KLA Corporation Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

12 Months Ended

Jun. 30, 2021

Derivative Instruments and Hedging Activities Disclosure [Abstract]

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

The authoritative guidance requires companies to recognize all derivative instruments and hedging activities, including foreign currency exchange contracts and interest rate lock agreements (collectively “derivatives”) as either assets or liabilities at fair value on the Consolidated Balance Sheets. In accordance with the accounting guidance, we designate foreign currency exchange contracts and interest rate lock agreements as cash flow hedges of certain forecasted foreign currency denominated sales, purchase and spending transactions, and the benchmark interest rate of the corresponding debt financing, respectively. In accordance with the accounting guidance, we also designate foreign currency exchange contracts to hedge a portion of our investment in a foreign denominated subsidiary.

Our foreign subsidiaries operate and sell our products in various global markets. As a result, we are exposed to risks relating to changes in foreign currency exchange rates. We utilize foreign currency forward exchange contracts and option contracts to hedge against future movements in foreign currency exchange rates that affect certain existing and forecasted foreign currency denominated sales and purchase transactions, such as the Japanese yen, the euro, the pound sterling and the Israeli new shekel. We routinely hedge our exposures to certain foreign currencies with various financial institutions in an effort to minimize the impact of certain currency exchange rate fluctuations. These currency forward exchange contracts and options, designated as cash flow hedges, generally have maturities of less than 18 months. Cash flow hedges are evaluated for effectiveness monthly, based on changes in total fair value of the derivatives. If a financial counterparty to any of our hedging arrangements experiences financial difficulties or is otherwise unable to honor the terms of the foreign currency hedge, we may experience material losses.

In January 2020, we entered into a series of forward contracts (“2020 Rate Lock Agreements”) to lock the benchmark interest rate on a portion of the $750.0 million of 3.300% 2020 Senior Notes due in 2050. The 2020 Rate Lock Agreements had a notional amount of $350.0 million in aggregate which matured in the same quarter. The 2020 Rate Lock Agreements were terminated on the date of the pricing of the 2020 Senior Notes and we recorded the fair value of $21.5 million as a loss within AOCI as of March 31, 2020, which is being amortized over the life of the debt.

During the fiscal year ended June 30, 2018, we entered into a series of forward contracts (the “2018 Rate Lock Agreements”) to lock the benchmark interest rate prior to expected debt issuances. The objective of the 2018 Rate Lock Agreements was to hedge the risk associated with the variability in interest rates due to the changes in the benchmark interest rate leading up to the closing of the intended financing, on the notional amount being hedged. The 2018 Rate Lock Agreement had a notional amount of $500.0 million in aggregate, which matured and terminated in the third quarter of fiscal year ended June 30, 2019 and we recorded the fair value of $13.6 million as a loss within AOCI, which is being amortized over the life of the associated debt.

In October 2014, we entered into a series of forward contracts (“Rate Lock Agreements”) to lock the benchmark interest rate on a portion of the 2014 Senior Notes. The Rate Lock Agreements had a notional amount of $1.00 billion in aggregate, which matured in the second quarter of the fiscal year ended June 30, 2015. The Rate Lock Agreements were terminated on the date of pricing of the $1.25 billion of 4.650% Senior Notes due in 2024 and we recorded the fair value of $7.5 million as a gain within AOCI as of December 31, 2014, which is being amortized over the life of the debt. We recognized a net expense of $1.1 million and $0.6 million for the fiscal years ended June 30, 2021 and 2020, respectively, for the amortization of the net of the three rate lock agreements that had been recognized in AOCI, which increased the interest expense on a net basis. We recognized net gain of $0.5 million for the fiscal year ended June 30, 2019, for the amortization of the net of the two rate lock agreements that had been recognized in AOCI, which decreased the interest expense on a net basis. As of June 30, 2021, the aggregate unamortized portion of the fair value of the forward contracts for the Rate Lock Agreements was $29.0 million.

