Fair Value Measurements | Note 7—Fair Value Measurements The Company has characterized its investments based on the priority of the inputs used to value the investments, into a three-level fair value hierarchy. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1), and lowest priority to unobservable inputs (Level 3). If the inputs used to measure the investments fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair value measurement of the investment. Investments recorded in the accompanying Consolidated Balance Sheets are categorized based on the inputs to valuation techniques as follows: Level 1 These are investments where values are based on unadjusted quoted prices for identical assets in an active market that the Company has the ability to access. Level 2 These are investments where values are based on quoted market prices in markets that are not active or model derived valuations in which all significant inputs are observable in active markets. Level 3 These are financial instruments where values are derived from techniques in which one or more significant inputs are unobservable. The Company did not have any Level 3 instruments as of December 31, 2022. Short- and long-term investments and certain cash equivalents consist of investments in debt securities that are available-for-sale. In the year ended December 31, 2022, the Company authorized the creation of an Impact Investment Fund through which the Company expects to deploy approximately $30 million to further the Company’s Impact strategy and goals. In the nine months ended September 30, 2023, the Company invested a portion of the Impact Investment Fund in three investments which are classified as long-term investments on its Consolidated Balance Sheet. The investment in a loan receivable is measured on an amortized cost basis and the investments in third-party managed funds are measured on the net assets value (“NAV”) basis. The Company uses NAV or its equivalent to measure the value of certain investments in alternative investment funds, debt funds, equity funds, and private equity funds, which may be redeemable in the near term or restricted from redemption in the near term, as a practical expedient. NAV is primarily determined based on the information provided by external fund administrators for which the most recent financial information is typically received on a lag within the quarter following the Company’s balance sheet date. The following table sets forth the cost, gross unrealized losses, gross unrealized gains, and fair value of the Company’s investments as of the dates indicated (in thousands): Cost Gross Gross Fair Value Cash and Cash Equivalents Short-term Investments Long-term Investments September 30, 2023 Level 1 Money market funds $ 210,286 $ — $ — $ 210,286 $ 210,207 $ 79 $ — U.S. Government securities 84,860 (598) — 84,262 — 51,624 32,638 295,146 (598) — 294,548 210,207 51,703 32,638 Level 2 U.S. agency securities 25,553 (50) — 25,503 — 25,503 — Certificate of deposit 31,916 (11) 8 31,913 — 31,913 — Commercial paper 71,696 (39) 1 71,658 3,971 67,687 — Corporate bonds 86,735 (664) 15 86,086 — 58,124 27,962 215,900 (764) 24 215,160 3,971 183,227 27,962 Level 3 Loans receivable - held for investment 3,000 — — 3,000 — — 3,000 3,000 — — 3,000 — — 3,000 NAV Third-party managed funds 13,000 — — 13,000 — — 13,000 13,000 — — 13,000 — — 13,000 $ 527,046 $ (1,362) $ 24 $ 525,708 $ 214,178 $ 234,930 $ 76,600 December 31, 2022 Level 1 Money market funds (1) $ 462,866 $ — $ — $ 462,866 $ 374,314 $ 76 $ — U.S. Government securities 64,968 (424) 4 64,548 2,995 61,553 — 527,834 (424) 4 527,414 377,309 61,629 — Level 2 U.S. agency securities 10,053 (1) 3 10,055 — 10,055 — Certificate of deposit 40,915 (184) 7 40,738 5,471 35,267 — Commercial paper 57,777 (101) 18 57,694 4,454 53,240 — Corporate bonds 122,294 (1,729) 6 120,571 1,212 90,222 29,137 231,039 (2,015) 34 229,058 11,137 188,784 29,137 $ 758,873 $ (2,439) $ 38 $ 756,472 $ 388,446 $ 250,413 $ 29,137 (1) $88.5 million of money market funds were classified as funds receivable and seller accounts as of December 31, 2022. The table below shows the gross unrealized loss and fair value of the following investments in available-for-sale debt securities that are classified by the length of time that the securities have been in a continuous unrealized loss position as of the dates indicated (in thousands): Gross Unrealized Fair Value September 30, 2023 Less than 12 months in a continuous unrealized loss position Corporate bonds $ (274) $ 46,057 12 months or longer in a continuous unrealized loss position Corporate bonds $ (390) $ 23,887 December 31, 2022 Less than 12 months in a continuous unrealized loss position Corporate bonds $ (281) $ 70,469 U.S. Government securities (265) 51,075 $ (546) $ 121,544 12 months or longer in a continuous unrealized loss position Corporate bonds $ (1,448) $ 50,102 U.S. Government securities (159) 7,442 $ (1,607) $ 57,544 The remaining available-for-sale debt securities in an unrealized loss position have been in a continuous unrealized loss position for less than 12 months. The Company evaluates fair value for each individual security in the investment portfolio. When assessing the risk of credit loss of its available-for-sale debt securities, the Company considers factors such as the extent to which the fair value is less than the amortized cost basis, the credit rating, including whether there has been any changes to the rating of the security by a rating agency, available information relevant to the collectability of the security, and management’s intended holding period and time horizon for selling the security. Outside of the Company’s Impact Investment Fund, the Company typically invests in short- and long-term instruments, including fixed-income funds and U.S. Government securities aligned with the Company’s investment strategy. In accordance with the Company’s investment policy, all investments, other than investments made through its Impact Investment Fund, have maturities no longer than 37 months, with the average maturity of these investments maintained at 12 months or less. Disclosure of Fair Values The Company’s financial instruments that are not remeasured at fair value in the Consolidated Balance Sheets include the Notes. See “Note 9—Debt” for additional information. The Company estimates the fair value of the Notes through inputs that are observable in the market, classified as Level 2 as described above. The following table presents the carrying value and estimated fair value of the Notes as of the dates indicated (in thousands): As of September 30, 2023 As of December 31, 2022 Carrying Value Fair Value Carrying Value Fair Value 2021 Notes $ 991,054 $ 758,800 $ 989,629 $ 863,300 2020 Notes 645,326 519,870 644,431 646,230 2019 Notes 646,371 662,625 645,536 998,361 2018 Notes — — 44 145 $ 2,282,751 $ 1,941,295 $ 2,279,640 $ 2,508,036 The carrying value of other financial instruments, including accounts receivable, funds receivable and seller accounts, accounts payable, and funds payable and amounts due to sellers approximate fair value due to the immediate or short-term maturity associated with these instruments. |