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 Teradyne’s available-for-sale During the three and six months ended June 28, 2020 and June 30, 2019, there were no transfers in or out of Level 1, Level 2, or Level 3 financial instruments. Realized gains recorded in the three and six months ended June 28, 2020 were $1.6 million and $3.0 million, respectively. Realized losses recorded in the three and six months ended June 28, 2020 were $0.1 million and $0.2 million , respe ctively Unrealized gains . Unrealized losses on equity securities recorded in the six months ended June 28, 2020 were , respectively available-for-sale 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 June 28, 2020 and December 31, 2019. June 28, 2020 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 $ 345,312 $ — $ — $ 345,312 Cash equivalents 326,347 53,772 — 380,119 Available-for-sale — U.S. Treasury securities — 165,305 — 165,305 Commercial paper — 63,844 — 63,844 Corporate debt securities — 63,218 — 63,218 Certificates of deposit and time deposits — 9,506 — 9,506 Debt mutual funds 6,876 — — 6,876 U.S. government agency securities — 4,425 — 4,425 Non-U.S. — 601 — 601 Equity securities: Mutual funds 22,984 — — 22,984 $ 701,519 $ 360,671 $ — $ 1,062,190 Derivative assets — 30 — 30 Total $ 701,519 $ 360,701 $ — $ 1,062,220 Liabilities Contingent consideration $ — $ — $ 49,737 $ 49,737 Derivative liabilities — 222 — 222 Total $ — $ 222 $ 49,737 $ 49,959 Reported as follows: (Level 1) (Level 2) (Level 3) Total (in thousands) Assets Cash and cash equivalents $ 671,659 $ 53,772 $ — $ 725,431 Marketable securities — 229,791 — 229,791 Long-term marketable securities 29,860 77,108 — 106,968 Prepayments and other current assets — 30 — 30 Total $ 701,519 $ 360,701 $ — $ 1,062,220 Liabilities . Other current liabilities $ — $ 222 $ — $ 222 Contingent consideration — — 16,789 16,789 Long-term contingent consideration — — 32,948 32,948 Total $ — $ 222 $ 49,737 $ 49,959 December 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 $ 311,975 $ — $ — 311,975 Cash equivalents 410,285 51,664 — 461,949 Available-for-sale — Corporate debt securities — 97,307 — 97,307 Commercial paper — 54,149 — 54,149 U.S. Treasury securities — 42,382 — 42,382 U.S. government agency securities — 9,952 — 9,952 Debt mutual funds 6,888 — — 6,888 Certificates of deposit and time deposits — 4,751 — 4,751 Non-U.S. — 592 — 592 Equity securities: Equity mutual funds 25,772 — — 25,772 $ 754,920 $ 260,797 $ — $ 1,015,717 Derivative assets — 528 — 528 Total $ 754,920 $ 261,325 $ — $ 1,016,245 Liabilities Contingent consideration $ — $ — $ 39,705 $ 39,705 Derivative liabilities — 203 — 203 Total $ — $ 203 $ 39,705 $ 39,908 Reported as follows: (Level 1) (Level 2) (Level 3) Total (in thousands) Assets Cash and cash equivalents $ 722,260 $ 51,664 $ — $ 773,924 Marketable securities — 137,303 — 137,303 Long-term marketable securities 32,660 71,830 — 104,490 Prepayments and other current assets — 528 — 528 Total $ 754,920 $ 261,325 $ — $ 1,016,245 Liabilities Other accrued liabilities $ — $ 203 $ — $ 203 Contingent consideration — — 9,106 9,106 Long-term contingent consideration — — 30,599 30,599 Total $ — $ 203 $ 39,705 $ 39,908 Changes in the fair value of Level 3 contingent consideration for the three and six months ended June 28, 2020 and June 30, 2019 were as follows: For the Three Months Ended For the Six Months Ended June 28, June 30, June 28, June 30, 2020 2019 2020 2019 (in thousands) Balance at beginning of period $ 20,472 $ 38,313 $ 39,705 $ 70,543 Foreign currency impact 6 206 (355 ) (405 ) Payments (a)(b) — — (8,852 ) (34,590 ) Fair value adjustment (c)(d) 29,259 (11,672 ) 19,239 (8,701 ) Balance at end of period $ 49,737 $ 26,847 $ 49,737 $ 26,847 (a) In the six months ended June 28, 2020, Teradyne paid $8.9 million of contingent consideration for the earn-out of (b) In the six months ended June 30, 2019, Teradyne paid $30.8 million and $3.8 million of contingent consideration for the earn-outs in connection with the acquisition of MiR and Universal Robots A/S (“Universal Robots”), respectively. (c) In the three and six months ended June 28, 2020, the fair value of contingent consideration for the earn-outs in connection with the acquisition of MiR decreased by $0.6 million and $3.6 million, respectively, due to lower forecasted results. In the three and six months ended June 28, 2020, the fair value of contingent consideration for the earn-outs in connection with the acquisition of AutoGuide increased by $29.9 million and $22.8 million, respectively , due to higher f or e sults (d) In the three and six months ended June 30, 2019, the fair value of contingent consideration for the earn-out The following table provides quantitative information associated with the fair value measurement of Teradyne’s Level 3 financial instruments: Liability June 28, 2020 Fair Valuation Technique Unobservable Inputs Weighted Average (in thousands) Contingent consideration (AutoGuide) $ 49,737 Monte Carlo Simulation Revenue volatility 15.5 % Discount Rate 1.8 % Contingent consideration (MiR) $ — Monte Carlo Simulation Revenue volatility 10.0 % Discount Rate 0.8 % As of June 28, 2020, the significant unobservable