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 September 30, 2018 and December 31, 2017 were as follows (in thousands): September 30, 2018 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Commercial paper $ 12,660 $ — $ (5 ) $ 12,655 U.S. treasury 6,401 — (37 ) 6,364 U.S. agency and government sponsored securities 4,219 — (34 ) 4,185 U.S. states and municipalities 8,587 — (23 ) 8,564 Corporate bonds 114,746 60 (398 ) 114,408 Total $ 146,613 $ 60 $ (497 ) $ 146,176 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 September 30, 2018 and December 31, 2017 (in thousands): September 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 $ 12,655 $ (5 ) $ — $ — $ 12,655 $ (5 ) U.S. treasury 4,371 (29 ) 1,993 (8 ) 6,364 (37 ) U.S. agency and government sponsored securities 4,185 (34 ) — — 4,185 (34 ) U.S. states and municipalities 6,564 (23 ) — — 6,564 (23 ) Corporate bonds 60,544 (244 ) 13,191 (154 ) 73,735 (398 ) Total $ 88,319 $ (335 ) $ 15,184 $ (162 ) $ 103,503 $ (497 ) 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 September 30, 2018 and December 31, 2017 were as follows (in thousands): September 30, 2018 December 31, 2017 Fair Value Fair Value Due in less than one year $ 96,143 $ 104,272 Due in one to five years 50,033 59,682 Total $ 146,176 $ 163,954 Non-Marketable Equity Investments In the second quarter of 2017, the Company and Sixense Enterprises, Inc. (“Sixense”) formed MVI as a privately-held joint venture for the purpose of exploring healthcare applications of virtual reality technology , with each party holding 50% of the issued and outstanding equity of MVI. On August 31, 2018 (“ Transfer Agreement Closing Date ”), the Company entered into a Stoc k Transfer Agreement (the “Transfer Agreement”) between the Company, MVI and Sixense, to purchase an additional 40% of the equity interest in MVI from Sixense for an initial cash purchase price of $20.0 million , excluding the additional $4.5 million of probable future payments relating to an anti-dilution provision in the Transfer Agreement. Following the Transfer Agreement Closing Date , the Company owns a 90% equity interest in MVI and Sixense retains the remaining 10% equity interest. Prior to the Transfer Agreement Closing Date , the Company accounted for its investment in MVI under the equity method and was not required to consolidate MVI. As of December 31, 2017 and through the nine months ended September 30, 2018, the Company determined that MVI was not a variable interest entity (“VIE”). Furthermore, pursuant to agreements between the parties at the time of MVI’s formation, the Company was obligated to perform certain services or make additional cash contributions to MVI for no additional equity interest. These services included, but were not limited to, information technology, accounting, other administrative services and research and development. The Company’s contributions made to prior to the Transfer Agreement Closing Date are presented as a component of “ Contributions to non-marketable investments ” in the condensed consolidated statements of cash flows. As of December 31, 2017 , the carrying value of the non-marketable equity investment was approximately $3.9 million , representing the Company’s contributions to MVI offset by the Company’s share of equity method investee losses, and is presented in long-term investments on the condensed consolidated balance sheet. During the three and nine months ended September 30, 2017 , MVI had no revenue and recorded a net loss of $1.1 million and $1.4 million , respectively. During the three and nine months ended September 30, 2018 , prior to the Transfer Agreement Closing Date , MVI had no revenue and recorded a net loss of $1.8 million and $6.2 million , respectively. The Company reflected its 50% share of MVI’s losses as equity in losses of unconsolidated investees in the con densed consolidated statements of operations through the Transfer Agreement Closing Date . Impact of Transfer Agreement on Non-Marketable Equity Investments The Company accounted for the Transfer Agreement as an asset acquisition, as it was determined that the transaction did not me et the definition of a business under the framework of the authoritative accounting guidance for business combinations. The total consideration transferred has been allocated to the non-monetary assets acquired and liabilities assumed based on their relative fair value. The following table presents the components of the consideration transferred at fair value as of the Transfer Agreement Closing Date (amounts presented in thousands): Amount Cash transferred $ 20,000 