Financial Instruments | G. 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): Teradyne’s available-for-sale debt securities are classified as Level 2 and equity securities are classified as Level 1. Contingent consideration is classified as Level 3. 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. During the years ended December 31, 2018 and 2017, there were no transfers in or out of Level 1, Level 2, or Level 3 financial instruments. Realized gains recorded in 2018, 2017, and 2016 were $4.0 million, $1.1 million, and $1.6 million, respectively. Realized losses recorded in 2018, 2017, and 2016 were $1.6 million, $0.3 million, and $0.5 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 Unrealized gains related to equity securities are included in interest income and unrealized losses are included in interest expense. Unrealized losses related to equity securities recognized in 2018 were $6.0 million. The cost of securities sold is based on the specific identification method. 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 December 31, 2018 and 2017: December 31, 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 $ 312,512 $ — $ — $ 312,512 Cash equivalents 253,525 360,715 — 614,240 Available for sale securities: U.S. Treasury securities — 109,721 — 109,721 Commercial paper — 86,117 — 86,117 Corporate debt securities — 40,020 — 40,020 U.S. government agency securities — 9,611 — 9,611 Certificates of deposit and time deposits — 7,604 — 7,604 Debt mutual funds 3,187 — — 3,187 Non-U.S. — 376 — 376 Equity securities: Mutual funds 21,191 — — 21,191 590,415 614,164 — 1,204,579 Derivative assets — 79 — 79 Total $ 590,415 $ 614,243 $ — $ 1,204,658 Liabilities Contingent consideration $ — $ — $ 70,543 $ 70,543 Derivative liabilities — 514 — 514 Total $ — $ 514 $ 70,543 $ 71,057 Reported as follows: Level 1 Level 2 Level 3 Total (in thousands) Assets Cash and cash equivalents $ 566,037 $ 360,715 $ — $ 926,752 Marketable securities — 190,096 — 190,096 Long-term marketable securities 24,378 63,353 — 87,731 Prepayments — 79 — 79 Total $ 590,415 $ 614,243 $ — $ 1,204,658 Liabilities Other current liabilities $ — $ 514 $ — $ 514 Contingent consideration — — 34,865 34,865 Long-term contingent consideration — — 35,678 35,678 Total $ — $ 514 $ 70,543 $ 71,057 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 securities: 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 $ 427,720 $ 1,476,417 $ — $ 1,904,137 Liabilities Other current liabilities $ — $ 446 $ — $ 446 Contingent consideration — — 24,497 24,497 Long-term contingent consideration — — 20,605 20,605 $ — $ 446 $ 45,102 $ 45,548 Changes in the fair value of Level 3 contingent consideration for the years ended December 31, 2018 and 2017 were as follows: Contingent Consideration (in thousands) Balance at December 31, 2016 $ 38,332 Payments (1) (1,050 ) Fair value adjustment (2) 7,820 Balance at December 31, 2017 45,102 Acquisition of MiR 52,547 Foreign currency impact (3,540 ) Payments (3) (24,553 ) Fair value adjustment (4) 987 Balance at December 31, 2018 $ 70,543 (1) During the year ended December 31, 2017, Teradyne paid $1.1 million of contingent consideration for the earn-out in connection with the acquisition of Avionics Interface Technologies, LLC (“AIT”). (2) During the year ended December 31, 2017, the fair value of contingent consideration for the earn-out (3) During the year ended December 31, 2018, Teradyne paid $24.6 million of contingent consideration for the earn-out (4) During the year ended December 31, 2018, the fair value of contingent consideration for the earn-out in connection with the acquisition of MiR was increased by $ 17.7 16.7 The following table provides quantitative information associated with the fair value measurement of Teradyne’s Level 3 financial instrument: Liability December 31, 2018 Fair Value Valuation Technique Unobservable Inputs Weighted Average (in thousands) Contingent consideration (MiR) $ 66,672 (1) Monte Carlo simulation Revenue volatility 18.0 % Discount rate 1.1 % Contingent consideration (Universal Robots) $ 3,871 (1) (1) Contingent consideration related to MiR and acquisitions of $31.0 million and $3.9 million, respectively, is expected to be paid in March 2019. As of December 31, 2018, the significant unobservable inputs used in the Monte Carlo simulation to fair value the MiR contingent consideration include forecasted revenues, revenue volatility, earnings before interest and taxes and discount rate. Increases or decreases in the inputs would result in a higher or lower fair value measurement. As of December 31, 2018, the maximum amount of contingent consideration that could be paid in connection with the acquisition of MiR is $115 million. The earn-out The carrying amounts and fair values of Teradyne’s financial instruments at December 31, 2018 and 2017 were as follows: December 31, 2018 December 31, 2017 Carrying Value Fair Value Carrying Value Fair Value (in thousands) Assets Cash and cash equivalents $ 926,752 $ 