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FAIR VALUE MEASUREMENTS
12 Months Ended
Dec. 31, 2021
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS

5. FAIR VALUE MEASUREMENTS

There were no transfers between Levels 1, 2 and 3 during the year ended December 31, 2021. The tables below present information about the Company’s financial assets and liabilities that are measured and carried at fair value and indicate the level within the fair value hierarchy of the valuation techniques it utilizes to determine such fair value:

 

 

 

Fair Value Measurement as of December 31, 2021

 

 

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

 

(in thousands)

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

1,562,358

 

 

$

1,562,358

 

 

$

 

 

$

 

Strategic equity investments

 

 

34,892

 

 

 

2,480

 

 

 

 

 

 

32,412

 

Certificates of deposit

 

 

250

 

 

 

250

 

 

 

 

 

 

 

Total assets

 

$

1,597,500

 

 

$

1,565,088

 

 

$

 

 

$

32,412

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Contingent consideration

 

$

43,600

 

 

$

 

 

$

 

 

$

43,600

 

Total liabilities

 

$

43,600

 

 

$

 

 

$

 

 

$

43,600

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair Value Measurement as of December 31, 2020

 

 

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

 

(in thousands)

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

629,440

 

 

$

629,440

 

 

$

 

 

$

 

Government and government agency
   bonds

 

 

1,037,981

 

 

 

1,037,981

 

 

 

 

 

 

 

Strategic equity investments

 

 

38,799

 

 

 

3,699

 

 

 

 

 

 

35,100

 

Certificates of deposit

 

 

250

 

 

 

250

 

 

 

 

 

 

 

Total assets

 

$

1,706,470

 

 

$

1,671,370

 

 

$

 

 

$

35,100

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Contingent consideration

 

$

50,800

 

 

$

 

 

$

 

 

$

50,800

 

Total liabilities

 

$

50,800

 

 

$

 

 

$

 

 

$

50,800

 

 

The Company’s assets with fair value categorized as Level 1 within the fair value hierarchy include money market funds, certificates of deposit and the Company’s strategic investment in Lysogene, a publicly traded company in France, as more fully described in Note 3, License and Collaboration Agreements. The Company did not hold any government and government agency bonds as of December 31, 2021. Certain of the government and government agency bonds are publicly traded fixed income securities and were presented as cash equivalents on the consolidated balance sheets as of December 31, 2020.

The Company’s assets with fair value categorized as Level 3 within the fair value hierarchy consists of a strategic investment in Series A preferred stock of Lacerta as more fully described in Note 3, License and Collaboration Agreements and strategic investments in another two private companies. At the end of each reporting period, the fair value of the Company's strategic investments will be adjusted if the issuers were to issue similar or identical equity securities or when there is a triggering event for impairment. During the year ended December 31, 2021, the Company recorded an impairment loss of $4.5 million related to its investment in one of the private companies.

The following table represents a roll-forward of the fair value of Level 3 financial assets for each of the periods indicated:

 

 

 

As of December 31,

 

 

 

2021

 

 

2020

 

 

 

(in thousands)

 

Fair value, beginning of year

 

$

35,100

 

 

$

30,000

 

Additions

 

 

1,800

 

 

 

5,100

 

Changes in estimated fair value

 

 

(4,488

)

 

 

 

Fair value, end of year

 

$

32,412

 

 

$

35,100

 

 

The Company’s contingent consideration liability with fair value categorized as Level 3 within the fair value hierarchy relates to the regulatory-related contingent payments to Myonexus selling shareholders as well as to two academic institutions under separate license agreements that meet the definition of a derivative. For more information related to Myonexus, please read Note 3, License and Collaboration Agreements. The contingent consideration liability was estimated using an income approach based on the probability-weighted expected cash flows that incorporated industry-based probability adjusted assumptions relating to the achievement of the milestone and thus the likelihood of making the payments. This fair value measurement was based upon significant inputs not observable in the market and therefore represented a Level 3 measurement. Significant changes which increase or decrease the probabilities of achieving the milestone or shorten or lengthen the time required to achieve the milestone would result in a corresponding increase or decrease in the fair value of the liability. At the end of each reporting period, the fair value is adjusted to reflect the most current assumptions through earnings.

The following table represents a roll-forward of the fair value of Level 3 financial liabilities for each of the periods indicated:

 

 

 

As of December 31,

 

 

 

2021

 

 

2020

 

 

 

(in thousands)

 

Fair value, beginning of year

 

$

50,800

 

 

$

5,200

 

Additions

 

 

 

 

 

600

 

Changes in estimated fair value, net

 

 

(7,200

)

 

 

45,000

 

Fair value, end of year

 

$

43,600

 

 

$

50,800

 

A net decrease of $7.2 million and net increase of $45.0 million was recorded during the years ended December 31, 2021 and December 31, 2020, respectively, to account for the change in fair value of existing contingent consideration liabilities. These changes, which are recorded through earnings, were a result of updates made to certain inputs and assumptions impacting the probability-weighted expected cash flows, principally the probability of success of the underlying programs, the estimate of the year that the payments are expected to be made, the expected approval date of the underlying programs and the estimate of the amount of payments to be ultimately made. An increase of $0.6 million was recorded during the year ended December 31, 2020 to account for new contingent consideration liabilities associated with new license agreements with certain academic institutions that meet the definition of a derivative. As of December 31, 2021, the contingent consideration was recorded as a non-current liability on the Company's consolidated balance sheets.

The carrying amounts reported in the consolidated balance sheets for cash and cash equivalents, accounts receivable and accounts payable approximate fair value because of the immediate or short-term maturity of these financial instruments. For fair value information related to the Company’s debt facilities, please read Note 13, Indebtedness.