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Fair Value Measurements
12 Months Ended
Dec. 31, 2012
Fair Value Disclosures [Abstract]  
Fair Value Measurements
Fair Value Measurements:
The Company accounts for financial assets and liabilities in accordance with a fair value measurement accounting standard. The accounting standard provides a framework for measuring fair value under generally accepted accounting principles in the United States and requires expanded disclosures regarding fair value measurements. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The accounting standard also establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:
Level 1 — Quoted prices in active markets for identical assets or liabilities.
Level 2 — Observable inputs, other than Level 1 prices, such as quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data.
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, including certain pricing models, discounted cash flow methodologies and similar techniques.
The following is a summary of marketable securities and other investment-related assets held at December 31, 2012 and 2011 (in thousands):
 
 
 
Gross Unrealized
 
Aggregate
Fair Value
 
Classified on Balance Sheet
 
 
 
 
 
 
 
 
Short-term
Marketable
Securities
 
Long-term
Marketable
Securities
As of December 31, 2012
Cost
 
Gains
 
Losses
 
 
 
Available-for-sale securities:
 
 
 
 
 
 
 
 
 
 
 
Certificates of deposit
$
3,100

 
$

 
$

 
$
3,100

 
$
3,057

 
$
43

Commercial paper
7,481

 
2

 
(1
)
 
7,482

 
7,482

 

Corporate debt securities
691,931

 
1,269

 
(205
)
 
692,995

 
217,548

 
475,447

U.S. government agency obligations
189,607

 
95

 
(28
)
 
189,674

 
7,505

 
182,169

 
$
892,119

 
$
1,366

 
$
(234
)
 
$
893,251

 
$
235,592

 
$
657,659

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross Unrealized
 
Aggregate
Fair Value
 
Classified on Balance Sheet
 
 
 
 
 
 
 
 
Short-term
Marketable
Securities
 
Long-term
Marketable
Securities
As of December 31, 2011
Cost
 
Gains
 
Losses
 
 
 
Available-for-sale securities:
 
 
 
 
 
 
 
 
 
 
 
Certificates of deposit
$
42

 
$

 
$

 
$
42

 
$

 
$
42

Corporate debt securities
524,515

 
873

 
(580
)
 
524,808

 
285,012

 
239,796

U.S. government agency obligations
145,995

 
78

 
(165
)
 
145,908

 
5,017

 
140,891

 
$
670,552

 
$
951

 
$
(745
)
 
$
670,758

 
$
290,029

 
$
380,729



Unrealized gains and unrealized temporary losses on investments classified as available-for-sale are included within
accumulated other comprehensive income (loss). Upon realization, those amounts are reclassified from accumulated other comprehensive income (loss) to gain (loss) on investments, net in the statement of operations. Realized gains and losses are reflected in the income statement as gain (loss) on investments, net. As of December 31, 2012, the Company did not hold any investment-related assets that have been in a continuous loss position for more than 12 months.
The following tables detail the fair value measurements within the fair value hierarchy of the Company’s financial assets and liabilities, including investments, cash equivalents and the contingent consideration obligation related to the acquisition of Verivue, at December 31, 2012 and 2011 (in thousands):
 
 
Total Fair Value at
December 31, 2012
 
Fair Value Measurements at Reporting
Date Using
 
Level 1
 
Level 2
 
Level 3
Assets
 
 
 
 
 
 
 
Money market funds
$
22,255

 
$
22,255

 
$

 
$

Certificates of deposit
7,473

 
7,473

 

 

Commercial paper
9,482

 

 
9,482

 

U.S. government agency obligations
189,674

 

 
189,674

 

Corporate debt securities
692,995

 

 
692,995

 

 
$
921,879

 
$
29,728

 
$
892,151

 
$

Liabilities
 
 
 
 
 
 
 
Contingent consideration obligation related to Verivue acquisition
$
(1,200
)
 

 

 
(1,200
)
 
$
(1,200
)
 
$

 
$

 
$
(1,200
)

 
 
Total Fair Value at
December 31, 2011
 
Fair Value Measurements at Reporting
Date Using
 
Level 1
 
Level 2
 
Level 3
Money market funds
$
302,507

 
$
302,507

 
$

 
$

Certificates of deposit
42

 
42

 

 

Commercial paper
57,498

 

 
57,498

 

U.S. government agency obligations
145,908

 

 
145,908

 

Corporate debt securities
524,808

 

 
524,808

 

 
$
1,030,763

 
$
302,549

 
$
728,214

 
$



The following tables reflect the activity for the Company’s major classes of assets and liabilities measured at fair value using Level 3 inputs for the years ended December 31, 2012 and 2011 (in thousands):
 
 
Auction Rate
Securities
Balance as of December 31, 2010
$
137,256

Redemptions and sales of securities
(137,256
)
Balance as of December 31, 2011 and 2012
$

 
Contingent Consideration Obligation
Balance as of December 31, 2010
$
(990
)
Payments
550

Change in fair value estimate
440

Balance as of December 31, 2011
$

Contingent consideration obligation related to Verivue acquisition
(1,200
)
Balance as of December 31, 2012
$
(1,200
)


As of December 31, 2012, the Company grouped money market funds and certificates of deposit using a Level 1 valuation because market prices are readily available in active markets. As of December 31, 2012, the Company grouped commercial paper, U.S. government agency obligations and corporate debt securities using a Level 2 valuation because quoted prices for identical or similar assets are available in markets that are not active. As of December 31, 2012, the fair value of the Company's liabilities grouped using a Level 3 valuation consisted of a contingent consideration related to the acquisition of Verivue. The fair value of the contingent consideration payable was estimated using inputs not supported by market activity, including the likelihood of achieving defined levels of specified and other customer revenue and payments corresponding to these levels. There has been no change in the valuation from the date of acquisition to December 31, 2012.
    
Contractual maturities of the Company’s marketable securities held at December 31, 2012 and 2011 are as follows (in thousands):
 
 
December 31,
 
2012
 
2011
Available-for-sale securities:
 
 
 
Due in one year or less
$
235,592

 
$
290,029

Due after 1 year through 5 years
657,659

 
380,729

Due after 5 years

 

 
$
893,251

 
$
670,758



For the year ended December 31, 2012 the Company recorded a small net gain on investments. For the years ended December 31, 2011 and 2010, the Company recorded net losses on investments of $0.2 million and net gains on investments of $0.4 million, respectively.