inputs used in the Monte Carlo simulation to fair value the AutoGuide and 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 June 28, 2020, the maximum amount of contingent consideration that could be paid in connection with the acquisition of AutoGuide is $106.9 million. The earn-out As of June 28, 2020, the maximum amount of contingent consideration that could be paid in connection with the acquisition of MiR is $63.5 million. The remaining earn-out The carrying amounts and fair values of Teradyne’s financial instruments at June 28, 2020 and December 31, 2019 were as follows: June 28, 2020 December 31, 2019 Carrying Value Fair Value Carrying Value Fair Value (in thousands) Assets Cash and cash equivalents $ 725,431 $ 725,431 $ 773,924 $ 773,924 Marketable securities 336,759 336,759 241,793 241,793 Derivative assets 30 30 528 528 Liabilities Contingent consideration 49,737 49,737 39,705 39,705 Derivative liabilities 222 222 203 203 Convertible debt (1) 402,305 1,198,669 394,687 1,010,275 (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 June 28, 2020 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 $ 163,586 $ 1,734 $ (15 ) $ 165,305 $ 18,709 Commercial paper 63,774 70 — 63,844 — Corporate debt securities 56,672 6,682 (136 ) 63,218 1,447 Certificates of deposit and time deposits 9,498 8 — 9,506 — Debt mutual funds 6,686 190 — 6,876 — U.S. government agency securities 4,353 72 — 4,425 — Non-U.S. 601 — — 601 — $ 305,170 $ 8,756 $ (151 ) $ 313,775 $ 20,156 Reported as follows: Cost Unrealized Gain Unrealized (Loss) Fair Market Value Fair Market Value of Investments with Unrealized Losses (in thousands) Marketable securities $ 229,471 $ 331 $ (11 ) $ 229,791 $ 17,366 Long-term marketable securities 75,699 8,425 (140 ) 83,984 2,790 $ 305,170 $ 8,756 $ (151 ) $ 313,775 $ 20,156 The following table summarizes the composition of available-for-sale December 31, 2019 Available-for-Sale Cost Unrealized Gain Unrealized (Loss) Fair Market Value Fair Market Value of Investments with Unrealized Losses (in thousands) Corporate debt securities $ 93,267 $ 4,081 $ (41 ) $ 97,307 $ 2,009 Commercial paper 54,124 26 (1 ) 54,149 1,391 U.S. Treasury securities 42,167 431 (216 ) 42,382 17,556 U.S. government agency securities 9,942 14 (4 ) 9,952 3,043 Debt mutual funds 6,753 135 — 6,888 — Certificates of deposit and time deposits 4,751 — — 4,751 — Non-U.S. 592 — — 592 — $ 211,596 $ 4,687 $ (262 ) $ 216,021 $ 23,999 Reported as follows: Cost Unrealized Gain Unrealized (Loss) Fair Market Value Fair Market Value of Investments with Unrealized Losses (in thousands) Marketable securities $ 137,144 $ 160 $ (1 ) $ 137,303 $ 2,922 Long-term marketable securities 74,452 4,527 (261 ) 78,718 21,077 $ 211,596 $ 4,687 $ (262 ) $ 216,021 $ 23,999 As of June 28, 2020 and December 31, 2019, the fair market value of investments with unrealized losses less than one year totaled $20.2 million and $23.6 million, respectively. 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 June 28, 2020 and December 31, 2019 were not other than temporary. The contractual maturities of investments in available-for-sale June 28, 2020 Cost Fair Market Value (in thousands) Due within one year $ 229,471 $ 229,791 Due after 1 year through 5 years 21,054 21,587 Due after 5 years through 10 years 13,762 14,974 Due after 10 years 34,197 40,547 Total $ 298,484 $ 306,899 Contractual maturities of investments in available-for-sale d with a fair market value of $6.9 mi ll 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 June 28, 2020 and December 31, 2019 was $125.0 million and $144.9 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 June 28, 2020 and December 31, 2019: Balance Sheet Location June 28, December 31, (in thousands) Derivatives not designated as hedging instruments: Foreign exchange contracts Prepayments $ 30 $ 528 Foreign exchange contracts Other current liabilities (222 ) (203 ) Total derivatives $ (192 ) $ 325 The following table summarizes the effect of derivative instruments recognized in the statement of operations for the three and six months ended June 28, 2020 and June 30, 2019: Location of (Gains) Losses For the Three Months Ended For the Six Months Ended Recognized in June 28, June 30, June 28, June 30, Statement of Operations 2020 2019 2020 2019 (in thousands) Derivatives not designated as hedging instruments: Foreign exchange contracts Other (income) expense, net $470 $239 $4,481 $4,173 (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 three months ended June 28, 2020, net losses from the remeasurement of monetary assets and liabilities denominated in foreign currencies were $0.4 million. For the six months ended June 28, 2020, net gains from the remeasurement of monetary assets and liabilities denominated in foreign currencies were $1.6 million. (3) For the three months ended June 30, 2019, net losses from the remeasurement of monetary assets and liabilities denominated in foreign currencies were $1.3 million. For the six months ended June 30, 2019, net gains from the remeasurement of monetary assets and liabilities denominated in foreign currencies were $1.9 million. See Note G: “Debt” regarding derivatives related to the convertible senior notes. |