Financial Instruments | F. 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 Effective January 1, 2018, Teradyne adopted ASU 2016-01, Financial Instruments—Overall (Subtopic 825-10): 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 months ended April 1, 2018 and April 2, 2017. As defined in ASC 820-10, Fair Value Measurements and Disclosures, 820-10 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 Realized gains recorded in the three months ended April 1, 2018 and April 2, 2017 were $0.3 million and $0.3 million, respectively. Realized losses recorded in the three months ended April 1, 2018 and April 2, 2017 were $1.5 million and $0.2 million, respectively. Realized gains are included in interest income and realized losses are included in interest expense. Unrealized gains and losses on available-for-sale During the three months ended April 1, 2018 and April 2, 2017, 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 April 1, 2018 and December 31, 2017. April 1, 2018 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 $ 155,543 $ — $ — $ 155,543 Cash equivalents 306,710 175,620 — 482,330 Available-for-sale U.S. Treasury securities — 611,946 — 611,946 Commercial paper — 252,158 — 252,158 Corporate debt securities — 44,218 — 44,218 U.S. government agency securities — 10,726 — 10,726 Certificates of deposit and time deposits — 4,824 — 4,824 Debt mutual funds 2,741 — — 2,741 Non-U.S. — 559 — 559 Equity securities: Mutual funds 22,613 — — 22,613 $ 487,607 $ 1,100,051 $ — $ 1,587,658 Derivative assets — 12 — 12 Total $ 487,607 $ 1,100,063 $ — $ 1,587,670 Liabilities Contingent consideration $ — $ — $ 15,581 $ 15,581 Derivative liabilities — 224 — 224 Total $ — $ 224 $ 15,581 $ 15,805 Reported as follows: (Level 1) (Level 2) (Level 3) Total (in thousands) Assets Cash and cash equivalents $ 462,253 $ 175,620 $ — $ 637,873 Marketable securities — 860,526 — 860,526 Long-term marketable securities 25,354 63,905 — 89,259 Prepayments — 12 — 12 Total $ 487,607 $ 1,100,063 $ — $ 1,587,670 Liabilities . Other current liabilities $ — $ 224 $ — $ 224 Contingent consideration — — 15,581 15,581 Total $ — $ 224 $ 15,581 $ 15,805 December 31, 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 $ 197,955 $ — $ — $ 197,955 Cash equivalents 206,335 25,553 — 231,888 Available-for-sale U.S. Treasury securities — 855,795 — 855,795 Commercial paper — 282,840 — 282,840 Certificates of deposit and time deposits — 167,342 — 167,342 Corporate debt securities — 133,186 — 133,186 Equity and debt mutual funds 23,430 — — 23,430 U.S. government agency securities — 10,726 — 10,726 Non-U.S. — 586 — 586 $ 427,720 $ 1,476,028 $ — $ 1,903,748 Derivative assets — 389 — 389 Total $ 427,720 $ 1,476,417 $ — $ 1,904,137 Liabilities Contingent consideration $ — $ — $ 45,102 $ 45,102 Derivative liabilities — 446 — 446 Total $ — $ 446 $ 45,102 $ 45,548 Reported as follows: (Level 1) (Level 2) (Level 3) Total (in thousands) Assets Cash and cash equivalents $ 404,290 $ 25,553 $ — $ 429,843 Marketable securities — 1,347,979 — 1,347,979 Long-term marketable securities 23,430 102,496 — 125,926 Prepayments — 389 — 389 Total $ 427,720 $ 1,476,417 $ — $ 1,904,137 Liabilities Other accrued liabilities $ — $ 446 $ — $ 446 Contingent consideration — — 24,497 24,497 Long-term contingent consideration — — 20,605 20,605 Total $ — $ 446 $ 45,102 $ 45,548 Changes in the fair value of Level 3 contingent consideration for the three months ended April 1, 2018 and April 2, 2017 were as follows: For the Three Months Ended April 1, April 2, (in thousands) Balance at beginning of period $ 45,102 $ 38,332 Payments (a) (24,553 ) (1,050 ) Fair value adjustment (b) (4,968 ) 634 Balance at end of period $ 15,581 $ 37,916 (a) In the three months ended April 1, 2018, Teradyne paid $24.6 million of contingent consideration for the earn-out earn-out (b) In the three months ended April 1, 2018, the fair value of contingent consideration for the earn-out earn-out The following table provides quantitative information associated with the fair value measurement of Teradyne’s Level 3 financial instruments: Liability April 1, 2018 Valuation Technique Unobservable Inputs Weighted Average (in thousands) Contingent consideration (Universal Robots) $ 15,581 Monte Carlo Simulation Revenue for the period July 1, 13.0 % Discount Rate 3.8 % As of April 1, 2018, 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 the remaining Universal Robots revenue earn-out The carrying amounts and fair values of Teradyne’s financial instruments at April 1, 2018 and December 31, 2017 were as follows: April 1, 2018 December 31, 2017 Carrying Value Fair Value Carrying Value Fair Value (in thousands) Assets Cash and cash equivalents $ 637,873 $ 637,873 $ 429,843 $ 429,843 Marketable