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Fair Value Measurement
12 Months Ended
Dec. 31, 2020
Fair Value Disclosures [Abstract]  
Fair Value Measurement

27. Fair Value Measurement

The Company complies with ASC 820, Fair Value Measurements, for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Fair values determined by Level 2 inputs utilize data points that are observable such as quoted prices, interest rates and yield curves. Fair values determined by Level 3 inputs are unobservable data points for the asset or liability, and includes situations where there is little, if any, market activity for the asset or liability.

The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2020 and 2019 indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value:

 

 

 

Quoted prices

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

in active

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

markets for

 

 

Other

 

 

Significant

 

 

 

 

 

 

 

identical

 

 

observable

 

 

unobservable

 

 

 

 

 

 

 

assets

 

 

inputs

 

 

inputs

 

 

 

 

 

 

 

(Level 1)

 

 

(Level 2)

 

 

(Level 3)

 

 

Total

 

December 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity investments measured at fair value

 

$

477

 

 

$

 

 

$

 

 

$

477

 

Debt securities classified as available-for-sale

 

 

 

 

 

 

 

 

2,500

 

 

 

2,500

 

Warrant liability

 

 

 

 

 

 

 

 

(120,647

)

 

 

(120,647

)

Convertible Debt

 

 

 

 

 

(239,652

)

 

 

 

 

 

(239,652

)

Total recurring fair value measurements

 

$

477

 

 

$

(239,652

)

 

$

(118,147

)

 

$

(357,322

)

 

 

 

Quoted prices

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

in active

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

markets for

 

 

Other

 

 

Significant

 

 

 

 

 

 

 

identical

 

 

observable

 

 

unobservable

 

 

 

 

 

 

 

assets

 

 

inputs

 

 

inputs

 

 

 

 

 

 

 

(Level 1)

 

 

(Level 2)

 

 

(Level 3)

 

 

Total

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity investments measured at fair value

 

$

4,183

 

 

$

 

 

$

 

 

$

4,183

 

Debt securities classified as available-for-sale

 

 

727

 

 

 

 

 

 

4,320

 

 

 

5,047

 

Acquisition-related contingent consideration

 

 

 

 

 

 

 

 

420

 

 

 

420

 

Total recurring fair value measurements

 

$

4,910

 

 

$

 

 

$

4,740

 

 

$

9,650

 

 

Items measured at fair value on a recurring basis

The Company’s financial assets and liabilities required to be measured on a recurring basis are its equity investments measured at fair value, debt securities classified as available-for-sale, acquisition-related contingent consideration, and warrant liability.

Debt securities classified as available-for-sale and equity investments recorded at fair value: The estimated fair value is determined using quoted market prices, broker or dealer quotations or discounted cash flows.

Warrant liability: The warrants associated with the warrant liability are classified as Level 3 derivatives. Consequently, the estimated fair value of the warrant liability is determined using the Monte Carlo pricing model (refer to Note 16). Until the warrants are exercised, expire, or other facts and circumstances lead the warrant liability to be reclassified to stockholders’ equity, the warrant liability (which relates to warrants to purchase shares of Class 2 common stock) is marked-to-market each reporting period with the change in fair value recorded in change in fair value of warrant liability. Any significant adjustments to the unobservable inputs disclosed in the table below would have a direct impact on the fair value of the warrant liability.

Convertible Debt: This instrument is held at amortized cost. The estimated fair value is determined using quoted market prices near the reporting date and is classified as Level 2.

The opening balances of assets and liabilities categorized within Level 3 of the fair value hierarchy measured at fair value on a recurring basis are reconciled to the closing balances as follows:

 

 

 

Debt securities

classified as

available-for-

sale

 

 

Warrant liability

 

Opening balance as at January 1, 2020

 

$

4,320

 

 

$

 

Additions

 

 

 

 

 

(69,414

)

Exercise

 

 

 

 

 

49,053

 

Settlements

 

 

 

 

 

 

 

Interest expenses, net

 

 

804

 

 

 

 

Change in fair value

 

 

(2,624

)

 

 

(100,286

)

Closing balance as at December 31, 2020

 

$

2,500

 

 

$

(120,647

)

 

 

 

Quantitative information about Level 3 fair value measurements

 

 

 

Fair value at December 31, 2020

 

 

Valuation technique

 

Unobservable input

 

Range (weighted average)

 

 

 

 

 

 

 

 

 

Discount rate

 

16.5%

 

Debt securities classified as available-for-sale

 

$

2,500

 

 

Discounted cash flow

 

Probability of conversion/ prepayment

 

nil

 

 

 

 

 

 

 

 

 

Probability of default

 

nil

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Warrant liability

 

$

(120,647

)

 

Monte Carlo

 

Volatility

 

100%

 

 

 

 

 

 

 

 

 

Expected life

 

4.7 years

 

Items measured at fair value on a non-recurring basis

The Company's prepayments and other current assets, long lived assets, including property and equipment, goodwill and intangible assets are measured at fair value when there is an indicator of impairment and are recorded at fair value only when an impairment charge is recognized.

The estimated fair value of cash and cash equivalents, accounts receivable, net, accounts payable, accrued expenses and other current liabilities and Senior Facility at December 31, 2020 (December 31, 2019 – the fair value of all aforementioned, except the Senior Facility which was entered into in 2020) approximate their carrying value.