Financial Instruments | E. FINANCIAL INSTRUMENTS 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 1, 2017 and 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 determines the fair value of acquisition-related contingent consideration using a Monte Carlo simulation model. Assumptions utilized in the model include forecasted revenues, revenue volatility and discount rate. The vast 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 1, 2017 were $0.2 million and $0.7 million, respectively. Realized losses recorded in the three and nine months ended October 1, 2017 were $0.0 million and $0.3 million, respectively. Realized gains 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 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 1, 2017 and October 2, 2016, 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 1, 2017 and December 31, 2016. October 1, 2017 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 $ 213,664 $ — $ — $ 213,664 Cash equivalents 166,803 38,210 — 205,013 Available-for-sale securities: U.S. Treasury securities — 942,250 — 942,250 Commercial paper — 194,948 — 194,948 Corporate debt securities — 118,487 — 118,487 Certificates of deposit and time deposits — 95,469 — 95,469 U.S. government agency securities — 55,938 — 55,938 Equity and debt mutual funds 22,104 — — 22,104 Non-U.S. government securities — 577 — 577 402,571 1,445,879 — 1,848,450 Derivative assets — 157 — 157 Total $ 402,571 $ 1,446,036 $ — $ 1,848,607 Liabilities Contingent consideration $ — $ — $ 39,129 $ 39,129 Derivative liabilities — 190 — 190 Total $ — $ 190 $ 39,129 $ 39,319 Reported as follows: (Level 1) (Level 2) (Level 3) Total (in thousands) Assets Cash and cash equivalents $ 380,467 $ 38,210 $ — $ 418,677 Marketable securities — 1,217,830 — 1,217,830 Long-term marketable securities 22,104 189,839 — 211,943 Prepayments — 157 — 157 Total $ 402,571 $ 1,446,036 $ — $ 1,848,607 Liabilities . Other current liabilities $ — $ 190 $ — $ 190 Contingent consideration — — 21,818 21,818 Long-term contingent consideration — — 17,311 17,311 Total $ — $ 190 $ 39,129 $ 39,319 December 31, 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 $ 214,722 $ — $ — $ 214,722 Cash equivalents 37,458 55,704 — 93,162 Available for sale securities: U.S. Treasury securities — 902,800 — 902,800 Commercial paper — 161,630 — 161,630 Corporate debt securities — 100,153 — 100,153 Certificates of deposit and time deposits — 82,133 — 82,133 U.S. government agency securities — 39,252 — 39,252 Equity and debt mutual funds 18,171 — — 18,171 Non-U.S. government securities — 728 — 728 270,351 1,342,400 — 1,612,751 Derivative assets — 1 — 1 Total $ 270,351 $ 1,342,401 $ — $ 1,612,752 Liabilities Contingent consideration $ — $ — $ 38,332 $ 38,332 Derivative liabilities — 131 — 131 Total $ — $ 131 $ 38,332 $ 38,463 Reported as follows: (Level 1) (Level 2) (Level 3) Total (in thousands) Assets Cash and cash equivalents $ 252,180 $ 55,704 $ — $ 307,884 Marketable securities — 871,024 — 871,024 Long-term marketable securities 18,171 415,672 — 433,843 Prepayments — 1 — 1 Total $ 270,351 $ 1,342,401 $ — $ 1,612,752 Liabilities Other accrued liabilities $ — $ 131 $ — $ 131 Contingent consideration — — 1,050 1,050 Long-term contingent consideration — — 37,282 37,282 Total $ — $ 131 $ 38,332 $ 38,463 Changes in the fair value of Level 3 contingent consideration for the three and nine months ended October 1, 2017 and October 2, 2016 were as follows: For the Three Months Ended For the Nine Months Ended October 1, October 2, October 1, October 2, (in thousands) Balance at beginning of period $ 39,415 $ 24,914 $ 38,332 $ 37,436 Payments (a) — — (1,050 ) (15,000 ) Fair value adjustment (b)(c) (286 ) 7,973 1,847 10,451 Balance at end of period $ 39,129 $ 32,887 $ 39,129 $ 32,887 (a) In the nine months ended October 1, 2017, Teradyne paid $1.1 million of contingent consideration for the earn-out in connection with the acquisition of Avionics Interface Technology, LLC (“AIT”). In the nine months ended October 2, 2016, based on Universal Robots’ calendar year 2015 EBITDA results, Teradyne paid $15.0 million or 100% of the eligible EBITDA contingent consideration amount in connection with the acquisition of Universal Robots. (b) In the nine months ended October 1, 2017, the fair value of contingent consideration for the earn-out in connection with the acquisition of Universal Robots was increased by $1.8 million due to an increase in forecasted revenue. 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 AIT was increased by $0.6 million due to an increase in forecasted revenue. The following table provides quantitative information associated with the fair value measurement of Teradyne’s Level 3 financial instruments: Liability October 1, 2017 Fair Value Valuation Technique Unobservable Inputs Weighted Average (in thousands) Contingent consideration (Universal Robots) $21,818 Monte Carlo Simulation Revenue for the period July 1, 2015—December 31, 2017 volatility 11.5 % Discount rate 2.6 % $17,311 Monte Carlo Simulation Revenue for the period July 1, 2015—December 31, 2018 volatility 11.5 % Discount rate 2.6 % As of October 1, 2017, 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 carrying amounts and fair values of Teradyne’s financial instruments at October 1, 2017 and December 31, 2016 were as follows: October 1, 2017 December 31, 2016 Carrying Value Fair Value Carrying Value Fair Value (in thousands) Assets Cash and cash equivalents $ 418,677 $ 418,677 $ 307,884 $ 307,884 Marketable securities 1,429,773 1,429,773 1,304,867 1,304,867 Derivative assets 157 157 1 1 Liabilities Contingent consideration 39,129 39,129 38,332 38,332 Derivative liabilities 190 190 131 131 Convertible debt (1) 362,595 613,238 352,669 486,754 (1) The carrying value represents the bifurcated debt component only, while the fair value is based on quoted market prices for the convertible note which includes the equity conversion features. 