Fair Value of Financial Instruments | 3. Investments and Fair Value of Financial Instruments Marketable Investments The Company’s marketable investments have been classified and accounted for as available-for-sale. The Company’s marketable investments as of June 30, 2018 and December 31, 2017 were as follows (in thousands): June 30, 2018 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Commercial paper $ 13,707 $ — $ (2 ) $ 13,705 U.S. treasury 6,401 — (43 ) 6,358 U.S. agency and government sponsored securities 6,217 — (35 ) 6,182 U.S. states and municipalities 11,465 — (21 ) 11,444 Corporate bonds 109,985 31 (520 ) 109,496 Total $ 147,775 $ 31 $ (621 ) $ 147,185 December 31, 2017 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Commercial paper $ 19,941 $ — $ (8 ) $ 19,933 U.S. treasury 6,402 — (28 ) 6,374 U.S. agency and government sponsored securities 4,787 — (18 ) 4,769 U.S. states and municipalities 12,510 — (23 ) 12,487 Corporate bonds 120,648 23 (280 ) 120,391 Total $ 164,288 $ 23 $ (357 ) $ 163,954 The following tables present the gross unrealized losses and the fair value for those marketable investments that were in an unrealized loss position for less than twelve months or for twelve months or longer as of June 30, 2018 and December 31, 2017 (in thousands): June 30, 2018 Less than 12 months 12 months or more Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Commercial paper $ 9,717 $ (2 ) $ — $ — $ 9,717 $ (2 ) U.S. treasury 6,359 (43 ) — — 6,359 (43 ) U.S. agency and government sponsored securities 4,183 (33 ) 1,998 (2 ) 6,181 (35 ) U.S. states and municipalities 8,444 (21 ) — — 8,444 (21 ) Corporate bonds 74,101 (395 ) 9,421 (125 ) 83,522 (520 ) Total $ 102,804 $ (494 ) $ 11,419 $ (127 ) $ 114,223 $ (621 ) December 31, 2017 Less than 12 months 12 months or more Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Commercial paper $ 19,933 $ (8 ) $ — $ — $ 19,933 $ (8 ) U.S. treasury 6,374 (28 ) — — 6,374 (28 ) U.S. agency and government sponsored securities 2,778 (9 ) 1,991 (9 ) 4,769 (18 ) U.S. states and municipalities 10,092 (23 ) — — 10,092 (23 ) Corporate bonds 93,284 (188 ) 10,201 (92 ) 103,485 (280 ) Total $ 132,461 $ (256 ) $ 12,192 $ (101 ) $ 144,653 $ (357 ) The contractual maturities of the Company’s marketable investments as of June 30, 2018 and December 31, 2017 were as follows (in thousands): June 30, 2018 December 31, 2017 Fair Value Fair Value Due in less than one year $ 89,335 $ 104,272 Due in one to five years 57,850 59,682 Total $ 147,185 $ 163,954 Non-Marketable Equity Investments During the second quarter of 2017, the Company and Sixense Enterprises, Inc. formed a privately-held company, MVI Health Inc. ( “ MVI ” ), with each party holding 50% of the issued and outstanding equity of MVI. Pursuant to agreements between the parties at the time of MVI’s formation, the Company will be obligated to perform certain services or make additional cash contributions to MVI for no additional equity interest. These services include, but are not limited to, information technology, accounting, other administrative services and research and development. The Company’s contributions are presented as a component of “ Contributions to non-marketable investments ” in the statement of cash flows. The Company accounted for its investment under the equity method and is not required to consolidate MVI under the voting model. As of June 30, 2018 , the Company determined that MVI was not a variable interest entity ( “VIE” ). The Company will reassess in subsequent periods whether MVI becomes a VIE due to changes in facts and circumstances, including changes to the sufficiency of the equity investment at risk, management and governance structure or capital structure. As of June 30, 2018 and December 31, 2017 , the carrying value of the non-marketable equity investment was approximately $2.6 million and $3.9 million , respectively, representing the Company ’s contributions to MVI offset by the Company ’s share of equity method investee losses. The non-marketable equity method investment is presented in long-term investments on the condensed consolidated balance sheet. During the three months ended June 30, 2018 and 2017 , MVI had no revenue and recorded a net loss of $2.5 million and $0.3 million , respectively. During the six months ended June 30, 2018 and 2017 , MVI had no revenue and recorded a net loss of $4.4 million and $0.3 million , respectively. The Company reflected its 50% share of MVI’s losses in equity in losses of unconsolidated investees in the condensed consolidated statements of operations and comprehensive income (loss) . Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The categorization of a financial instrument within the valuation hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company classifies its cash equivalents and marketable investments within Level 1 and Level 2, as it uses quoted market prices or alternative pricing sources and models utilizing market observable inputs. The Company determined the fair value of its Level 1 financial instruments, which are traded in active markets, using quoted market prices for identical instruments. Financial instruments classified within Level 2 of the fair value hierarchy are valued based on other observable inputs, including broker or dealer quotations or alternative pricing sources. When quoted prices in active markets for identical assets or liabilities are not available, the Company relies on non-binding quotes from its investment managers, which are based on proprietary valuation models of independent pricing services. These