securities 949,785 949,785 1,473,905 1,473,905 Derivative assets 12 12 389 389 Liabilities Contingent consideration 15,581 15,581 45,102 45,102 Derivative liabilities 224 224 446 446 Convertible debt (1) 369,421 700,626 365,987 659,525 (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 table summarize the composition of available-for-sale April 1, 2018 Cost Unrealized Gain Unrealized (Loss) Fair Value Fair Market Value of Investments with Unrealized Losses (in thousands) U.S. Treasury securities $ 614,365 $ 19 $ (2,438 ) $ 611,946 $ 610,938 Commercial paper 252,579 17 (438 ) 252,158 249,871 Corporate debt securities 43,472 1,200 (454 ) 44,218 17,742 U.S. government agency securities 10,791 — (65 ) 10,726 10,726 Certificates of deposit and time deposits 4,820 4 — 4,824 — Debt mutual funds 2,799 — (58 ) 2,741 1,679 Non-U.S. 559 — — 559 — $ 929,385 $ 1,240 $ (3,453 ) $ 927,172 $ 890,956 Reported as follows: Cost Unrealized Gain Unrealized (Loss) Fair Market Value Fair Market Value of Investments with Unrealized Losses (in thousands) Marketable securities $ 861,794 $ 54 $ (1,322 ) $ 860,526 $ 847,446 Long-term marketable securities 67,591 1,186 (2,131 ) 66,646 43,510 $ 929,385 $ 1,240 $ (3,453 ) $ 927,172 $ 890,956 The following table summarize the composition of available-for-sale December 31, 2017 Cost Unrealized Gain Unrealized (Loss) Fair Market Value Fair Market Value of Investments with Unrealized Losses (in thousands) U.S. Treasury securities $ 858,258 $ 72 $ (2,535 ) $ 855,795 $ 850,163 Commercial paper 283,009 18 (187 ) 282,840 258,933 Certificates of deposit and time deposits 167,523 6 (187 ) 167,342 138,340 Corporate debt securities 131,179 2,380 (373 ) 133,186 91,010 Equity and debt mutual funds 19,403 4,102 (75 ) 23,430 1,723 U.S. government agency securities 10,775 — (49 ) 10,726 10,726 Non-U.S. 582 4 — 586 — $ 1,470,729 $ 6,582 $ (3,406 ) $ 1,473,905 $ 1,350,896 Reported as follows: Cost Unrealized Gain Unrealized (Loss) Fair Market Value Fair Market Value of Investments with Unrealized Losses (in thousands) Marketable securities $ 1,349,970 $ 38 $ (2,029 ) $ 1,347,979 $ 1,288,844 Long-term marketable securities 120,759 6,544 (1,377 ) 125,926 62,052 $ 1,470,729 $ 6,582 $ (3,406 ) $ 1,473,905 $ 1,350,896 As of April 1, 2018, the fair market value of investments in debt securities with unrealized losses totaled $891.0 million. Of this value, $62.1 million had unrealized losses of $1.6 million for greater than one year and $828.9 million had unrealized losses of $1.9 million for less than one year. As of December 31, 2017, the fair market value of investments with unrealized losses totaled $1,350.9 million. Of this value, $141.0 million had unrealized losses of $1.2 million for greater than one year and $1,209.9 million had unrealized losses of $2.2 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 April 1, 2018 and December 31, 2017 were temporary. The contractual maturities of investments in debt securities held at April 1, 2018 were as follows: April 1, 2018 Cost Fair Market Value (in thousands) Due within one year $ 861,794 $ 860,526 Due after 1 year through 5 years 10,173 10,058 Due after 5 years through 10 years 14,583 13,823 Due after 10 years 40,036 40,024 Total $ 926,586 $ 924,431 Contractual maturities of investments in debt securities held at April 1, 2018 exclude $2.7 million of debt mutual funds as they do not have a contractual maturity date. 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 April 1, 2018 and December 31, 2017 was $108.8 million and $116.8 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. The following table summarizes the fair value of derivative instruments as of April 1, 2018 and December 31, 2017: Balance Sheet Location April 1, December 31, (in thousands) Derivatives not designated as hedging instruments: Foreign currency forward contracts assets Prepayments $ 12 $ 389 Foreign currency forward contracts liabilities Other current liabilities (224 ) (446 ) Total derivatives $ (212 ) $ (57 ) The following table summarizes the effect of derivative instruments recognized in the statement of operations for the three months ended April 1, 2018 and April 2, 2017. Location of Losses Recognized in Statement of Operations For the Three Months Ended April 1, 2018 April 2, 2017 (in thousands) Derivatives not designated as hedging instruments: Foreign currency forward contracts Other (income) expense, net $ 1,575 $ 1,011 (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 months ended April 1, 2018 and April 2, 2017, net gains from the remeasurement of monetary assets and liabilities denominated in foreign currencies were $0.6 million and $1.5 million, respectively. See Note G: “Debt” regarding derivatives related to the convertible senior notes. |