Financial Instruments and Derivatives | E. Financial Instruments and Derivatives Cash Equivalents Teradyne considers all highly liquid investments with maturities of three months or less at the date of acquisition to be cash equivalents. Marketable Securities Teradyne accounts for its investments in debt and equity securities in accordance with the provisions of ASC 320-10, “ Investments—Debt and Equity Securities. On a quarterly basis, Teradyne reviews its investments to identify and evaluate those that have an indication of a potential other-than-temporary impairment. Factors considered in determining whether a loss is other-than-temporary include: • The length of time and the extent to which the market value has been less than cost; • The financial condition and near-term prospects of the issuer; and • The intent and ability to retain the investment in the issuer for a period of time sufficient to allow for any anticipated recovery in market value. Teradyne uses the market and income approach techniques to value its financial instruments and there were no changes in valuation techniques during the three and nine months ended October 2, 2016. As defined in ASC 820-10, “ Fair Value Measurements and Disclosures, Level 1: Quoted prices in active markets for identical assets as of the reporting date; Level 2: Inputs other than Level 1, that are observable either directly or indirectly as of the reporting date. For example, a common approach for valuing fixed income securities is the use of matrix pricing. Matrix pricing is a mathematical technique used to value securities by relying on the securities’ relationship to other benchmark quoted prices, and is considered a Level 2 input; or Level 3: Unobservable inputs that are not supported by market data. Unobservable inputs are developed based on the best information available, which might include Teradyne’s own data. Teradyne’s available-for-sale debt and equity securities are classified as Level 1 and Level 2. Acquisition-related contingent consideration is classified as Level 3. Teradyne’s contingent consideration is valued using a Monte Carlo simulation model or a probability weighted discounted cash flow model. The majority of Level 2 securities are fixed income securities priced by third party pricing vendors. These pricing vendors utilize the most recent observable market information in pricing these securities or, if specific prices are not available, use other observable inputs like market transactions involving identical or comparable securities. Realized gains recorded in the three and nine months ended October 2, 2016 were $0.7 million and $1.2 million, respectively. Realized losses recorded in the three and nine months ended October 2, 2016 were $0.1 million and $0.4 million, respectively. Realized gains recorded in the three and nine months ended October 4, 2015 were $0.4 million and $1.4 million, respectively. Realized losses recorded in the nine months ended October 4, 2015 were $0.2 million. Realized gains are included in interest income and realized losses are included in interest expense. Unrealized gains and losses are included in accumulated other comprehensive income (loss). The cost of securities sold is based on the specific identification method. During the three and nine months ended October 2, 2016 and October 4, 2015, there were no transfers in or out of Level 1, Level 2 or Level 3 financial instruments. The following table sets forth by fair value hierarchy Teradyne’s financial assets and liabilities that were measured at fair value on a recurring basis as of October 2, 2016 and December 31, 2015. October 2, 2016 Quoted Prices in Active Markets for Identical Instruments (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total (in thousands) Assets Cash $ 241,687 $ — $ — $ 241,687 Cash equivalents 55,576 674 — 56,250 Available-for-sale securities: U.S. Treasury securities — 676,310 — 676,310 Corporate debt securities — 117,260 — 117,260 Certificates of deposit and time deposits — 66,140 — 66,140 Commercial paper — 52,324 — 52,324 U.S. government agency securities — 25,802 — 25,802 Equity and debt mutual funds 17,666 — — 17,666 Non-U.S. government securities — 750 — 750 Total 314,929 939,260 — 1,254,189 Derivative assets — 1 — 1 Total $ 314,929 $ 939,261 $ — $ 1,254,190 Liabilities Contingent consideration $ — $ — $ 32,887 $ 32,887 Derivative liabilities — 361 — 361 Total $ — $ 361 $ 32,887 $ 33,248 Reported as follows: (Level 1) (Level 2) (Level 3) Total (in thousands) Assets Cash and cash equivalents $ 297,263 $ 674 $ — $ 297,937 Marketable securities — 598,501 — 598,501 Long-term marketable securities 17,666 340,085 — 357,751 Prepayments — 1 — 1 $ 314,929 $ 939,261 $ — $ 1,254,190 Liabilities . Other current liabilities $ — $ 361 $ — $ 361 Contingent consideration — — 1,050 1,050 Long-term contingent consideration — — 31,837 31,837 $ — $ 361 $ 32,887 $ 33,248 December 31, 2015 Quoted Prices in Active Markets for Identical Instruments (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total (in thousands) Assets Cash $ 213,336 $ — $ — $ 213,336 Cash equivalents 49,241 2,128 — 51,369 Available for sale securities: U.S. Treasury securities — 419,958 — 419,958 Corporate debt securities — 161,634 — 161,634 U.S. government agency securities — 83,952 — 83,952 Certificates of deposit and time deposits — 43,394 — 43,394 Commercial paper — 20,308 — 20,308 Equity and debt mutual funds 13,954 — — 13,954 Non-U.S. government securities — 424 — 424 Total $ 276,531 $ 731,798 $ — $ 1,008,329 Derivative assets — 109 — 109 Total $ 276,531 $ 731,907 $ — $ 1,008,438 Liabilities Contingent consideration $ — $ — $ 37,436 $ 37,436 Derivative liabilities — 146 — 146 Total $ — $ 146 $ 37,436 $ 37,582 Reported as follows: (Level 1) (Level 2) (Level 3) Total (in thousands) Assets Cash and cash equivalents $ 262,577 $ 2,128 $ — $ 264,705 Marketable securities — 477,696 — 477,696 Long-term marketable securities 13,954 251,974 — 265,928 Prepayments — 109 — 109 $ 276,531 $ 731,907 $ — $ 1,008,438 Liabilities Other accrued liabilities $ — $ 146 $ — $ 146 Contingent consideration — — 15,500 15,500 Long-term contingent consideration — — 21,936 21,936 $ — $ 146 $ 37,436 $ 37,582 Changes in the fair value of Level 3 contingent consideration for the three and nine months ended October 2, 2016 and October 4, 2015 were as follows: For the Three Months Ended For the Nine Months Ended October 2, October 4, October 2, October 4, (in thousands) Balance at beginning of period $ 24,914 $ 35,595 $ 37,436 $ 3,350 Acquisition of Universal Robots — — — 33,845 Payments (a) — — (15,000 ) — Fair value adjustment (b)(c)(d)(e) 7,973 (1,000 ) 10,451 (2,600 ) Balance at end of period $ 32,887 $ 34,595 $ 32,887 $ 34,595 (a) In the nine months ended October 2, 2016, based on Universal Robots’ calendar year 2015 EBITDA results, Teradyne paid $15 million or 100% of the eligible EBITDA contingent consideration amount. (b) In the three and nine months ended October 2, 2016, the fair value of contingent consideration for the earn-out in connection with the acquisition of Universal Robots was increased by $8.0 million and $9.9 million, respectively, primarily due to an increase in forecasted revenue and a decrease in the discount rate. (c) In the nine months ended October 2, 2016, the fair value of contingent consideration for the earn-out in connection with the acquisition of Avionics Interface Technology, LLC (“AIT”) was increased by $0.6 million due to an increase in forecasted revenue. (d) In the three and nine months ended October 4, 2015, the fair value of contingent consideration for the earn-out in connection with the acquisition of AIT was reduced by $1.0 million due to a decrease in the revenue probabilities. (e) In the nine months ended October 4, 2015, the fair value measurement of the contingent consideration for the earn-out in connection with the acquisition of ZTEC Instruments, Inc. was reduced by $1.6 million, to $0, because Teradyne and the Securityholder Representative, on behalf of the ZTEC securityholders, agreed to terminate the earn-out prior to the end of the December 31, 2015 earn-out period, with no payout in connection with the resolution of indemnity claims asserted by both Teradyne and the Securityholder Representative. The following table provides quantitative information associated with the fair value measurement of Teradyne’s Level 3 financial instruments: Liability October 