Investments and 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 following table presents the Company’s marketable investments as of June 30, 2020 and December 31, 2019 (in thousands): June 30, 2020 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Allowance Fair Value Commercial paper $ 13,231 $ — $ (2) $ — $ 13,229 U.S. agency and government sponsored securities 8,845 15 — — 8,860 U.S. states and municipalities 7,265 58 — — 7,323 Corporate bonds 113,592 927 (17) — 114,502 Total $ 142,933 $ 1,000 $ (19) $ — $ 143,914 December 31, 2019 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Commercial paper $ 7,456 $ 1 $ — $ 7,457 U.S. treasury 4,972 7 — 4,979 U.S. agency and government sponsored securities 2,499 19 — 2,518 U.S. states and municipalities 4,889 4 — 4,893 Corporate bonds 96,484 282 (3) 96,763 Total $ 116,300 $ 313 $ (3) $ 116,610 As of June 30, 2020, the total amortized cost basis of the Company’s impaired available-for-sale securities exceeded its fair value by a nominal amount. The Company reviewed its impaired available-for-sale securities and concluded that the decline in fair value was not related to credit losses and is recoverable. Accordingly, during the three and six months ended June 30, 2020 no allowance for credit losses was recorded and instead the unrealized losses are reported as a component of accumulated other comprehensive loss. Prior to the adoption of ASU 2016-13, the Company recognized losses, if any, in consolidated net income when the security was sold. 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 more as of June 30, 2020 and December 31, 2019 (in thousands): June 30, 2020 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 $ 8,233 $ (2) $ — $ — $ 8,233 $ (2) Corporate bonds 27,861 (17) — — 27,861 (17) Total $ 36,094 $ (19) $ — $ — $ 36,094 $ (19) December 31, 2019 Less than 12 months 12 months or more Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate bonds $ 7,875 $ (3) $ — $ — $ 7,875 $ (3) Total $ 7,875 $ (3) $ — $ — $ 7,875 $ (3) The following table presents the contractual maturities of the Company’s marketable investments as of June 30, 2020 and December 31, 2019 (in thousands): June 30, 2020 December 31, 2019 Fair Value Fair Value Due in less than one year $ 40,375 $ 51,990 Due in one to five years 103,539 64,620 Total $ 143,914 $ 116,610 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 tables set forth the Company’s financial assets measured at fair value by level within the fair value hierarchy as of June 30, 2020 and December 31, 2019 (in thousands): As of June 30, 2020 Level 1 Level 2 Level 3 Fair Value Financial Assets Cash equivalents: Money market funds $ 102,750 $ — $ — $ 102,750 U.S. states and municipalities — 4,023 — 4,023 Marketable investments: Commercial paper — 13,229 — 13,229 U.S. treasury — — — — U.S. agency and government sponsored securities — 8,860 — 8,860 U.S. states and municipalities — 7,323 — 7,323 Corporate bonds — 114,502 — 114,502 Total — 143,914 — 143,914 Total $ 102,750 $ 147,937 $ — $ 250,687 As of December 31, 2019 Level 1 Level 2 Level 3 Fair Value Financial Assets Cash equivalents: Commercial paper $ — $ 9,474 $ — $ 9,474 Money market funds 24,054 — — 24,054 Marketable investments: Commercial paper — 7,457 — 7,457 U.S. treasury 4,979 — — 4,979 U.S. agency and government sponsored securities — 2,518 — 2,518 U.S. states and municipalities — 4,893 — 4,893 Corporate bonds — 96,763 — 96,763 Total 4,979 111,631 — 116,610 Total $ 29,033 $ 121,105 $ — $ 150,138 Contingent Consideration Obligations As of June 30, 2020 and December 31, 2019, there were no contingent consideration liabilities classified as Level 3. As of December 31, 2019, the Company’s contingent consideration liability balance of $1.2 million relates to milestone payments due in connection with the 2017 acquisition of Crossmed S.p.a. (“Crossmed”) and was based on actual revenue performance for the year ended December 31, 2019 and not based on unobservable inputs. The Company made this payment during the six months ended June 30, 2020. For more information related to the payment of the contingent consideration liabilities refer to Note “5. Business Combinations.” The following tables summarize the changes in fair value of the contingent consideration obligation for the six months ended June 30, 2020 and June 30, 2019 (in thousands): Fair Value of Contingent Consideration Balance at December 31, 2019 $ 1,206 Payments of contingent consideration liabilities (1,186) Changes in fair value — Foreign currency remeasurement (20) Balance at June 30, 2020 $ — Fair Value of Contingent Consideration Balance at December 31, 2018 $ 2,571 Payments of contingent consideration liabilities (1,296) Changes in fair value — Foreign currency remeasurement (19) Balance at June 30, 2019 $ 1,256 The Company did not hold any Level 3 marketable investments as of June 30, 2020 or December 31, 2019. During the six months ended June 30, 2020 and 2019, the Company did not have any transfers between Level 1, Level 2 or Level 3 of the fair value hierarchy. Additionally, the Company did not have any financial assets and liabilities measured at fair value on a non-recurring basis as of June 30, 2020 or December 31, 2019. |