a Black-Scholes model. Activity between Levels of the Fair Value Hierarchy During the years ended December 31, 2014 and 2015, the Company did not make any transfers between Level 1, Level 2 and Level 3 assets or liabilities. Hortonworks Prior to the December 12, 2014 initial public offering of Hortonworks, the Company held an approximate 16 percent interest in Hortonworks with an investment balance of $26 million, which was accounted for as a cost method investment. Subsequent to the initial public offering, the Company owns 3.8 million unregistered shares. These shares were subject to a 6-months lock-up period which expired during 2015. These shares are accounted for as an available-for-sale security and had a fair value of $104 million and $84 million as of December 31, 2014 and 2015, respectively. The Company also holds warrants that vested upon the initial public offering of Hortonworks, which entitle the Company to purchase an aggregate of 3.7 million shares of Hortonworks common stock upon exercise of the warrants. The Company holds 6.5 million preferred warrants that are exercisable for 3.25 million shares of common stock at an exercise price of $0.01 per share, as well as 0.5 million common warrants that are exercisable for 0.5 million shares of common stock at an exercise price of $8.46 per share. These warrants had a fair value of $98 million and $79 million as of December 31, 2014 and 2015, respectively. The Company determined the estimated fair value of the warrants using the Black-Scholes model with the following assumptions: Preferred warrants Common warrants Years Ended December 31, Years Ended December 31, 2014 2015 2014 2015 Expected dividend yield 0 % 0 % 0 % 0 % Risk-free interest rate 1.71 % 1.78 % 2.20 % 2.25 % Expected volatility 46.0 % 46.0 % 46.0 % 46.0 % Expected life (in years) 5.50 4.50 8.44 7.44 During the year ended December 31, 2014, the Company recorded a gain of $57 million upon the initial public offering of Hortonworks through other comprehensive income on our consolidated balance sheet and a $41 million gain related to the mark to market of the warrants as of December 31, 2014, which was included within other income (expense), net in the consolidated statements of operations. During the year ended December 31, 2015, the Company recorded a loss of $19 million related to the mark to market of the respective warrants as of December 31, 2015, which was included within other income (expense), net in the Company’s consolidated statements of operations. Changes in the estimated fair value of the Hortonworks warrants are recorded through other income (expense), net in the Company’s consolidated statements of operations. Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Convertible Senior Notes In 2013, the Company issued $1.4375 billion aggregate principal amount of 0.00% Convertible Senior Notes due in 2018 (the “Notes”). The Notes are carried at their original issuance value, net of unamortized debt discount, and are not marked to market each period. The approximate estimated fair value of the Notes as of December 31, 2014 and December 31, 2015 were $1.2 billion and $1.3 billion, respectively. The estimated fair value of the Notes was determined on the basis of quoted market prices observable in the market and is considered Level 2 in the fair value hierarchy. See Note 11—“Convertible Notes” for additional information related to the Notes. Goodwill and Indefinite-Lived Intangible Assets The inputs used to measure the estimated fair value of goodwill and indefinite-lived intangible assets are classified as a Level 3 fair value measurement due to the significance of unobservable inputs using company-specific information. The valuation methodology used to estimate the fair value of goodwill and indefinite-lived intangible assets is discussed in Note 5—“Goodwill” and Note 6—“Intangible Assets, Net”. Other Investments As of December 31, 2014 and 2015, the Company held approximately $82 million and $83 million, respectively, of investments in equity securities of privately-held companies that are accounted for using the cost method. These investments are included within other long-term assets and investments on the consolidated balance sheets. Such investments are reviewed periodically for impairment. |