KLA Corporation Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Derivative Instruments and Hedging Activities

Derivative Instruments and Hedging Activities

3 Months Ended

Sep. 30, 2018

Derivative Instruments and Hedging Activities Disclosure [Abstract]

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

NOTE 15 – 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, as either assets or liabilities at fair value on the balance sheet. Changes in the fair value of derivatives that do not qualify for hedge treatment, as well as the ineffective portion of any hedges, are recognized in other expense (income), net in the Condensed Consolidated Statements of Operations. In accordance with the guidance, the Company designates foreign currency exchange contracts and interest rate lock agreements as cash flow hedges of certain forecasted foreign currency denominated sales and purchase transactions, and the benchmark interest rate of the intended debt financing, respectively.

KLA-Tencor’s foreign subsidiaries operate and sell KLA-Tencor’s products in various global markets. As a result, KLA-Tencor is exposed to risks relating to changes in foreign currency exchange rates. KLA-Tencor utilizes foreign currency forward exchange contracts and option contracts to hedge against future movements in foreign exchange rates that affect certain existing and forecasted foreign currency denominated sales and purchase transactions, such as the Japanese yen, the euro, the New Taiwan dollar and the Israeli new shekel. The Company routinely hedges its 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 the Company’s hedging arrangements experiences financial difficulties or is otherwise unable to honor the terms of the foreign currency hedge, the Company may experience material losses.

For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gains or losses on the derivative is reported as a component of accumulated other comprehensive income (loss) (“OCI”) and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Changes in the fair value of currency forward exchange and option contracts due to changes in time value are excluded from the assessment of effectiveness. Gains and losses on the derivative representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings.

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

In October 2014, the Company entered into a series of forward contracts (“Rate Lock Agreements”) to lock the benchmark rate on a portion of the 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 the Company recorded the fair value of $7.5 million as a gain within accumulated other comprehensive income (loss) as of December 31, 2014. The Company recognized $0.2 million for each of the three months ended September 30, 2018 and 2017 for the amortization of the gain recognized in accumulated other comprehensive income (loss), which amount reduced the interest expense. As of September 30, 2018, the unamortized portion of the fair value of the forward contracts for the Rate Lock Agreements was $4.6 million.

During the three months ended June 30, 2018, the Company 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 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 with contract maturity dates in the first half of the fiscal year ending June 30, 2019. Each forward contract will be closed on the earlier of the completion date of pricing of the portion of the intended debt being hedged or the expiration date. The Company designated each of the 2018 Rate Lock Agreements as a qualifying hedging instrument to be accounted for as a cash flow hedge, under which the effective portion of the gain or loss on the derivative is reported as a component of accumulated other comprehensive income (loss), and subsequently amortized into earnings as a component of interest expense over the term of the underlying debt. The ineffective portion, if any, will be recognized in earnings immediately. During the three months ended September 30, 2018, the 2018 Rate Lock Agreements were extended with a maturity date in the quarter ending December 31, 2018 and the realized gain of $4.5 million was recorded in OCI. As of September 30, 2018, the fair value of the outstanding forward contracts for the 2018 Rate Lock Agreements was $3.1 million.

Derivatives in Cash Flow Hedging Relationships: Foreign Exchange and Interest Rate Contracts

The locations and amounts of designated and non-designated derivative instruments’ gains and losses reported in the condensed consolidated financial statements for the indicated periods were as follows:



		Three months ended September 30,
(In thousands)	Location in Financial Statements	2018			2017
Derivatives Designated as Hedging Instruments
Gains (losses) in accumulated OCI on derivatives (effective portion)	Accumulated OCI	$	13,794		$	444
Gains (losses) reclassified from accumulated OCI into income (effective portion):	Revenues	$	983		$	968
	Costs of revenues	(134		)	961
	Interest expense	188			189
	Net gains (losses) reclassified from accumulated OCI into income (effective portion)	$	1,037		$	2,118
Gains (losses) recognized in income on derivatives (ineffective portion and amount excluded from effectiveness testing)	Other expense (income), net	$	229		$	(71	)
Derivatives Not Designated as Hedging Instruments
Gains (losses) recognized in income	Other expense (income), net	$	3,763		$	439

