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 and debt mutual funds 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 and six months ended July 4, 2021 and June 28, 2020, 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 July 4, 2021 were $0.9 million and $2.0 million, respectively. 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, respectively. Realized gains and losses are included in other (income) expense, net. Unrealized gains on equity securities recorded in the three and six months ended July 4, 2021 were $2.0 million and $3.3 million, respectively. Unrealized losses on equity securities recorded in the three and six months ended July 4, 2021 were $0.7 million. Unrealized gains on equity securities recorded in the three and six months ended June 28, 2020 were $3.7 million. Unrealized losses on equity securities recorded in the six months ended June 28, 2020 were $6.0 million. Unrealized gains and losses on equity securities are included in other (income) expense, net. Unrealized gains and losses on available-for-sale debt securities are included in accumulated other comprehensive income (loss). The cost of securities sold is based on average cost. 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 July 4, 2021 and December 31, 2020. July 4, 2021 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 $ 568,630 $ — $ — $ 568,630 Cash equivalents 373,113 12,698 — 385,811 Available-for-sale securities: Commercial paper — 225,415 — 225,415 U.S. Treasury securities — 102,316 — 102,316 Corporate debt securities — 85,294 — 85,294 Debt mutual funds 8,030 — — 8,030 U.S. government agency securities — 4,508 — 4,508 Certificates of deposit and time deposits — 1,344 — 1,344 Non-U.S. government securities — 616 — 616 Equity securities: Mutual funds 36,158 — — 36,158 $ 985,931 $ 432,191 $ — $ 1,418,122 Derivative assets — 25 — 25 Total $ 985,931 $ 432,216 $ — $ 1,418,147 Liabilities Derivative liabilities — 365 — 365 Total $ — $ 365 $ — $ 365 Reported as follows: (Level 1) (Level 2) (Level 3) Total (in thousands) Assets Cash and cash equivalents $ 941,743 $ 12,698 $ — $ 954,441 Marketable securities — 282,121 — 282,121 Long-term marketable securities 44,188 137,372 — 181,560 Prepayments and other current assets — 25 — 25 Total $ 985,931 $ 432,216 $ — $ 1,418,147 Liabilities Other current liabilities $ — $ 365 $ — $ 365 Total $ — $ 365 $ — $ 365 December 31, 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 $ 443,166 $ — $ — $ 443,166 Cash equivalents 347,768 123,187 — 470,955 Available-for-sale securities: — U.S. Treasury securities — 258,304 — 258,304 Commercial paper — 254,413 — 254,413 Corporate debt securities — 83,615 — 83,615 Debt mutual funds 8,565 — — 8,565 U.S. government agency securities — 4,339 — 4,339 Certificates of deposit and time deposits — 979 — 979 Non-U.S. government securities — 625 — 625 Equity securities: Equity mutual funds 29,420 — — 29,420 $ 828,919 $ 725,462 $ — $ 1,554,381 Derivative assets — 95 — 95 Total $ 828,919 $ 725,557 $ — $ 1,554,476 Liabilities Contingent consideration $ — $ — $ 7,227 $ 7,227 Derivative liabilities — 504 — 504 Total $ — $ 504 $ 7,227 $ 7,731 Reported as follows: (Level 1) (Level 2) (Level 3) Total (in thousands) Assets Cash and cash equivalents $ 790,934 $ 123,187 $ — $ 914,121 Marketable securities — 522,280 — 522,280 Long-term marketable securities 37,985 79,995 — 117,980 Prepayments and other current assets — 95 — 95 Total $ 828,919 $ 725,557 $ — $ 1,554,476 Liabilities Other accrued liabilities $ — $ 504 $ — $ 504 Long-term contingent consideration — — 7,227 7,227 Total $ — $ 504 $ 7,227 $ 7,731 Changes in the fair value of Level 3 contingent consideration for the three months ended July 4, 2021 and June 28, 2020 were as follows: For the Three Months Ended For the Six Months Ended July 4, June 28, July 4, June 28, (in thousands) Balance at beginning of period $ — $ 20,472 $ 7,227 $ 39,705 Fair value adjustment (a)(b) — 29,259 (7,227 ) 19,239 Foreign currency impact — 6 — (355 ) Payments (c) — — — (8,852 ) Balance at end of period $ — $ 49,737 $ — $ 49,737 (a) In the six months ended July 4, 2021, the fair value of contingent consideration for the earn-outs in connection with the acquisition of AutoGuide was reduced to zero, which resulted in a benefit of $7.2 million, primarily due to a decrease in forecasted revenues and earnings before interest and taxes. As of July 4, 2021, the maximum amount of contingent consideration that could be paid in connection with the acquisition of AutoGuide is $100.2 million. The remaining earn-out periods end on December 31, 2021 and December 31, 2022. The sellers of AutoGuide have filed an arbitration claim against Teradyne related to allegations of non-compliance with its earn-out obligations. The ultimate amount of contingent consideration for the earn-outs in connection with the acquisition of AutoGuide may be affected by the outcome of the arbitration (see Note R: “Commitments and Contingencies”). (b) 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 