926,752 $ 429,843 $ 429,843 Marketable securities 277,827 277,827 1,473,905 1,473,905 Derivative assets 79 79 389 389 Liabilities Contingent consideration 70,543 70,543 45,102 45,102 Derivative liabilities 514 514 446 446 Convertible debt (1) 379,981 547,113 365,987 659,525 (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 amount due to the short term nature of these instruments. The following tables summarize the composition of available-for-sale marketable securities at December 31, 2018 and 2017: December 31, 2018 Available-for-Sale Fair Market Cost Unrealized Gain Unrealized (Loss) Fair Market Value Value of Investments with Unrealized Losses (in thousands) U.S. Treasury securities $ 110,969 $ 112 $ (1,360 ) $ 109,721 $ 75,040 Commercial paper 86,130 13 (26 ) 86,117 85,094 Corporate debt securities 41,133 432 (1,545 ) 40,020 24,767 U.S. government agency securities 9,646 1 (36 ) 9,611 7,077 Certificates of deposit and time deposits 7,604 — — 7,604 — Debt mutual funds 3,153 34 — 3,187 — Non-U.S. 376 — — 376 — $ 259,011 $ 592 $ (2,967 ) $ 256,636 $ 191,978 Reported as follows: Cost Unrealized Gain Unrealized (Loss) Fair Market Value Fair Market Value of Investments with Unrealized Losses (in thousands) Marketable securities $ 190,100 $ 88 $ (92 ) $ 190,096 $ 140,262 Long-term marketable securities 68,911 504 (2,875 ) 66,540 51,716 $ 259,011 $ 592 $ (2,967 ) $ 256,636 $ 191,978 December 31, 2017 Available-for-Sale 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 10,727 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 December 31, 2018, the fair market value of investments with unrealized losses totaled $192.0 million. Of this value, $28.5 million had unrealized losses of $1.6 million greater than one year and $163.5 million had unrealized losses of $1.4 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 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 December 31, 2018 and 2017, were temporary. The contractual maturities of investments in available-for-sale marketable securities held at December 31, 2018 were as follows: Cost Fair Value (in thousands) Due within one year $ 190,100 $ 190,096 Due after 1 year through 5 years 9,199 9,144 Due after 5 years through 10 years 14,081 13,405 Due after 10 years 42,478 40,804 Total $ 255,858 $ 253,449 Contractual maturities of investments is available-for-sale marketable securities held at December 31, 2018 exclude $ 3.2 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 the monetary assets and liabilities denominated in foreign currencies. At December 31, 2018 and 2017, Teradyne had the following contracts to buy and sell non-U.S. non-U.S. December 31, 2018 December 31, 2017 Buy Position Sell Position Net Total Buy Position Sell Position Net Total (in millions) Japanese Yen $ (35.0 ) $ — $ (35.0 ) $ (35.7 ) $ — $ (35.7 ) Taiwan Dollar (11.2 ) — (11.2 ) (9.9 ) — (9.9 ) Korean Won (9.6 ) — (9.6 ) (8.9 ) — (8.9 ) British Pound Sterling (1.4 ) — (1.4 ) (1.4 ) — (1.4 ) Euro — 82.2 82.2 — 27.4 27.4 Singapore Dollar — 15.7 15.7 — 33.5 33.5 Philippine Peso — 5.2 5.2 — — — Chinese Yuan — 2.8 2.8 — — — Total $ (57.2 ) $ 105.9 $ 48.7 $ (55.9 ) $ 60.9 $ 5.0 The fair value of the outstanding contracts was a loss of $0.4 million and $0.1 million, respectively, at December 31, 2018 and 2017. 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 December 31, 2018 and 2017: Balance Sheet Location December 31, 2018 December 31, 2017 (in thousands) Derivatives not designated as hedging instruments: Foreign exchange contracts Prepayments $ 79 $ 389 Foreign exchange contracts Other current liabilities (514 ) (446 ) Total derivatives $ (435 ) $ (57 ) The following table summarizes the effect of derivative instruments in the statements of operations recognized for the years ended December 31, 2018, 2017, and 2016. Location of (Gains) Losses Recognized in Statement of Operations 2018 2017 2016 (in thousands) Derivatives not designated as hedging instruments: Foreign exchange contracts Other (income) expense, net $ 7,257 $ (1,133 ) $ 8,671 (1) The table does not reflect the corresponding gains and losses from the remeasurement of the monetary assets and liabilities denominated in foreign currencies. (2) For the years ended December 31, 2018 and 2016, net gains from the remeasurement of monetary assets and liabilities denominated in foreign currencies were $2.4 (3) For the year ended December 31, 2017, net losses from the remeasurement of monetary assets and liabilities denominated in foreign currencies were $2.9 million. See Note H: “Debt” regarding derivatives related to the convertible senior notes. Concentration of Credit Risk Financial instruments which potentially subject Teradyne to concentrations of credit risk consist principally of cash equivalents, marketable securities, forward currency contracts and accounts receivable. Teradyne’s cash equivalents consist primarily of money market funds invested in U.S. Treasuries and government agencies. Teradyne’s fixed income available-for-sale |