For derivatives that are designated and qualify as cash flow hedges, the effective portion of the gains or losses is reported in AOCI and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Prior to adopting the new accounting guidance for hedge accounting, time value was excluded from the assessment of effectiveness for derivatives designated as cash flow hedges. Time value was amortized on a mark-to-market basis and recognized in earnings

over the life of the derivative contract. For derivative contracts executed after adopting the new accounting guidance, the election to include time value for the assessment of effectiveness is made on all forward contracts designated as cash flow hedges. The change in fair value of the derivative is recorded in AOCI until the hedged item is recognized in earnings. The assessment of effectiveness of options contracts designated as cash flow hedges continue to exclude time value after adopting the new accounting guidance. The initial value of the component excluded from the assessment of effectiveness is recognized in earnings over the life of the derivative contract. Any difference between change in the fair value of the excluded components and the amounts recognized in earnings are recorded in AOCI.

For derivatives that are designated and qualify as a net investment hedge in a foreign operation and that meet the effectiveness requirements, the net gains or losses attributable to change in spot exchange rates are recorded in cumulative translation within AOCI. The remainder of the change in value of such instruments is recorded in earnings using the mark-to-market approach. Recognition in earnings of amounts previously recorded in cumulative translation is limited to circumstances such as complete or substantially complete liquidation of the net investment in the hedged foreign operations.

For derivatives that are not designated as hedges, gains and losses are recognized in other expense (income), net. We use foreign currency forward contracts to hedge certain foreign currency denominated assets or liabilities. The gains and losses on these derivative instruments are largely offset by the changes in the fair value of the assets or liabilities being hedged.

Derivatives in Hedging Relationships: Foreign Exchange and Interest Rate Contracts

The gains (losses) on derivatives in cash flow and net investment hedging relationships recognized in other comprehensive income for the indicated periods were as follows:


	Year Ended June 30,
(In thousands)	2021		2020		2019
Derivatives Designated as Cash Flow Hedging Instruments:
Rate lock agreements:
Amounts included in the assessment of effectiveness	$	—	$	—	$	(8,649)
Foreign exchange contracts:
Amounts included in the assessment of effectiveness	$	3,897	$	(16,649)	$	(358)
Amounts excluded from the assessment of effectiveness	$	(115)	$	(90)	$	(112)
Derivatives Designated as Net Investment Hedging Instruments:
Foreign exchange contracts(1)	$	(191)	$	—	$	—

________________

(1)No amounts were reclassified from AOCI into earnings related to the sale of a subsidiary.

The locations and amounts of designated and non-designated derivatives’ gains and losses reported in the Consolidated Statements of Operations for the indicated periods were as follows:


(In thousands)	Revenues		Costs of Revenues and Operating Expense		Interest Expense		Other Expense (Income), Net
For the year ended June 30, 2019
Total amounts presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded	$	4,568,904	$	3,179,531	$	124,604	$	(31,462)
Gains (Losses) on Derivatives Designated as Hedging Instruments:
Rate lock agreements:
Amount of gains (losses) reclassified from AOCI to earnings	$	—	$	—	$	424	$	—
Amount of gains (losses) reclassified from AOCI to earnings as a result that a forecasted transaction is no longer probable of occurring	$	—	$	—	$	—	$	4
Foreign exchange contracts:
Amount of gains (losses) reclassified from AOCI to earnings	$	4,329	$	(739)	$	—	$	—

Amount excluded from the assessment of effectiveness recognized in earnings	$	—	$	—	$	—	$	(323)
Gains (Losses) on Derivatives Not Designated as Hedging Instruments:
Amount of gains (losses) recognized in earnings	$	—	$	—	$	—	$	(23)
For the year ended June 30, 2020
Total amounts presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded	$	5,806,424	$	4,304,223	$	160,274	$	2,678
Gains (Losses) on Derivatives Designated as Hedging Instruments:
Rate lock agreements:
Amount of gains (losses) reclassified from AOCI to earnings	$	—	$	—	$	(637)	$	—

Foreign exchange contracts:
Amount of gains (losses) reclassified from AOCI to earnings	$	4,473	$	(1,377)	$	—	$	—
Amount excluded from the assessment of effectiveness recognized in earnings	$	(387)	$	—	$	—	$	—