Mobile Industrial Robots (“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 forecasted results. (c) In the six months ended June 28, 2020, Teradyne paid $8.9 million of contingent consideration for the earn-out in connection with the acquisition of MiR. The carrying amounts and fair values of Teradyne’s financial instruments at July 4, 2021 and December 31, 2020 were as follows: July 4, 2021 December 31, 2020 Carrying Value Fair Value Carrying Value Fair Value (in thousands) Assets Cash and cash equivalents $ 954,441 $ 954,441 $ 914,121 $ 914,121 Marketable securities 463,681 463,681 640,260 640,260 Derivative assets 25 25 95 95 Liabilities Contingent consideration — — 7,227 7,227 Derivative liabilities 365 365 504 504 Convertible debt (1) 357,379 1,595,912 410,111 1,739,553 (1) The carrying value represents the bifurcated debt component only, while the level 2 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 July 4, 2021: July 4, 2021 Available-for-Sale Cost Unrealized Gain Unrealized (Loss) Fair Market Value Fair Market Value of Investments with Unrealized Losses (in thousands) Commercial paper $ 225,409 $ 7 $ (1 ) $ 225,415 $ 19,194 U.S. Treasury securities 102,068 767 (519 ) 102,316 72,750 Corporate debt securities 79,586 5,814 (106 ) 85,294 38,694 Debt mutual funds 7,956 74 — 8,030 — U.S. government agency securities 4,490 22 (4 ) 4,508 1,308 Certificates of deposit and time deposits 1,344 — — 1,344 — Non-U.S. government securities 616 — — 616 — $ 421,469 $ 6,684 $ (630 ) $ 427,523 $ 131,946 Reported as follows: Cost Unrealized Gain Unrealized (Loss) Fair Market Value Fair Market Value of Investments with Unrealized Losses (in thousands) Marketable securities $ 282,061 $ 93 $ (33 ) $ 282,121 $ 59,990 Long-term marketable securities 139,408 6,591 (597 ) 145,402 71,956 $ 421,469 $ 6,684 $ (630 ) $ 427,523 $ 131,946 The following table summarizes the composition of available-for-sale marketable securities at December 31, 2020: December 31, 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 $ 257,132 $ 1,330 $ (158 ) $ 258,304 $ 17,243 Commercial paper 254,404 10 (1 ) 254,413 12,173 Corporate debt securities 76,129 7,539 (53 ) 83,615 39,896 Debt mutual funds 8,413 152 — 8,565 — U.S. government agency securities 4,294 46 (1 ) 4,339 1,106 Certificates of deposit and time deposits 979 — — 979 — Non-U.S. government securities 625 — — 625 — $ 601,976 $ 9,077 $ (213 ) $ 610,840 $ 70,418 Reported as follows: Cost Unrealized Gain Unrealized (Loss) Fair Market Value Fair Market Value of Investments with Unrealized Losses (in thousands) Marketable securities $ 522,228 $ 92 $ (40 ) $ 522,280 $ 61,806 Long-term marketable securities 79,748 8,985 (173 ) 88,560 8,612 $ 601,976 $ 9,077 $ (213 ) $ 610,840 $ 70,418 As of July 4, 2021 and December 31, 2020, the fair market value of investments with unrealized losses less than one year totaled $130.7 million and $70.4 million, respectively. As of July 4, 2021, the fair market value of investments with unrealized losses for greater than one year totaled $1.3 million. 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 July 4, 2021 and December 31, 2020 were not other than temporary. The contractual maturities of investments in available-for-sale securities held at July 4, 2021 were as follows: July 4, 2021 Cost Fair Market Value (in thousands) Due within one year $ 282,061 $ 282,121 Due after 1 year through 5 years 90,625 90,940 Due after 5 years through 10 years 6,089 6,585 Due after 10 years 34,738 39,847 Total $ 413,513 $ 419,493 Contractual maturities of investments in available-for-sale securities held at July 4, 2021 exclude debt mutual funds with a fair market value of $8.0 million, 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 July 4, 2021 and December 31, 2020 was $206.9 million and $152.9 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 July 4, 2021 and December 31, 2020: Balance Sheet Location July 4, December 31, (in thousands) Derivatives not designated as hedging instruments: Foreign exchange contracts Prepayments $ 25 $ 95 Foreign exchange contracts Other current liabilities (365 ) (504 ) Total derivatives $ (340 ) $ (409 ) The following table summarizes the effect of derivative instruments recognized in the statement of operations for the three and six months ended July 4, 2021 and June 28, 2020: Location of Losses (Gains) Recognized in Statement of Operations For the Three Months Ended For the Six Months Ended July 4, 2021 June 28, July 4, June 28, (in thousands) Derivatives not designated as hedging instruments: Foreign exchange contracts Other (income) expense, net $ 1,531 $ 470 $ 3,650 $ 4,481 (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 and six months ended July 4, 2021, net gains from the remeasurement of monetary assets and liabilities denominated in foreign currencies were $0.1 million and $0.3 million, respectively. (3) 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. See Note H: “Debt” regarding derivatives related to the convertible senior notes. |