2, Valuation Technique Unobservable Inputs Weighted Average (in thousands) Contingent consideration (Universal Robots) $19,824 Monte Carlo Simulation Revenue volatility for the period July 1, 2015—December 31, 2017 10.7% Discount Rate 3.2% $12,013 Monte Carlo Simulation Revenue volatility for the period July 1, 2015—December 31, 2018 10.7% Discount Rate 3.2% Contingent consideration (AIT) $1,050 Income approach- discounted cash flow Revenue probability for calendar year 2016 Discount rate 100% As of October 2, 2016, the significant unobservable inputs used in the Monte Carlo simulation to fair value the Universal Robots contingent consideration include forecasted revenue, revenue volatility and discount rate. Increases or decreases in the inputs would result in a higher or lower fair value measurement. The maximum payment for each of the two Universal Robots revenue earn-outs is $25.0 million. The significant unobservable inputs used in the AIT fair value measurement of contingent consideration are the probabilities of successful achievement of the calendar year 2016 revenue threshold and target, and a discount rate. Increases or decreases in the revenue probabilities would result in a higher or lower fair value measurement. The maximum payment for the AIT earn-out is $1.05 million. The carrying amounts and fair values of Teradyne’s financial instruments at October 2, 2016 and December 31, 2015 were as follows: October 2, 2016 December 31, 2015 Carrying Value Fair Value Carrying Value Fair Value (in thousands) Assets Cash and cash equivalents $ 297,937 $ 297,937 $ 264,705 $ 264,705 Marketable securities 956,252 956,252 743,624 743,624 Derivative assets 1 1 109 109 Liabilities Contingent consideration 32,887 32,887 37,436 37,436 Derivative liabilities 361 361 146 146 The fair values of accounts receivable, net and accounts payable approximate the carrying value due to the short-term nature of these instruments. The following tables summarize the composition of available-for-sale marketable securities at October 2, 2016 and December 31, 2015: October 2, 2016 Available-for-Sale Fair Market Value of Investments with Unrealized Losses Cost Unrealized Gains Unrealized (Losses) Fair Value (in thousands) U.S. Treasury securities $ 675,745 $ 906 $ (341 ) $ 676,310 $ 371,188 Corporate debt securities 114,752 2,755 (247 ) 117,260 43,552 Certificates of deposit and time deposits 66,115 30 (5 ) 66,140 14,402 Commercial paper 52,323 15 (14 ) 52,324 25,317 U.S. government agency securities 25,738 64 — 25,802 3,830 Equity and debt mutual funds 15,801 1,870 (5 ) 17,666 348 Non-U.S. government securities 756 17 (23 ) 750 137 $ 951,230 $ 5,657 $ (635 ) $ 956,252 $ 458,774 Reported as follows: Cost Unrealized Gains Unrealized (Losses) Fair Market Value Fair Market Value of Investments with Unrealized Losses (in thousands) Marketable securities $ 598,416 $ 218 $ (133 ) $ 598,501 $ 273,604 Long-term marketable securities 352,814 5,439 (502 ) 357,751 185,170 $ 951,230 $ 5,657 $ (635 ) $ 956,252 $ 458,774 December 31, 2015 Available-for-Sale Fair Market Value of Investments with Unrealized Losses Cost Unrealized Gains Unrealized (Losses) Fair Value (in thousands) U.S. Treasury securities $ 421,060 $ 65 $ (1,167 ) $ 419,958 $ 379,434 Corporate debt securities 163,297 902 (2,565 ) 161,634 145,373 U.S. government agency securities 84,032 42 (122 ) 83,952 55,120 Certificates of deposit and time deposits 43,391 6 (3 ) 43,394 10,527 Commercial paper 20,298 11 (1 ) 20,308 8,646 Equity and debt mutual funds 12,996 1,119 (161 ) 13,954 2,560 Non-U.S. government securities 424 — — 424 — $ 745,498 $ 2,145 $ (4,019 ) $ 743,624 $ 601,660 Reported as follows: Cost Unrealized Gains Unrealized (Losses) Fair Value Fair Market Value of Investments with Unrealized Losses (in thousands) Marketable securities $ 478,306 $ 38 $ (648 ) $ 477,696 $ 374,785 Long-term marketable securities 267,192 2,107 (3,371 ) 265,928 226,875 $ 745,498 $ 2,145 $ (4,019 ) $ 743,624 $ 601,660 As of October 2, 2016, the fair market value of investments with unrealized losses totaled $458.8 million. Of this value, $3.1 million had unrealized losses of $0.2 million for greater than one year and $455.7 million had unrealized losses of $0.4 