Fair Value of Financial Instruments | 4. f air Value of financial instruments The Company’s financial instruments that are measured at fair value on a recurring basis consist of cash equivalents, marketable securities, and success payment derivative liabilities pursuant to the license agreement between Harvard University, or Harvard, and the Company, or the Harvard License Agreement, and the license agreement between Broad Institute of MIT and Harvard, or Broad Institute, and Blink, or the Broad License Agreement. ASC 820, Fair Value Measurements and Disclosures • Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities. • Level 2 – Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, directly or indirectly, for substantially the full term of the asset or liability. • Level 3 – Unobservable inputs that reflect our own assumptions about the assumptions market participants would use in pricing the asset or liability in which there is little, if any, market activity for the asset or liability at the measurement date. The following table sets forth the fair value of the Company’s financial assets and liabilities by level within the fair value hierarchy at March 31, 2020 (in thousands): Carrying amount Fair value Level 1 Level 2 Level 3 Assets Cash equivalents: Money market funds $ 70,322 $ 70,322 $ 70,322 $ — $ — Commercial paper 37,255 37,255 — 37,255 — Corporate notes 17,306 17,306 — 17,306 — Marketable securities: Commercial paper 72,971 72,971 — 72,971 — Corporate notes 54,421 54,421 — 54,421 — Total assets $ 252,275 $ 252,275 $ 70,322 $ 181,953 $ — Liabilities Success payment liability – Harvard $ 5,200 $ 5,200 $ — $ — $ 5,200 Success payment liability – Broad Institute 5,300 5,300 — — 5,300 Total liabilities $ 10,500 $ 10,500 $ — $ — $ 10,500 The following table sets forth the fair value of the Company’s financial assets and liabilities by level within the fair value hierarchy at December 31, 2019 (in thousands): Carrying amount Fair value Level 1 Level 2 Level 3 Assets Cash equivalents: Money market funds $ 6,172 $ 6,172 $ 6,172 $ — $ — Commercial paper 3,986 3,986 — 3,986 — Marketable securities: Commercial paper 36,889 36,889 — 36,889 — Corporate notes 17,738 17,738 — 17,738 — Total assets $ 64,785 $ 64,785 $ 6,172 $ 58,613 $ — Liabilities Success payment liability – Harvard $ 3,900 $ 3,900 $ — $ — $ 3,900 Success payment liability – Broad Institute 3,900 3,900 — — 3,900 Total liabilities $ 7,800 $ 7,800 $ — $ — $ 7,800 Cash equivalents – Money market funds included within cash equivalents are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices in active markets. Commercial paper and corporate notes are classified within Level 2 of the fair value hierarchy because pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies. Marketable securities – The Company measures its marketable securities at fair value on a recurring basis and classify those instruments within Level 2 of the fair value hierarchy. Marketable securities are classified within Level 2 of the fair value hierarchy because pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined using models or other valuation methodologies. Success Payment Liabilities – As discussed further in Note 8, License Agreements , the Company is required to make success payments determined based upon the achievement of specified multiples of the initial weighted average value of the Company’s Series A Preferred at specified valuation dates. The Company’s liability for success payments under the Harvard License Agreement and Broad License Agreement are carried at fair value. To determine the estimated fair value of the success payment liability, the Company uses a Monte Carlo simulation methodology, which models the future movement of stock prices based on several key variables. The following variables were incorporated in the calculation of the estimated fair value of the Harvard and Broad Institute success payment liabilities: Harvard Broad Institute March 31, 2020 December 31, 2019 March 31, 2020 December 31, 2019 Fair value of Series A Preferred (per share) (1) $ — $ 3.60 $ — $ 3.60 Fair value of common stock (per share) 18.00 — 18.00 — Expected volatility 73 % 72 % 73 % 72 % Expected term (years) 1.10-9.25 0.10-8.01 1.10-10.11 0.10-8.01 (1) The effect of the Company’s one-for-4.4843 reverse stock split in January 2020 only applied to its common stock and did not impact its redeemable convertible preferred stock. As such, the Series A Preferred fair value per share as of December 31, 2019 does not show the effect of the reverse stock split. If adjusted for the effect of the reverse stock split, the fair value per share of Series A Preferred would be $16.14 on December 31, 2019. Upon completion of the Company’s IPO, all outstanding shares of redeemable convertible preferred stock converted into shares of the Company’s common stock. At December 31, 2019, the fair value of the Series A Preferred was determined by management with the assistance of an independent third-party specialist. At March 31, 2020, the fair value of the common stock was the market value of the Company’s common stock. The computation of expected volatility was estimated using available information about the historical volatility of stocks of similar publicly traded companies for a period matching the expected term assumption. In addition, the Company incorporated the estimated number, timing, and probability of valuation measurement dates in the calculation of the success payment liability. The following table reconciles the change in the fair value of success payment liabilities based on Level 3 inputs (in thousands): Three Months Ended March 31, 2020 Harvard Broad Institute Total Balance at December 31, 2019 $ 3,900 $ 3,900 $ 7,800 Changes in fair value 1,300 1,400 2,700 Balance at March 31, 2020 $ 5,200 $ 5,300 $ 10,500 |