Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company measures certain financial assets and liabilities at fair value on a recurring basis, including cash equivalents, short-term investments, and convertible debt embedded derivatives. Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. A three-tier fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value: Level 1 — Observable inputs such as quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 — Other inputs that are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant inputs are observable in the market or can be derived from observable market data. Level 3 — Unobservable inputs that are supported by little or no market activities, which would require the Company to develop its own assumptions. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The fair value of marketable securities classified within Level 2 is based upon observable inputs that may include benchmark yields, reported trades, broker/dealer quotes, two-sided markets, benchmark securities, bids, offers and reference data including market research publications. The fair value of debt is based on the amount of future cash flows associated with the instrument discounted using the Company’s estimated market rate as well as a convertible lattice model for the embedded features. As of March 31, 2021, the fair value of the Company’s Convertible Notes (see Note 9) was $101.0 million . Cash, Cash Equivalents, Short-term Investments, and Restricted Cash The following is a summary of cash, cash equivalents, and restricted cash (in thousands): March 31, 2021 March 31, 2020 Cash and cash equivalents $ 14,365 $ 34,193 Restricted cash 18,345 — Restricted cash presented in prepaid and other current assets 93 — Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statement of cash flows $ 32,803 $ 34,193 In association with the acquisition of Fiagon, the Company held $18.3 million and $17.5 million as of March 31, 2021 and December 31, 2020, respectively, with an escrow agent with the seller as beneficiary. These balances are presented as restricted cash on the Company’s condensed consolidated balance sheets. The restricted cash balance presented in prepaid and other current assets at March 31, 2021 represents a rent deposit held in escrow. The following is a summary of the Company’s unrealized gains and losses related to its short-term investments in marketable securities designated available-for-sale (in thousands): Reported as: Amortized Gross Unrealized Estimated Cash and cash Short-term March 31, 2021 Gains Losses Level 1: Cash $ 10,128 $ — $ — $ 10,128 $ 10,128 $ — Money market funds 4,237 — — 4,237 4,237 — 14,365 — — 14,365 14,365 — Level 2: U.S. treasury bills 39,523 10 — 39,533 — 39,533 U.S. government agency bonds 16,621 5 — 16,626 — 16,626 56,144 15 — 56,159 — 56,159 $ 70,509 $ 15 $ — $ 70,524 $ 14,365 $ 56,159 Reported as: Amortized Gross Unrealized Estimated Cash and cash Short-term December 31, 2020 Gains Losses Level 1: Cash $ 9,755 $ — $ — $ 9,755 $ 9,755 $ — Money market funds 2,762 — — 2,762 2,762 — 12,517 — — 12,517 12,517 — Level 2: U.S. treasury bills 49,698 4 (3) 49,699 1,004 48,695 Corporate debt securities 6,307 — (2) 6,305 — 6,305 U.S. government agency bonds 19,504 3 (1) 19,506 — 19,506 75,509 7 (6) 75,510 1,004 74,506 $ 88,026 $ 7 $ (6) $ 88,027 $ 13,521 $ 74,506 There were no transfers in and out of Level 1 and Level 2 during the three months ended March 31, 2021 and year ended December 31, 2020. As of March 31, 2021 and December 31, 2020, the Company had no investments with a remaining maturity of greater than one year. Based on an evaluation of securities that have been in a loss position, the Company did not recognize any other-than-temporary impairment charges during the three months ended March 31, 2021 and year ended December 31, 2020. The Company considered various factors which included a credit and liquidity assessment of the underlying securities and the Company’s intent and ability to hold the underlying securities until the estimated date of recovery of its amortized cost. The Company concluded that any unrealized losses on investments as of March 31, 2021 were not attributed to credit. Convertible Notes Embedded Derivatives The Convertible Notes due in 2025 (see Note 9) have embedded features which were required to be bifurcated upon issuance and then periodically remeasured separately as embedded derivatives. These embedded features include additional make-whole interest payments which may become payable to the lender upon certain events, such as a change in control, upon optional redemption by the Company, or a sale of all or substantially all of the Company’s assets. The embedded features also include additional shares depending on the time to maturity and the stock price which may be added to an early conversion upon certain events. The Company has utilized a convertible lattice model to determine the fair value of the embedded features, which utilizes inputs including the common stock price, volatility of common stock, credit rating, probability of certain triggering events and time to maturity. The fair value measurements of the embedded derivatives are classified as Level 3 financial instruments. At March 31, 2021, the fair value of the embedded features was $3.4 million and has been presented together with the Convertible Notes host instrument on the condensed consolidated balance sheets. Changes in the fair value of the Company’s Level 3 liabilities were as follows: March 31, Balance at December 31, 2020 $ 3,048 Additions — Fair value adjustment 346 Balance at March 31, 2021 $ 3,394 The change in fair value of embedded derivatives for the three months ended March 31, 2021 was a $0.3 million loss, which was recorded in other income (expense), net in the Company's condensed consolidated statements of operations. Derivative Financial Instruments The Company’s deferred purchase consideration related to the Fiagon acquisition exposed it to foreign currency exchange risk between rate fluctuations of the U.S. dollar and the Euro. To manage this risk, the Company entered into a series of foreign currency exchange forward contracts. In general, gains and losses related to these contracts are expected to be substantially offset by corresponding gains and losses on the remeasurement of the deferred purchase consideration each reporting period. The risk of loss in the event of a counterparty default is limited to the amount of any unrealized gains on outstanding contracts (e.g., those contracts that have a positive fair value) at the date of default. The Company does not enter into derivative contracts for trading purposes. The derivative instruments the Company uses to hedge this exposure are not designated as hedges and, as a result, changes in their fair value are recorded in other income (expense), net in its condensed consolidated statements of operations. The derivative assets and liabilities are measured using Level 2 fair value inputs. The Company had gross notional amounts (in EUR) on foreign currency exchange contracts not designated as hedging instruments outstanding as of March 31, 2021 and December 31, 2020 as follows (in thousands): March 31, December 31, Notional amounts: Forward contracts € 45,000 € 45,000 Gross fair value recorded in: Prepaid expenses and other current assets $ — $ 275 Other non-current assets $ — $ 558 Other current liabilities $ 511 $ — Other non-current liabilities $ 942 $ — The following table summarizes the effect of the Company’s foreign currency exchange contracts on its condensed consolidated statements of operations recognized in other income (expense), net (in thousands): Three Months Ended March 31, 2021 Recognized losses $ (2,287) Foreign exchange gain on remeasurement of deferred acquisition related consideration $ 2,384 |