Anti-dilution protection at Transfer Agreement Closing Date 4,500 Carrying amount of Penumbra’s equity method investment in MVI 2,202 Fair value of the remaining non-controlling interest 3,365 Total consideration transferred $ 30,067 In addition to the cash transferred, the consideration included a probable contingent liability related to an anti-dilution provision whereby the Company may issue additional shares of MVI to Sixense with an aggregate value of up to $4.5 million . As of September 30, 2018 , the current and non-current portion of the related liability was $2.0 million and $2.5 million , respectively. The consideration transferred also included the $2.2 million carrying amount of the Company’s equity method investment in MVI as of the Transfer Agreement Closing Date , which was written -off as part of the accounting for the Transfer Agreement. The Company also recorded $3.4 million in non-controlling interest on the condensed consolidated financial statements related to the fair value of the remaining equity interest held by Sixense as of the Transfer Agreement Closing Date . The primary asset acquired in the Transfer Agreement constitutes an in-process research and development asset (“IPR&D”). Due to the nature of the other assets acquired and liabilities assumed, the difference between the fair value of the consideration transferred and the fair value of the tangible net assets acquired was allocated solely to the IPR&D. The Company recorded a charge of $30.8 million to acquired in-process research and development expense in the condensed consolidated statements of operations at the Transfer Agreement Closing Date because the Company determined that (1) MVI had not yet reached technological feasibility or had not yet reached the appropriate regulatory approval for any products and (2) the asset had no alternative future use as of the Transfer Agreement Closing Date . Following the Transfer Agreement Closing Date , the financial results of MVI have been consolidated into the accompanying condensed consolidated financial statements, with t he amounts attributable to the non-controlling interest classified separately . 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 September 30, 2018 Level 1 Level 2 Level 3 Fair Value Financial Assets Cash equivalents: Commercial paper $ — $ 8,978 $ — $ 8,978 Money market funds 5,055 — — 5,055 Marketable investments: Commercial paper — 12,655 — 12,655 U.S. treasury 6,364 — — 6,364 U.S. agency and government sponsored securities — 4,185 — 4,185 U.S. states and municipalities — 8,564 — 8,564 Corporate bonds — 114,408 — 114,408 Total $ 11,419 $ 148,790 $ — $ 160,209 Financial Liabilities: Contingent consideration obligations (1) $ — $ — $ 2,519 $ 2,519 Total $ — $ — $ 2,519 $ 2,519 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) $ — $ — $ 4,675 $ 4,675 Total $ — $ — $ 4,675 $ 4,675 (1) More information on the contingent consideration obligations and the changes in fair value are presented below. As of September 30, 2018 , the Company’s contingent consideration liability is classified as a Level 3 measurement 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 liability: Fair Value at September 30, 2018 (in thousands) Valuation Method Unobservable Inputs Input (range where applicable) Crossmed: Revenue-based milestones $ 2,519 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% The following table summarizes the changes in fair value of the contingent consideration obligation for the nine months ended September 30, 2018 (in thousands): Fair Value of Contingent Consideration Obligation Crossmed (1) Balance at December 31, 2017 $ 4,675 Additional contingent consideration liabilities — Payments of contingent consideration liabilities (3,017 ) Changes in fair value 851 Foreign currency remeasurement 10 Balance at September 30, 2018 $ 2,519 (1) During the three and nine months ended September 30, 2018 , the fair value of the contingent consideration obligation related to the acquisition of Crossmed S.p.A. (“Crossmed”) increased by $0.1 million and $0.9 million , respectively, which was recorded in sales, general and administrative expense in the condensed consolidated statements of operations. 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. For more information refer to Note “ 5. Business Combination .” During the three and nine months ended September 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 September 30, 2018 or December 31, 2017 . Also, during the nine months ended September 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 September 30, 2018 or December 31, 2017 . |