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Financial Instruments
9 Months Ended
Sep. 30, 2023
Fair Value Disclosures [Abstract]  
Financial Instruments

5. FINANCIAL INSTRUMENTS

Investments consist of the following as of September 30, 2023 and December 31, 2022 (dollars in thousands):

 

 

September 30, 2023

 

 

 

 

 

 

Gross Unrealized

 

 

 

 

 

 

Cost

 

 

Gain

 

 

(Loss)

 

 

Fair Value

 

Short-term investments (available for sale):

 

 

 

 

 

 

 

 

 

 

 

 

Non-governmental debt securities

 

$

227,417

 

 

$

-

 

 

$

(2,541

)

 

$

224,876

 

Treasury and federal agencies

 

 

207,083

 

 

 

-

 

 

 

(2,342

)

 

 

204,741

 

Total short-term investments (available for sale)

 

$

434,500

 

 

$

-

 

 

$

(4,883

)

 

$

429,617

 

 

 

December 31, 2022

 

 

 

 

 

 

Gross Unrealized

 

 

 

 

 

 

Cost

 

 

Gain

 

 

(Loss)

 

 

Fair Value

 

Short-term investments (available for sale):

 

 

 

 

 

 

 

 

 

 

 

 

Municipal bonds

 

$

3,016

 

 

$

-

 

 

$

(22

)

 

$

2,994

 

Non-governmental debt securities

 

 

222,575

 

 

 

37

 

 

 

(2,880

)

 

 

219,732

 

Treasury and federal agencies

 

 

179,068

 

 

 

6

 

 

 

(2,485

)

 

 

176,589

 

Total short-term investments (available for sale)

 

$

404,659

 

 

$

43

 

 

$

(5,387

)

 

$

399,315

 

 

In the table above, unrealized holding gains (losses) relate to short-term investments that have been in a continuous unrealized gain (loss) position for less than one year.

Our non-governmental debt securities primarily consist of corporate bonds, certificates of deposit and commercial paper. Our treasury and federal agencies primarily consist of U.S. Treasury bills and federal home loan debt securities.

Fair Value Measurements

FASB ASC Topic 820 – Fair Value Measurements establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions.

As of September 30, 2023, we held investments that are required to be measured at fair value on a recurring basis. These investments (available for sale) consist of non-governmental debt securities and treasury and federal agencies securities. Available for sale securities included in Level 2 are estimated based on observable inputs other than quoted prices in active markets for identical assets and liabilities, such as quoted prices for identical or similar assets or liabilities in inactive markets or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

All of our available for sale investments were measured under Level 2 as of September 30, 2023 and December 31, 2022. Additionally, money market funds of $30.8 million and $40.1 million included within cash and cash equivalents on our condensed consolidated balance sheets as of September 30, 2023 and December 31, 2022, respectively, were measured under Level 1. Federal agency debt securities and commercial paper of $11.4 million included within cash and cash equivalents on our unaudited condensed consolidated balance sheets as of September 30, 2023 were measured under Level 2.

Equity Method Investment

Our investment in an equity affiliate, which is recorded within other noncurrent assets on our condensed consolidated balance sheets, represents an international investment in a private company. As of September 30, 2023, our investment in an equity affiliate equated to 30.7%, or $1.0 million.

During the quarters ended September 30, 2023 and 2022, we recorded approximately $0.1 million of loss and $0.2 million of loss, respectively, and during the years to date ended September 30, 2023 and 2022, we recorded approximately $0.1 million of loss and $0.5 million of loss, respectively, related to our equity affiliate within miscellaneous (expense) income on our unaudited condensed consolidated statements of income.

We make periodic operating maintenance payments to our equity affiliate. The total fees recorded during the quarters and years to date ended September 30, 2023 and 2022 were as follows (dollars in thousands):

 

 

Maintenance Fee Payments

 

For the quarter ended September 30, 2023

$

411

 

For the quarter ended September 30, 2022

$

374

 

For the year to date ended September 30, 2023

$

1,256

 

For the year to date ended September 30, 2022

$

1,201

 

 

Credit Agreement

On September 8, 2021, the Company and the subsidiary guarantors thereunder entered into a credit agreement with Wintrust Bank N.A. (“Wintrust”), in its capacities as the sole lead arranger, sole bookrunner, administrative agent and letter of credit issuer for the lenders from time to time parties thereto. The credit agreement provides the Company with the benefit of a $125.0 million senior secured revolving credit facility. The $125.0 million revolving credit facility under the credit agreement is scheduled to mature on September 8, 2024. So long as no default has occurred and other conditions have been met, the Company may request an increase in the aggregate commitment in an amount not to exceed $50.0 million. The loans and letter of credit obligations under the credit agreement are secured by substantially all assets of the Company and the subsidiary guarantors.

The credit agreement and the ancillary documents executed in connection therewith contain customary affirmative, negative and financial maintenance covenants. The Company is required to maintain unrestricted cash, cash equivalents and short-term investments in domestic accounts in an amount at least equal to the aggregate loan commitments then in effect. Acquisitions to be undertaken by the Company must meet certain criteria, and the Company’s ability to make restricted payments, including payments in connection with a repurchase of shares of our common stock, is subject to an aggregate maximum of $100.0 million per fiscal year. Upon the

occurrence of certain regulatory events or if the Company’s unrestricted cash, cash equivalents and short term investments are less than 125% of the aggregate amount of the loan commitments then in effect, the Company is required to maintain cash in a segregated, restricted account in an amount not less than the aggregate loan commitments then in effect. The credit agreement also contains customary representations and warranties, events of default, and rights and remedies upon the occurrence of any event of default thereunder, including rights to accelerate the loans, terminate the commitments and realize upon the collateral securing the obligations under the credit agreement.

Under the credit agreement, outstanding principal amounts bear annual interest at a fluctuating rate equal to 1.0% less than the administrative agent’s prime commercial rate, subject to a 3.0% minimum rate. A higher rate may apply to late payments or if any event of default exists.

As of September 30, 2023 and December 31, 2022, there were no outstanding borrowings under the revolving credit facility.