Quarterly report pursuant to Section 13 or 15(d)

Fair Value Measurements (Tables)

v3.20.2
Fair Value Measurements (Tables)
6 Months Ended
Jun. 30, 2020
Fair Value Disclosures [Abstract]  
Summary of Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following tables provide the assets and liabilities measured at fair value on a recurring basis as of June 30, 2020 and December 31, 2019 (in thousands):

 

 

 

Fair Value Hierarchy as of June 30, 2020

 

 

Aggregate

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Fair Value

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Certificates of deposit (1)

 

$

 

 

$

4,805

 

 

$

 

 

$

4,805

 

Total Assets

 

$

 

 

$

4,805

 

 

$

 

 

$

4,805

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest Rate Swap (2)

 

$

 

 

$

124

 

 

$

 

 

$

124

 

Preference shares (3)

 

 

 

 

 

 

 

 

2

 

 

 

2

 

Debt for forward share purchase agreements (4)

 

 

 

 

 

7,525

 

 

 

 

 

 

7,525

 

Total Liabilities

 

$

 

 

$

7,649

 

 

$

2

 

 

$

7,651

 

 

 

(1)

Included in the condensed consolidated balance sheet line item “Short-term investments”, with maturity terms between 4 and 12 months held in India.

 

(2)

Included in the condensed consolidated balance sheet line item “Other long-term liabilities”.

 

(3)

The preference shares liability was previously estimated on the basis of present value of the expected future cash flows contractually due in connection with the achievement of specified levels of EBITDA of Solutions Infini for the year ended March 31, 2020.  On March 9, 2020, the Company signed a modification of the 2018 Solutions Infini Purchase Agreement to reduce the price of the preference shares to be purchased from the eligible employees of Solutions Infini in July 2020 to their face value, amounting to Indian Rupee 10.0 per each preference share.

 

(4)

Based on the information available at the reporting date, debt for forward share purchase agreements have been determined as the present value to be paid at settlement in case the counterparty exercises the put option.

 

 

Fair Value Hierarchy as of December 31, 2019

 

 

Aggregate

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Fair Value

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mutual funds (1)

 

$

5,124

 

 

$

 

 

$

 

 

$

5,124

 

Total Assets

 

$

5,124

 

 

$

 

 

$

 

 

$

5,124

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest Rate Swap (2)

 

$

 

 

$

80

 

 

$

 

 

$

80

 

Preference shares (3)

 

 

 

 

 

 

 

 

2,530

 

 

 

2,530

 

Debt for forward share purchase agreements (4)

 

 

 

 

 

34,013

 

 

 

 

 

 

34,013

 

Total Liabilities

 

$

 

 

$

34,093

 

 

$

2,530

 

 

$

36,623

 

 

 

(1)

Included in the condensed consolidated balance sheet line item “Short-term investments”.

 

(2)

Included in the condensed consolidated balance sheet line item “Other long-term liabilities”.

 

(3)

Based on the information available at the reporting date, the preference shares liability was estimated on the basis of present value of the expected future cash flows contractually due in connection with the achievement of specified levels of EBITDA of Solutions Infini for the year ended March 31, 2020. Such cash flows are contractually predetermined and the maximum pay-out was assumed in determining the estimate which is primarily based on the expected EBITDA sourced from the most updated business plan, which represented management best estimates and was significantly above the targeted EBITDA. Changes in the liability during the period are due to (i) compensation expense accrued on a straight-line basis during period; (ii) accrued interest expense due to the fact that the obligation was to be settled in 2020; and (iii) exchange rate differences. No fair value changes were recognized during the period.

 

(4)

Based on the information available at the reporting date, debt for forward share purchase agreements have been determined as the present value to be paid at settlement in case the counterparty exercises the put option.

Summary of Values of Short-term Investments

The values of short-term investments as of June 30, 2020 and as of December 31, 2019 were as follows (in thousands):

 

 

 

As of June 30, 2020

 

 

As of December 31, 2019

 

 

 

Cost

 

 

Unrealized

Gains

 

 

Unrealized

Losses

 

 

Fair Value

 

 

Cost

 

 

Unrealized

Gains

 

 

Unrealized

Losses

 

 

Fair Value

 

Mutual funds

 

$

 

 

$

 

 

$

 

 

$

 

 

$

5,129

 

 

$

1

 

 

$

(6

)

 

$

5,124

 

Certificates of deposit

 

 

4,805

 

 

 

 

 

 

 

 

 

4,805

 

 

 

 

 

 

 

 

 

 

 

 

 

Summary of Changes in Level 3 Assets and Liabilities Measured at Fair Value on Recurring Basis and Realized and Unrealized Gains (Losses)

The following table presents changes during the three and six months ended June 30, 2020 in Level 3 assets and liabilities measured at fair value on a recurring basis (in thousands):

 

 

 

Fair

Value

Beginning

of Period

 

 

Net

Realized

and

Unrealized

(Gains)

Losses

Included

in Income

 

 

Other

Comprehensive

(Income)

Loss

 

 

Purchases,

Sales,

Issuances and

Settlements,

Net

 

 

Change in

Scope of

Consolidation

 

 

Gross

Transfers

In

 

 

Fair

Value

End of

Period

 

Three and six months ended June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preference shares

 

$

2,530

 

 

$

(2,486

)

 

$

(42

)

 

$

 

 

$

 

 

$

 

 

$

2

 

Summary of Net Realized and Unrealized (Gains) and Losses Included in Income Related to Level 3 Liabilities

Net realized and unrealized (gains) and losses included in income related to Level 3 liabilities shown above are reported in the condensed consolidated statements of operations as follows (in thousands):

 

 

 

Research

and

development

 

 

Sales

and

marketing

 

 

General

and

administrative

 

 

Financial income

(expense), net

 

 

Foreign

currency

Income (loss)

 

 

Total

 

Six months ended June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preference shares

 

$

(941

)

 

$

(372

)

 

$

(756

)

 

$

(417

)

 

$

 

 

$

(2,486

)

Six months ended June 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preference shares

 

 

178

 

 

 

71

 

 

 

144

 

 

 

122

 

 

 

 

 

 

515