The U.S. dollar equivalent of all outstanding notional amounts of foreign currency hedge contracts, with maximum remaining maturities of approximately seven months as of September 30, 2018 and ten months as of June 30, 2018, were as follows:



(In thousands)	As of September 30, 2018		As of June 30, 2018
Cash flow hedge contracts- foreign currency
Purchase	$	6,073	$	8,116
Sell	$	90,410	$	115,032
Other foreign currency hedge contracts
Purchase	$	182,026	$	130,442
Sell	$	169,899	$	154,442

The locations and fair value amounts of the Company’s derivative instruments reported in its Condensed Consolidated Balance Sheets as of the dates indicated below were as follows:



	Asset Derivatives					Liability Derivatives
	Balance Sheet Location	As of September 30, 2018		As of June 30, 2018		Balance Sheet Location	As of September 30, 2018		As of June 30, 2018
(In thousands)		Fair Value					Fair Value
Derivatives designated as hedging instruments
Rate lock contracts	Other current assets	$	3,071	$	219	Other current liabilities	$	—	$	5,158
Foreign exchange contracts	Other current assets	1,856		3,259		Other current liabilities	159		312
Total derivatives designated as hedging instruments		4,927		3,478			159		5,470
Derivatives not designated as hedging instruments
Foreign exchange contracts	Other current assets	5,061		1,907		Other current liabilities	1,234		1,358
Total derivatives not designated as hedging instruments		5,061		1,907			1,234		1,358
Total derivatives		$	9,988	$	5,385		$	1,393	$	6,828

The following table provides the balances and changes in accumulated OCI, before taxes, related to derivative instruments for the indicated periods:



	Three months ended September 30,
(In thousands)	2018			2017
Beginning balance	$	2,346		$	8,126
Amount reclassified to income	(1,037		)	(2,118		)
Net change in unrealized gains or losses	13,794			444
Ending balance	$	15,103		$	6,452

Offsetting of Derivative Assets and Liabilities

KLA-Tencor presents derivatives at gross fair values in the Condensed Consolidated Balance Sheets. The Company has entered into arrangements with each of its counterparties, which reduce credit risk by permitting net settlement of transactions with the same counterparty under certain conditions. As of September 30, 2018 and June 30, 2018, information related to the offsetting arrangements was as follows (in thousands):



As of September 30, 2018									Gross Amounts of Derivatives Not Offset in the Condensed Consolidated Balance Sheets
Description	Gross Amounts of Derivatives			Gross Amounts of Derivatives Offset in the Condensed Consolidated Balance Sheets		Net Amount of Derivatives Presented in the Condensed Consolidated Balance Sheets			Financial Instruments			Cash Collateral Received		Net Amount
Derivatives - Assets	$	9,988		$	—	$	9,988		$	(1,393	)	$	—	$	8,595
Derivatives - Liabilities	$	(1,393	)	$	—	$	(1,393	)	$	1,393		$	—	$	—



As of June 30, 2018									Gross Amounts of Derivatives Not Offset in the Condensed Consolidated Balance Sheets
Description	Gross Amounts of Derivatives			Gross Amounts of Derivatives Offset in the Condensed Consolidated Balance Sheets		Net Amount of Derivatives Presented in the Condensed Consolidated Balance Sheets			Financial Instruments			Cash Collateral Received		Net Amount
Derivatives - Assets	$	5,385		$	—	$	5,385		$	(1,888	)	$	—	$	3,497
Derivatives - Liabilities	$	(6,828	)	$	—	$	(6,828	)	$	1,888		$	—	$	(4,940	)