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 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 three months ended March 31, 2019 and April 1, 2018, there were no transfers in or out of Level 1, Level 2, or Level 3 financial instruments. Realized gains recorded in the three months ended March 31, 2019 and April 1, 2018 were $0.1 million and $0.3 million, respectively. Realized losses recorded in the three months ended March 31, 2019 and April 1, 2018 were $0.1 million and $1.5 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 debt securities are included in accumulated other comprehensive income (loss) on the balance sheet. Unrealized gains on equity securities are included in interest income and unrealized losses are included in interest expense. Unrealized gains related to equity securities recognized in the three months ended March 31, 2019 were $2.8 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 March 31, 2019 and December 31, 2018. March 31, 2019 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 $ 222,714 $ — $ — $ 222,714 Cash equivalents 186,520 74,494 — 261,014 Available-for-sale securities: U.S. Treasury securities — 191,043 — 191,043 Commercial paper — 180,604 — 180,604 Corporate debt securities — 91,244 — 91,244 Certificates of deposit and time deposits — 11,496 — 11,496 U.S. government agency securities — 9,629 — 9,629 Debt mutual funds 3,331 — — 3,331 Non-U.S. government securities — 378 — 378 Equity securities: Mutual funds 25,289 — — 25,289 $ 437,854 $ 558,888 $ — $ 996,742 Derivative assets — 17 — 17 Total $ 437,854 $ 558,905 $ — $ 996,759 Liabilities Contingent consideration $ — $ — $ 38,313 $ 38,313 Derivative liabilities — 291 — 291 Total $ — $ 291 $ 38,313 $ 38,604 Reported as follows: (Level 1) (Level 2) (Level 3) Total (in thousands) Assets Cash and cash equivalents $ 409,234 $ 74,494 $ — $ 483,728 Marketable securities — 421,088 — 421,088 Long-term marketable securities 28,620 63,306 — 91,926 Prepayments — 17 — 17 Total $ 437,854 $ 558,905 $ — $ 996,759 Liabilities Other current liabilities $ — $ 291 $ — $ 291 Contingent consideration — — 22,803 22,803 Long-term contingent consideration — — 15,510 15,510 Total $ — $ 291 $ 38,313 $ 38,604 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. government securities — 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 accrued liabilities $ — $ 514 $ — $ 514 Contingent consideration — — 34,865 34,865 Long-term contingent consideration — — 35,678 35,678 Total $ — $ 514 $ 70,543 $ 71,057 Changes in the fair value of Level 3 contingent consideration for the three months ended March 31, 2019 and April 1, 2018 were as follows: For the Three Months Ended March 31, April 1, 2019 2018 (in thousands) Balance at beginning of period $ 70,543 $ 45,102 Foreign currency impact (610 ) — Payments (a) (34,590 ) (24,553 ) Fair value adjustment (b) 2,970 (4,968 ) Balance at end of period $ 38,313 $ 15,581 (a) In the three months ended March 31, 2019, Teradyne paid $ 30.8 $ 24.6 (b) In the three months ended March 31, 2019, the fair value of contingent consideration for the earn-out in connection with the acquisition of MiR was increased by $ 3.0 $ 5.0 The following table provides quantitative information associated with the fair value measurement of Teradyne’s Level 3 financial instruments: Liability March 31, 2019 Fair Value Valuation Technique Unobservable Inputs Weighted Average (in thousands) Contingent consideration (MiR) $ 38,313 Monte Carlo Simulation Revenue volatility 17.0 % Discount Rate 0.4 % As of March 31, 2019, 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 March 31, 2019, the maximum amount of contingent consideration that could be paid in connection with the acquisition of MiR is $83.2 million. December 31, 2019 and December 31, 2020. The carrying amounts and fair values of Teradyne’s financial instruments at March 31, 2019 and December 31, 2018 were as follows: March 31, 2019 December 31, 2018 Carrying Value Fair Value Carrying Value Fair Value (in thousands) Assets Cash and cash equivalents $ 483,728 $ 483,728 $ 926,752 $ 926,752 Marketable securities 513,014 513,014 277,827 277,827 Derivative assets 17 17 79 79 Liabilities Contingent consideration 38,313 38,313 70,543 70,543 Derivative liabilities 291 291 514 514 Convertible debt (1) 383,590 644,575 379,981 547,113 (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 summarizes the composition of available-for-sale marketable securities at March 31, 2019: March 31, 2019 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 $ 191,715 $ 144 $ (816 ) $ 191,043 $ 82,132 Commercial paper 180,610 1 (7 ) 180,604 11,237 Corporate debt securities 90,402 1,343 (501 ) 91,244 18,150 Certificates of deposit and time deposits 11,497 1 (2 ) 11,496 4,419 U.S. government agency securities 9,646 4 (21 ) 9,629 4,101 Debt mutual funds 3,255 76 — 3,331 — Non-U.S. government securities 378 — — 378 — $ 487,503 $ 1,569 $ (1,347 ) $ 487,725 $ 120,039 Reported as follows: Cost Unrealized Gain Unrealized (Loss) Fair Market Value Fair Market Value of Investments with Unrealized Losses (in thousands) Marketable securities $ 421,024 $ 126 $ (62 ) $ 421,088 $ 91,100 Long-term marketable securities 66,479 1,443 (1,285 ) 66,637 28,939 $ 487,503 $ 1,569 $ (1,347 ) $ 487,725 $ 120,039 The following table summarizes the composition of available-for-sale marketable securities at December 31, 2018: December 31, 2018 Available-for-Sale Cost Unrealized Gain Unrealized (Loss) Fair Value Market Fair Market 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. government securities 376 — — 376 — $ 259,011 $ 592 $ (2,967 ) $ 256,636 $ 191,978 Reported as follows: Cost Unrealized Gain Unrealized (Loss) Fair Value Market 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 As of March 31, 2019, the fair market value of investments in available-for-sale securities with unrealized losses totaled $120.0 million. Of this value, $32.9 million had unrealized losses of $1.3 million for greater than one year and $87.1 million had unrealized losses of $0.1 million for less than one year. 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. 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 March 31, 2019 and December 31, 2018 were temporary. The contractual maturities of investments in available-for-sale securities held at March 31, 2019 were as follows: March 31, 2019 Cost Fair Market Value (in thousands) Due within one year $ 421,024 $ 421,088 Due after 1 year through 5 years 9,325 9,343 Due after 5 years through 10 years 14,026 13,659 Due after 10 years 39,873 40,304 Total $ 484,248 $ 484,394 Contractual maturities of investments in available-for-sale securities held at March 31, 2019 exclude $3.3 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 March 31, 2019 and December 31, 2018 was $148.8 million and $163.1 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 March 31, 2019 and December 31, 2018: Balance Sheet Location March 31, December 31, (in thousands) Derivatives not designated as hedging instruments: Foreign exchange contracts Prepayments $ 17 $ 79 Foreign exchange contracts Other current liabilities (291 ) (514 ) Total derivatives $ (274 ) $ (435 ) The following table summarizes the effect of derivative instruments recognized in the statement of operations for the three months ended March 31, 2019 and April 1, 2018. Location of Losses (Gains) For the Three Months Ended Recognized in March 31, April 1, Statement of Operations 2019 2018 (in thousands) Derivatives not designated as hedging instruments: Foreign exchange contracts Other (income) expense, net $ 3,934 $ 1,575 (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 March 31, 2019 and April 1, 2018, net gains from the remeasurement of monetary assets and liabilities denominated in foreign currencies were $ 3.2 0.6 See Note I: “Debt” regarding derivatives related to the convertible senior notes. |