Fair Value Disclosures

6 Months Ended

Jun. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value Disclosures

11. Fair Value Disclosures

Fair value is the price that would be received from the sale of an asset or paid to transfer a liability assuming an orderly transaction in the most advantageous market at the measurement date. U.S. GAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level of observability of inputs used in measuring fair value. These tiers include Level 1, Level 2 and Level 3.

Level 1 is defined as observable inputs such as quoted prices in active markets for identical assets;

Level 2 is defined as observable inputs other than Level 1 prices such as quoted prices for similar assets; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and

Level 3 is defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

The following table represents the fair value of the financial instruments measured at fair value on a recurring basis:

	As of June 30, 2022
	Level 1		Level 2		Level 3		Total
Assets
Cash and cash equivalents*	$	16,498	$	—	$	—	$	16,498
Total assets measured at fair value	$	16,498	$	—	$	—	$	16,498
Liabilities
Acquisition-related liabilities	$	—	$	—	$	38,813	$	38,813
Derivative liabilities	$	—	$	—	$	1,215	$	1,215
Total liabilities measured at fair value	$	—	$	—	$	40,028	$	40,028

	As of December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets
Cash and cash equivalents*	$	8,564	$	—	$	—	$	8,564
Total assets measured at fair value	$	8,564	$	—	$	—	$	8,564
Liabilities
Acquisition-related liabilities	$	—	$	—	$	22,957	$	22,957
Total liabilities measured at fair value	$	—	$	—	$	22,957	$	22,957

* Includes cash invested by the Company in certain money market accounts with a financial institution.

The following table reconciles the changes in the fair value of the liabilities categorized within Level 3 of the fair value hierarchy for the six months ended June 30, 2022:

	Acquisition related liabilities		Derivative liabilities
Balance as of January 1, 2022	$	22,957	$	—
Additions, net of payments		5,061		—
Change in fair value		10,795		1,215
Balance as of June 30, 2022	$	38,813	$	1,215

In connection with certain business combinations, the Company may owe additional purchase consideration (contingent consideration included in the acquisition-related liabilities) based on the financial performance of the acquired entities after their acquisition. The fair value of the contingent consideration was determined using an unobservable input such as projected revenues, collections of accounts receivables, etc. Changes in any of the assumptions related to the unobservable inputs identified above may change the fair value of the contingent consideration.