models generally use inputs such as observable market data, quoted market prices for similar instruments, or historical pricing trends of a security relative to its peers. To validate the fair value determination provided by its investment managers, the Company reviews the pricing movement in the context of overall market trends and trading information from its investment managers. In addition, the Company assesses the inputs and methods used in determining the fair value in order to determine the classification of securities in the fair value hierarchy. The following table sets forth the Company’s financial assets measured at fair value by level within the fair value hierarchy (in thousands): As of June 30, 2018 Level 1 Level 2 Level 3 Fair Value Financial Assets Cash equivalents: Commercial paper $ — $ 27,656 $ — $ 27,656 Money market funds 1,725 — — 1,725 Marketable investments: Commercial paper — 13,705 — 13,705 U.S. treasury 6,358 — — 6,358 U.S. agency and government sponsored securities — 6,182 — 6,182 U.S. states and municipalities — 11,444 — 11,444 Corporate bonds — 109,496 — 109,496 Total $ 8,083 $ 168,483 $ — $ 176,566 Financial Liabilities: Contingent consideration obligations (1) $ — — 14,181 14,181 Total $ — $ — $ 14,181 $ 14,181 As of December 31, 2017 Level 1 Level 2 Level 3 Fair Value Financial Assets Cash equivalents: Commercial paper $ — $ 9,185 $ — $ 9,185 Money market funds 2,264 — — 2,264 Marketable investments: Commercial paper — 19,933 — 19,933 U.S. treasury 6,374 — — 6,374 U.S. agency and government sponsored securities — 4,769 — 4,769 U.S. states and municipalities — 12,487 — 12,487 Corporate bonds — 120,391 — 120,391 Total $ 8,638 $ 166,765 $ — $ 175,403 Financial Liabilities: Contingent consideration obligations (1) — — 17,392 17,392 Total $ — $ — $ 17,392 $ 17,392 (1) More information on the contingent consideration obligations and the changes in fair value are presented below. As of June 30, 2018 , the Company’s contingent consideration liabilities are classified as Level 3 measurements for which fair value is derived from various inputs, including forecasted revenues during the earn-out and milestone periods, revenue volatilities, discount rates, and estimates in the timing and likelihood of achieving revenue-based milestones. The fair value of the contingent consideration liability will be remeasured each reporting period. In addition to the revenue generated during the earn-out and milestone periods, the following table presents certain quantitative information about unobservable inputs used in the Level 3 fair value measurement of the Company’s contingent consideration liabilities: Fair Value at June 30, 2018 (in thousands) Valuation Method Unobservable Inputs Input (range where applicable) Crossmed: Revenue-based milestones $ 2,400 Monte Carlo Simulation Earn-out period over which revenue-based milestone payments are made 2018 - 2019 Risk-adjusted discount rate 15% Revenue volatilities for each type of revenue-based milestone 8.9% and 14.8% Technology Licensing Agreement: Revenue-based milestones $ 11,781 Income approach Earn-out period over which revenue-based milestone payments are made 2019 - 2021 Discount rate 2.6% The following table summarizes the changes in fair value of the contingent consideration obligation for the six months ended June 30, 2018 (in thousands): Fair Value of Contingent Consideration Crossmed (1) Technology Licensing Agreement (2) Total Balance at December 31, 2017 $ 4,675 $ 12,717 $ 17,392 Payments of contingent consideration liabilities (3,017 ) — (3,017 ) Changes in fair value 725 (936 ) (211 ) Foreign currency remeasurement 17 — 17 Balance at June 30, 2018 $ 2,400 $ 11,781 $ 14,181 (1) During the three and six months ended June 30, 2018 , the fair value of the contingent consideration obligations related to the acquisition of Crossmed S.p.A. (“Crossmed”) increased by $0.3 million and $0.7 million , respectively, which was recorded in sales, general and administrative expense in the condensed consolidated statements of operations and comprehensive income. The fair value of the contingent consideration increased as a result of updates to the underlying forecasts based on actual results to date and changes in estimates. (2) During the three and six months ended June 30, 2018 , the fair value of the contingent consideration obligations related to the exclusive technology license agreement decreased by $0.1 million and $0.9 million , respectively, which resulted in a reduction in gross carrying amount of the related indefinite-lived intangible asset and the liability for the contingent consideration in the condensed consolidated balance sheets. The fair value of the contingent consideration decreased as a result of changes in the underlying revenue forecasts used to estimate the future milestone payments. For more information with respect to the nature of the Company’s contingent consideration obligations, refer to Note “ 5. Business Combination ” and Note “ 6. Intangible Assets ,” respectively. During the three and six months ended June 30, 2018 and 2017 , the Company did not record impairment charges related to its marketable investments and the Company did not hold any Level 3 marketable investments as of June 30, 2018 or December 31, 2017 . Also, during the six months ended June 30, 2018 and 2017 , the Company did not have any transfers between Level 1, Level 2 or Level 3 of the fair value hierarchy. The Company did not have any financial assets and liabilities measured at fair value on a non-recurring basis as of June 30, 2018 or December 31, 2017 . |