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Debt
12 Months Ended
Dec. 31, 2014
Debt

G.    DEBT

At December 31, 2014 and 2013, debt consisted of the following:

 

         2014          2013  
     (in thousands)  

Convertible senior notes

   $ —         $ 185,708   

Japan loan

     —           955   
  

 

 

    

 

 

 

Total debt

     —           186,663   

Current portion of long-term debt

     —           186,663   
  

 

 

    

 

 

 

Long-term debt

   $ —         $ —     
  

 

 

    

 

 

 

Loan Agreement

On March 31, 2009, Teradyne K.K., Teradyne’s wholly-owned subsidiary in Japan, entered into a loan agreement with a local bank in Japan to borrow approximately $10.0 million (the loan was denominated in Japanese Yen). The loan had a term of 5 years and a fixed interest rate of 0.8%. Approximately $6.0 million of the loan was collateralized by a real estate mortgage on Teradyne K.K.’s building and land in Kumamoto, Japan and approximately $4.0 million was unsecured. Teradyne, Inc. had guaranteed payment of the loan obligation. The principal was amortized over the term of the loan with semi-annual principal payments of approximately $1 million payable on September 30 and March 30 each year. The final principal and interest payments were made in March 2014.

Convertible Senior Notes

On March 31, 2009, Teradyne entered into an underwriting agreement regarding a public offering of $175.0 million aggregate principal amount of 4.50% convertible senior notes due March 15, 2014 (the “Notes”). On April 1, 2009, the underwriters exercised their option to purchase an additional $15.0 million aggregate principal amount of the Notes for a total aggregate principal amount of $190.0 million. The Notes bore interest at a rate of 4.50% per annum, payable semi-annually in arrears on March 15 and September 15 of each year, beginning on September 15, 2009. The Notes had a maturity date of March 15, 2014. Substantially all of the Notes were converted prior to March 15, 2014 and were “net share settled,” meaning that the holders received, for each $1,000 in principal amount of Notes, $1,000 in cash and approximately 131.95 shares of Teradyne common stock (calculated by taking 182.65 shares, being the fixed number specified in the Notes purchase agreement, less 50.7 shares). The 50.7 shares were determined, as specified in the Notes purchase agreement, by dividing the $1,000 principal amount by the $19.74 average trading price of Teradyne’s common stock over the 25 day trading period from February 5, 2014 to March 12, 2014.

Teradyne satisfied the Notes “net share settlement” by paying the aggregate principal amount of $190 million in cash and issuing 25.1 million shares of common stock. On March 13, 2014, Teradyne exercised its call option agreement entered into with Goldman, Sachs & Co. (the “hedge counterparty”) at the time of issuance of the Notes and received 25.1 million shares of Teradyne’s common stock, which Teradyne retired.

From June 17, 2014 to September 17, 2014, the hedge counterparty exercised its warrant agreement entered into with Teradyne at the time of issuance of the Notes. The warrants were net share settled. In 2014, Teradyne issued 21.2 million shares of its common stock for warrants exercised at a weighted average strike price of $7.6348 per share.

 

The below tables represent the key components of Teradyne’s convertible senior notes:

 

     December 31,
2014
     December 31,
2013
 
     (in thousands)  

Debt principal

   $ —         $ 189,998   

Unamortized discount

     —           4,290   
  

 

 

    

 

 

 

Net carrying amount of the convertible debt

   $ —         $ 185,708   
  

 

 

    

 

 

 

 

     For the year ended  
     December 31,
2014
     December 31,
2013
 
     (in thousands)  

Contractual interest expense on the coupon

   $ 1,757       $ 8,550   

Amortization of the discount component and debt issue fees recognized as interest expense

     4,493         16,628   
  

 

 

    

 

 

 

Total interest expense on the convertible debt

   $ 6,250       $ 25,178