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Fair Value Measurements

12 Months Ended

Dec. 31, 2021

Note 3. Fair Value Measurements

Financial assets and liabilities are recorded at fair value. The accounting guidance for fair value provides a framework for measuring fair value, clarifies the definition of fair value and expands disclosures regarding fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value as follows:

Level 1—Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.

Level 2—Inputs (other than quoted market prices included in Level 1) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life.

Level 3—Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model.

Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the asset or liability.

During the periods presented, the Company has not changed the manner in which it values assets and liabilities that are measured at fair value. The Company recognizes transfers between levels of the fair value hierarchy as of the end of the reporting period. There were no transfers within the hierarchy during the years ended December 31, 2021 and 2020. The following tables set forth the Company’s financial instruments (excluding restricted cash) that were measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands):


	December 31, 2021
	Total		Level 1		Level 2		Level 3
Money market funds	$	147,914	$	147,914	$	-	$	-
U.S. treasury securities		112,170		-		112,170		-
Corporate securities and commercial paper		421,214		-		421,214		-
Total assets measured at fair value	$	681,298	$	147,914	$	533,384	$	-


	December 31, 2020
	Total		Level 1		Level 2		Level 3
Money market funds	$	146,468	$	146,468	$	-	$	-
U.S. treasury securities		301,112		-		301,112		-
U.S. Government agency obligations		25,001		-		25,001
Corporate securities and commercial paper		262,505		-		262,505		-
Total assets measured at fair value	$	735,086	$	146,468	$	588,618	$	-

As of December 31, 2021, the fair value of the liability for sale of future royalties is based on the Company's current estimates of future contingent milestones and royalties expected to be paid to BVF over the term of the BVF Agreement. These estimates are considered Level 3 fair value inputs. See Note 7 for further discussion of the liability and related estimates.

The Company's investments are classified as (with contractual maturities):


	Year Ended December 31,
	2021		2020
Cash and cash equivalents	$	147,914	$	173,415
Short-term investments (due within one year)		351,394		555,231
Long-term investments (due between one and three years)		181,990		6,440
	$	681,298	$	735,086

All the Company's investments in marketable securities are classified as available-for-sale. At December 31, 2021 and 2020, the balance in the Company’s accumulated other comprehensive income (loss) related to the Company’s available-for-sale marketable securities. There were no realized gains recognized on the sale of available-for-sale marketable securities during the years ended December 31, 2021, 2020 and 2019 and as a result, the Company did not reclassify any amounts out of accumulated other comprehensive income (loss) for the periods then ended. The Company has not recognized any allowances for credit losses given the nature of its receivables and investment portfolio and the immaterial amount of unrealized losses on available for sale securities. No credit related losses have been recognized for any of the periods presented. The fair value and amortized cost of investments in marketable securities by major security type as of December 31, 2021 and 2020 are presented in the tables that follow (in thousands):


	Amortized Cost		Unrealized Gain		Unrealized Loss			Fair Value
As of December 31, 2021:
Money market funds	$	147,914	$	-	$	-		$	147,914
U.S. treasury securities		112,473		1		(304	)		112,170
Corporate securities and commercial paper		422,172		3		(961	)		421,214
Total	$	682,559	$	4	$	(1,265	)	$	681,298


	Amortized Cost		Unrealized Gain		Unrealized Loss			Fair Value
As of December 31, 2020:
Money market funds	$	146,468	$	-	$	-		$	146,468
U.S. treasury securities		301,075		38		(1	)		301,112
U.S. government agency obligations		24,997		4		-			25,001
Corporate securities and commercial paper		262,502		15		(12	)		262,505
Total	$	735,042	$	57	$	(13	)	$	735,086

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

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