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Fair Value Measurement
12 Months Ended
Dec. 31, 2018
Fair Value Disclosures [Abstract]  
Fair Value Measurement

3.

Fair Value Measurement

Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability.

The Company classifies fair value measurements in one of the following three categories for disclosure purposes:

 

Level 1:

Quoted prices in active markets for identical assets or liabilities.

 

Level 2:

Inputs other than Level 1 prices for similar assets or liabilities that are directly or indirectly observable in the marketplace.

 

Level 3:

Unobservable inputs which are supported by little or no market activity and values determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant judgment or estimation.

The Company’s cash equivalents are classified using Level 1 inputs within the fair value hierarchy because they are valued using quoted market prices, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency. None of the Company’s non-financial assets or liabilities are recorded at fair value on a non-recurring basis. No transfers between levels have occurred during the periods presented.

The Company estimated the fair value of redeemable convertible preferred stock warrants at the time of issuance and subsequent remeasurement using the Black-Scholes option pricing model at each reporting date, based on the following inputs: the risk-free interest rate; the expected dividend rate; the remaining contractual life of the warrants; the fair value of the underlying stock; and the expected volatility of the price of the underlying common stock. The estimates were based, in part, on subjective assumptions.

The following table summarizes the Company’s assets and liabilities that require fair value measurements on a recurring basis and their respective input levels based on the fair value hierarchy (in thousands):

 

 

 

 

 

 

 

Fair Value Measurements at Reporting Date

 

 

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

As of December 31, 2018:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents

 

$

59,357

 

 

$

59,357

 

 

$

 

 

$

 

As of December 31, 2017:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents

 

$

12,472

 

 

$

12,472

 

 

$

 

 

$

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative liability

 

$

3,028

 

 

$

 

 

$

 

 

$

3,028

 

Preferred stock warrant liability

 

 

1,656

 

 

 

 

 

 

 

 

 

1,656

 

Total liabilities

 

$

4,684

 

 

$

 

 

$

 

 

$

4,684

 

 

The following weighted-average assumptions were used in determining the fair value of the preferred stock warrant liability valued using the Black-Scholes option pricing model as of December 31, 2017:

 

 

 

December 31,

2017

 

Expected volatility

 

 

68.0

%

Risk-free interest rate

 

 

2.2

%

Contractual term (in years)

 

 

5.9

 

Expected dividend yield

 

 

 

 

The following estimated fair values per share of the Company’s underlying redeemable convertible preferred stock were used to determine the estimated fair value of the preferred stock warrant liability:

 

 

 

December 31,

2017

 

Series AA

 

$

5.75

 

Series B

 

$

3.76

 

Series C-1

 

$

3.76

 

 

The following tables present activity for the preferred stock warrant liability and the derivative liability measured at fair value using significant unobservable Level 3 inputs during the year ended December 31, 2017 and 2018 (in thousands):

 

 

 

Preferred

Stock

 

 

 

Warrant

Liability

 

Balance at December 31, 2016

 

$

880

 

Issuance of warrants

 

 

1,795

 

Changes in fair value reflected as change in fair

   value of warrant liability

 

 

(1,019

)

Balance at December 31, 2017

 

 

1,656

 

Issuance of warrants

 

 

2,822

 

Exercise of warrants

 

 

(1,197

)

Changes in fair value reflected as change in fair

   value of warrant liability

 

 

(11

)

Conversion to common stock warrants upon

   IPO

 

 

(3,270

)

Balance at December 31, 2018

 

$

 

 

 

 

Derivative

Liability

 

Balance at December 31, 2016

 

$

 

Issuance of derivative

 

 

2,971

 

Changes in fair value reflected as change in

   fair value of derivative liability

 

 

57

 

Balance at December 31, 2017

 

 

3,028

 

Changes in fair value reflected as change in

   fair value of derivative liability

 

 

676

 

Extinguishment of derivative upon conversion

   of convertible promissory notes

 

 

(3,704

)

Balance at December 31, 2018

 

$