Gains (Losses) on Derivatives Not Designated as Hedging Instruments:
Amount of gains (losses) recognized in earnings	$	—	$	—	$	—	$	1,990
For the year ended June 30, 2021
Total amounts presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded	$	6,918,734	$	4,430,254	$	157,328	$	(29,302)
Gains (Losses) on Derivatives Designated as Hedging Instruments:
Rate lock agreements:
Amount of gains (losses) reclassified from AOCI to earnings	$	—	$	—	$	(1,116)	$	—

Foreign exchange contracts:
Amount of gains (losses) reclassified from AOCI to earnings	$	920	$	551	$	—	$	—
Amount excluded from the assessment of effectiveness recognized in earnings	$	(536)	$	—	$	—	$	1,216
Gains (Losses) on Derivatives Not Designated as Hedging Instruments:
Amount of gains (losses) recognized in earnings	$	—	$	—	$	—	$	670

The U.S. dollar equivalent of all outstanding notional amounts of foreign currency hedge contracts, with maximum remaining maturities of approximately ten months as of June 30, 2021 and seven months as of June 30, 2020, were as follows:


(In thousands)	As of June 30, 2021		As of June 30, 2020
Cash flow hedge contracts - foreign currency
Purchase	$	12,550	$	10,705
Sell	$	134,845	$	71,431
Net Investment hedge contracts - foreign currency

Sell	$	66,848	$	—
Other foreign currency hedge contracts
Purchase	$	264,292	$	329,310
Sell	$	278,635	$	357,939

The locations and fair value of our derivatives reported in our Consolidated Balance Sheets as of the dates indicated below were as follows:


	Asset Derivatives					Liability Derivatives
	Balance Sheet Location	As of June 30,2021		As of June 30,2020		Balance Sheet Location	As of June 30,2021		As of June 30,2020

(In thousands)		Fair Value					Fair Value
Derivatives designated as hedging instruments

Foreign exchange contracts	Other current assets	$	3,940	$	680	Other current liabilities	$	272	$	45
Total derivatives designated as hedging instruments		3,940		680			272		45
Derivatives not designated as hedging instruments

Foreign exchange contracts	Other current assets	4,312		1,397		Other current liabilities	2,535		1,365
Total derivatives not designated as hedging instruments		4,312		1,397			2,535		1,365
Total derivatives		$	8,252	$	2,077		$	2,807	$	1,410

The changes in AOCI, before taxes, related to derivatives for the indicated periods were as follows:


	Year Ended June 30,
(In thousands)	2021		2020		2019
Beginning balance	$	(29,602)	$	(10,791)	$	2,346
Amount reclassified to earnings	181		(2,072)		(4,018)
Net change in unrealized gains or losses	3,591		(16,739)		(9,119)
Ending balance	$	(25,830)	$	(29,602)	$	(10,791)

Offsetting of Derivative Assets and Liabilities

We present derivatives at gross fair values in the Consolidated Balance Sheets. We have entered into arrangements with each of our counterparties, which reduce credit risk by permitting net settlement of transactions with the same counterparty under certain conditions. The information related to the offsetting arrangements for the periods indicated was as follows (in thousands):


As of June 30, 2021							Gross Amounts of Derivatives Not Offset in the Consolidated Balance Sheets
Description	Gross Amounts of Derivatives		Gross Amounts of Derivatives Offset in the Consolidated Balance Sheets		Net Amount of Derivatives Presented in the Consolidated Balance Sheets		Financial Instruments		Cash Collateral Received		Net Amount
Derivatives - assets	$	8,252	$	—	$	8,252	$	(2,492)	$	—	$	5,760
Derivatives - liabilities	$	(2,807)	$	—	$	(2,807)	$	2,492	$	—	$	(315)


As of June 30, 2020							Gross Amounts of Derivatives Not Offset in the Consolidated Balance Sheets
Description	Gross Amounts of Derivatives		Gross Amounts of Derivatives Offset in the Consolidated Balance Sheets		Net Amount of Derivatives Presented in the Consolidated Balance Sheets		Financial Instruments		Cash Collateral Received		Net Amount
Derivatives - assets	$	2,077	$	—	$	2,077	$	(1,020)	$	—	$	1,057
Derivatives - liabilities	$	(1,410)	$	—	$	(1,410)	$	1,020	$	—	$	(390)