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FAIR VALUE OF FINANCIAL INSTRUMENTS
3 Months Ended
Jun. 30, 2018
Fair Value Disclosures [Abstract]  
FAIR VALUE OF FINANCIAL INSTRUMENTS
4. FAIR VALUE OF FINANCIAL INSTRUMENTS

 

The Group’s financial instruments consist primarily of cash and cash equivalents, short term investments in time deposits, restricted cash, derivative financial instruments, accounts receivable, unbilled accounts receivable, accounts payable, contingent consideration liability and accrued liabilities. The carrying amounts of cash and cash equivalents, short term investments in time deposits, restricted cash, accounts receivable, unbilled accounts receivable, accounts payable and accrued liabilities as of the reporting date approximate their fair market value due to the relatively short period of time of original maturity tenure of these instruments.

 

Basis of Fair Value Measurement

 

Fair value is defined as the exchange price that would be received for an asset or an exit price paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The current accounting guidance for fair value measurements defines a three-level valuation hierarchy for disclosures as follows:

 

  Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities.
     
  Level 2: Inputs other than quoted prices included within Level I that are observable, unadjusted quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data.

 

  Level 3: Unobservable inputs that are supported by little or no market activity, which require the Group to develop its own assumptions.

 

The following table sets forth the financial assets, measured at fair value, by level within the fair value hierarchy as of June 30, 2018 and March 31, 2018:

 

    As of  
    June 30, 2018     March 31, 2018  
Assets                
                 
Level 2                
Derivative financial instruments (included in the following line items in the Consolidated Balance Sheets)                
Prepaid expenses and other current assets   $ -     $ 194  
Other assets     -       46  
Other liabilities     (335 )     (17 )
Accrued expenses and other liabilities     (498 )     (127 )
    $ (833 )   $ 96  
Level 3                
Contingent consideration                
Accrued expenses and other liabilities   $ (835 )   $ (835 )
    $ (835 )   $ (835 )
Total   $ (1,668 )   $ (739 )

 

The following table presents the change in level 3 instruments:

 

    As of and for the three months ended  
    June 30, 2018     June 30, 2017  
Opening balance   $ (835 )   $ (756 )
Additions     -       -  
Total losses recognized in Statement of Operations     (- )     (18 )
Settlements     -       -  
Closing balance   $ (835 )   $ (774 )

 

Contingent consideration pertaining to the acquisition of the consulting business of Agile Technologies, LLC, a New Jersey limited liability company (“Agile”), as of December 31, 2015 has been classified under level 3 as the fair valuation of such contingent consideration has been calculated using one or more of the significant inputs which are not based on observable market data. The fair value of the contingent consideration was estimated using a discounted cash flow technique with significant inputs that are not observable in the market. The significant inputs not supported by market activity included the Group’s probability assessments of expected future cash flows related to its acquisition of the consulting business of Agile during the earn-out period, appropriately discounted considering the uncertainties associated with the obligation, and calculated in accordance with the terms of the asset purchase agreement (the “Agile Agreement”) dated December 12, 2014, as amended on January 26, 2016.

 

The total losses attributable to changes in the estimated contingent consideration payable for the acquisition of the consulting business of Agile were $0 for the three months ended June 30, 2018 and $(79) for the fiscal year ended March 31, 2018. The Group paid $11,000 to Agile as earn-out consideration in the fiscal year ended March 31, 2018. The Group paid $11,000 to Agile as earn-out consideration in the fiscal year ended March 31, 2017.

 

We use foreign currency forward contracts and par forward contracts to hedge our risks associated with foreign currency fluctuations related to certain commitments and forecasted transactions. The use of hedging instruments is governed by our policies which are approved by our Board of Directors. We designate these hedging instruments as cash flow hedges. Derivative financial instruments we enter into that are not designated as hedging instruments in hedge relationships are classified as financial instruments at fair value in the statement of operations.

 

The fair value of derivative financial instruments is determined based on observable market inputs and valuation models. The derivative financial instruments are valued based on valuations received from the relevant counter-party (i.e., bank). The fair value of the foreign exchange forward contract and foreign exchange par forward contract not valued by a bank has been determined as the difference between the forward rate on the reporting date and the forward rate on the original transaction, multiplied by the transaction’s notional amount (with currency matching).