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Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2022

Schedule of estimated fair value of outstanding commodity swap contracts and embedded derivatives

The Company estimated the fair value of its outstanding commodity swap contracts based on the following inputs as of December 31, 2021 and September 30, 2022:


	December 31, 2021			September 30, 2022
Significant Unobservable Inputs	Input Range	Weighted Average		Input Range	Weighted Average
ULSD Gulf Coast Forward Curve	$2.03 - $2.15	$	2.11	$ 2.19 - $ 2.58	$	2.38
Historical Differential to PADD 3 Diesel	$0.87 - $1.58	$	1.03	$ 0.87 - $ 1.60	$	1.10
Historical Differential to PADD 5 Diesel	$1.82 - $2.69	$	2.13	$ 1.91 - $ 3.05	$	2.26

The Company estimated the fair value of embedded derivatives in its fueling agreements under the Zero Now truck financing program based on the following inputs as of December 31, 2021 and September 30, 2022:


	December 31, 2021			September 30, 2022
Significant Unobservable Inputs	Input Range	Weighted Average		Input Range	Weighted Average
ULSD Gulf Coast Forward Curve	$2.03 - $2.15	$	2.11	$ 2.19 - $ 2.58	$	2.38
Historical Differential to PADD 3 Diesel	$0.87 - $1.58	$	1.03	$ 0.87 - $ 1.60	$	1.10
Historical Differential to PADD 5 Diesel	$1.82 - $2.69	$	2.13	$ 1.91 - $ 3.05	$	2.26

Schedule of information by level for assets and liabilities that are measured at fair value on a recurring basis

The following tables provide information by level for assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2021 and September 30, 2022 (in thousands):


	December 31, 2021		Level 1		Level 2		Level 3
Assets:
Available-for-sale securities ⁽¹⁾:
Municipal bonds and notes	$	6,000	$	—	$	6,000	$	—
Zero coupon bonds		123,192		—		123,192		—
Certificates of deposit ⁽¹⁾		530		—		530		—
Embedded derivatives ⁽³⁾		6,776		—		—		6,776
Liabilities:
Commodity swap contracts ⁽²⁾	$	4,383	$	—	$	—	$	4,383


	September 30, 2022		Level 1		Level 2		Level 3
Assets:
Available-for-sale securities ⁽¹⁾:
Zero coupon bonds	$	110,459	$	—	$	110,459	$	—
Certificates of deposit ⁽¹⁾		530		—		530		—
Embedded derivatives ⁽³⁾		6,446		—		—		6,446
Liabilities:
Commodity swap contracts ⁽²⁾	$	5,606	$	—	$	—	$	5,606
Embedded derivatives ⁽³⁾		53		—		—		53

(1)	Included in "Short-term investments" in the accompanying condensed consolidated balance sheets. See Note 5 for more information.

(2)	Included in "Derivative liabilities, related party" and "Long-term portion of derivative liabilities, related party" as of December 31, 2021 and September 30, 2022 in the accompanying condensed consolidated balance sheets. See Note 6 for more information.

(3)

Included in "Prepaid expenses and other current assets" and “Notes receivable and other long-term assets, net" as of December 31, 2021, and in "Prepaid expenses and other current assets," “Notes receivable and other long-term assets, net," “Accrued liabilities” and “Other long-term liabilities” as of September 30, 2022 in the accompanying condensed consolidated balance sheets. See Note 6 for more information.

Schedule of reconciliation of the beginning and ending balances of items measured at fair value on a recurring basis that used significant unobservable inputs (Level 3)

The following tables provide a reconciliation of the beginning and ending balances of items measured at fair value on a recurring basis as shown in the tables above that used significant unobservable inputs (Level 3), as well as the change in unrealized gains or losses for the periods included in earnings (in thousands):


	Assets:		Assets:		Liabilities:		Liabilities:
	Commodity		Embedded		Commodity		Embedded
	Swap Contracts		Derivatives		Swap Contracts		Derivatives
Balance as of June 30, 2021	$	—	$	5,069	$	(1,693)	$	—
Settlements, net		—		—		265		—
Total gain (loss)		587		(1,926)		1,428		(87)
Balance as of September 30, 2021	$	587	$	3,143	$	—	$	(87)

Balance as of June 30, 2022	$	—	$	11,345	$	(11,034)	$	(32)
Settlements, net		—		—		1,942		—
Total gain (loss)		—		(4,899)		3,486		(21)
Balance as of September 30, 2022	$	—	$	6,446	$	(5,606)	$	(53)

Change in unrealized gain (loss) for the three months ended September 30, 2021 included in earnings	$	587	$	(1,926)	$	1,693	$	(87)
Change in unrealized gain (loss) for the three months ended September 30, 2022 included in earnings	$	—	$	(4,899)	$	5,428	$	(21)


	Assets:		Assets:		Liabilities:		Liabilities:
	Commodity		Embedded		Commodity		Embedded
	Swap Contracts		Derivatives		Swap Contracts		Derivatives
Balance as of December 31, 2020	$	5,648	$	791	$	—	$	(556)
Settlements, net		(225)		—		614		—
Total gain (loss)		(4,836)		2,352		(614)		469
Balance as of September 30, 2021	$	587	$	3,143	$	—	$	(87)

Balance as of December 31, 2021	$	—	$	6,776	$	(4,383)	$	—
Settlements, net		—		—		5,843		—
Total gain (loss)		—		(330)		(7,066)		(53)
Balance as of September 30, 2022	$	—	$	6,446	$	(5,606)	$	(53)

Change in unrealized gain (loss) for the nine months ended September 30, 2021 included in earnings	$	(5,061)	$	2,352	$	—	$	469
Change in unrealized gain (loss) for the nine months ended September 30, 2022 included in earnings	$	—	$	(330)	$	(1,223)	$	(53)