million for less than one year. As of December 31, 2015, the fair market value of investments with unrealized losses totaled $601.7 million. Of this value, $0.9 million had unrealized losses of $0.5 million for greater than one year and $600.8 million had unrealized losses of $3.6 million for less than one year. Teradyne reviews its investments to identify and evaluate investments that have an indication of possible impairment. Based on this review, Teradyne determined that the unrealized losses related to these investments at October 2, 2016 and December 31, 2015, were temporary. The contractual maturities of investments held at October 2, 2016 were as follows: October 2, 2016 Cost Fair Market Value (in thousands) Due within one year $ 598,416 $ 598,501 Due after 1 year through 5 years 288,344 288,370 Due after 5 years through 10 years 12,787 13,026 Due after 10 years 35,882 38,689 Total $ 935,429 $ 938,586 Contractual maturities of investments held at October 2, 2016 exclude equity and debt mutual funds as they do not have contractual maturity dates. Derivatives Teradyne conducts business in a number of foreign countries, with certain transactions denominated in local currencies. The purpose of Teradyne’s foreign currency management is to minimize the effect of exchange rate fluctuations on certain foreign currency denominated monetary assets and liabilities. Teradyne does not use derivative financial instruments for trading or speculative purposes. To minimize the effect of exchange rate fluctuations associated with the remeasurement of monetary assets and liabilities denominated in foreign currencies, Teradyne enters into foreign currency forward contracts. The change in fair value of these derivatives is recorded directly in earnings, and is used to offset the change in value of monetary assets and liabilities denominated in foreign currencies. The notional amount of foreign currency forward contracts at October 2, 2016 and December 31, 2015 was $76.5 million and $114.1 million, respectively. The fair value of the outstanding contracts was a loss of $0.4 million and $0.0 million at October 2, 2016 and December 31, 2015, respectively. For the three and nine months ended October 2, 2016, Teradyne recorded net realized losses of $0.7 million and $10.8 million, respectively, related to foreign currency forward contracts hedging net monetary positions. For the three and nine months ended October 4, 2015, Teradyne recorded net realized losses of $0.8 million and $2.7 million, respectively, related to foreign currency forward contracts hedging net monetary positions. The following table summarizes the fair value of derivative instruments at October 2, 2016 and December 31, 2015: Balance Sheet Location October 2, December 31, (in thousands) Derivatives not designated as hedging instruments: Foreign exchange contracts assets Prepayments $ 1 $ 109 Foreign exchange contracts liabilities Other current liabilities (361 ) (146 ) Total derivatives $ (360 ) $ (37 ) Teradyne’s foreign exchange contracts are subject to master netting agreements. The following table summarizes the effect of derivative instruments recognized in the statement of operations during the three and nine months ended October 2, 2016 and October 4, 2015. Location of (Gains) Losses Recognized in Statement of Operations For the Three Months Ended For the Nine Months Ended October 2, October 4, October 2, October 4, (in thousands) Derivatives not designated as hedging instruments: Foreign exchange contracts Other (income) expense, net $ 941 $ 677 $ 11,140 $ 2,555 Total Derivatives $ 941 $ 677 $ 11,140 $ 2,555 The table above does not reflect the corresponding gains and losses from the remeasurement of monetary assets and liabilities denominated in foreign currencies recorded in other (income) expense, net. For the three and nine months ended October 2, 2016, net gains from the remeasurement of monetary assets and liabilities denominated in foreign currencies were $1.9 million and $12.2 million, respectively. For the three and nine months ended October 4, 2015, net gains from the remeasurement of monetary assets and liabilities denominated in foreign currencies were $0.1 million and $2.3 million, respectively. |