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 1, 2017 and December 31, 2016: October 1, 2017 Available-for-Sale Fair Market Value of Investments with Unrealized Losses Cost Unrealized Gain Unrealized (Loss) Fair Market Value (in thousands) U.S. Treasury securities $ 944,120 $ 64 $ (1,934 ) $ 942,250 $ 936,195 Commercial paper 194,985 11 (48 ) 194,948 140,562 Corporate debt securities 116,687 2,046 (246 ) 118,487 79,119 Certificates of deposit and time deposits 95,447 29 (7 ) 95,469 33,238 U.S. government agency securities 55,936 20 (18 ) 55,938 52,997 Equity and debt mutual funds 18,202 3,923 (21 ) 22,104 1,529 Non-U.S. government securities 570 7 — 577 — Total $ 1,425,947 $ 6,100 $ (2,274 ) $ 1,429,773 $ 1,243,640 Reported as follows: Cost Unrealized Gain Unrealized (Loss) Fair Market Value Fair Market Value of Investments with Unrealized Losses (in thousands) Marketable securities $ 1,218,752 $ 65 $ (987 ) $ 1,217,830 $ 1,088,881 Long-term marketable securities 207,195 6,035 (1,287 ) 211,943 154,759 Total $ 1,425,947 $ 6,100 $ (2,274 ) $ 1,429,773 $ 1,243,640 December 31, 2016 Available-for-Sale Fair Market Value of Investments with Unrealized Losses Cost Unrealized Gain Unrealized (Loss) Fair Market Value (in thousands) U.S. Treasury securities $ 904,737 $ 97 $ (2,034 ) $ 902,800 $ 572,284 Commercial paper 161,672 24 (66 ) 161,630 84,034 Corporate debt securities 99,708 1,065 (620 ) 100,153 53,642 Certificates of deposit and time deposits 82,080 54 (1 ) 82,133 7,760 U.S. government agency securities 39,264 7 (19 ) 39,252 13,461 Equity and debt mutual funds 16,505 1,724 (58 ) 18,171 1,661 Non-U.S. government securities 745 6 (23 ) 728 137 Total $ 1,304,711 $ 2,977 $ (2,821 ) $ 1,304,867 $ 732,979 Reported as follows: Cost Unrealized Gain Unrealized (Loss) Fair Market Value Fair Market Value of Investments with Unrealized Losses (in thousands) Marketable securities $ 871,321 $ 134 $ (431 ) $ 871,024 $ 423,128 Long-term marketable securities 433,390 2,843 (2,390 ) 433,843 309,851 Total $ 1,304,711 $ 2,977 $ (2,821 ) $ 1,304,867 $ 732,979 As of October 1, 2017, the fair market value of investments with unrealized losses totaled $1,243.6 million. Of this value, $113.3 million had unrealized losses of $0.9 million for greater than one year and $1,130.3 million had unrealized losses of $1.4 million for less than one year. As of December 31, 2016, the fair market value of investments with unrealized losses totaled $733.0 million. Of this value, $2.9 million had unrealized losses of $0.3 million for greater than one year and $730.1 million had unrealized losses of $2.5 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 1, 2017 and December 31, 2016 were temporary. The contractual maturities of investments held at October 1, 2017 were as follows: October 1, 2017 Cost Fair Market Value (in thousands) Due within one year $ 1,218,752 $ 1,217,830 Due after 1 year through 5 years 136,081 135,889 Due after 5 years through 10 years 14,129 13,818 Due after 10 years 38,783 40,132 Total $ 1,407,745 $ 1,407,669 Contractual maturities of investments held at October 1, 2017 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 1, 2017 and December 31, 2016 was $79.2 million and $83.9 million, respectively. The following table summarizes the fair value of derivative instruments at October 1, 2017 and December 31, 2016: Balance Sheet Location October 1, December 31, (in thousands) Derivatives not designated as hedging instruments: Foreign currency forward contracts assets Prepayments $ 157 $ 1 Foreign currency forward contracts liabilities Other current liabilities (190 ) (131 ) Total $ (33 ) $ (130 ) The following table summarizes the effect of derivative instruments recognized in the statement of operations during the three and nine months ended October 1, 2017 and October 2, 2016. Location of (Gains) Losses Recognized in Statement of Operations For the Three Months Ended For the Nine Months Ended October 1, 2017 October 2, 2016 October 1, 2017 October 2, 2016 (in thousands) Derivatives not designated as hedging instruments: Foreign currency forward contracts Other (income) expense, net $ (939 ) $ 941 $ (1,514 ) $ 11,140 Total $ (939 ) $ 941 $ (1,514 ) $ 11,140 (1) The table does not reflect the corresponding gains and losses from the remeasurement of monetary assets and liabilities denominated in foreign currencies. (2) For the three and nine months ended October 1, 2017, net losses from the remeasurement of monetary assets and liabilities denominated in foreign currencies were $1.4 million and $2.3 million, respectively. (3) 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. Gains and losses on foreign currency forward contracts and foreign currency remeasurement gains and losses on monetary assets and liabilities are included in other (income) expense, net. |