Fair Value Measurements

3 Months Ended

Nov. 30, 2020

Note 7 – Fair Value Measurements

The following table presents the Company’s financial assets and liabilities measured at fair value, based upon the level within the fair value hierarchy in which the fair value measurements fall, as of November 30, 2020, November 30, 2019, and August 31, 2020. There were no transfers between any levels for the periods presented.

	November 30, 2020
($ in thousands)	Level 1		Level 2			Level 3			Total
Cash and cash equivalents	$	126,802	$	—		$	—		$	126,802
Marketable securities:
Corporate bonds		—		14,564			—			14,564
U.S. treasury securities		—		5,060			—			5,060
Earn-out liability		—		—			(1,112	)		(1,112	)

	November 30, 2019
($ in thousands)	Level 1		Level 2			Level 3			Total
Cash and cash equivalents	$	120,910	$	—		$	—		$	120,910
Derivative assets		—		13			—			13
Derivative liabilities		—		(115	)		—			(115	)

	August 31, 2020
($ in thousands)	Level 1		Level 2			Level 3			Total
Cash and cash equivalents	$	121,403	$	—		$	—		$	121,403
Marketable securities:
Corporate bonds		—		14,426			—			14,426
U.S. treasury securities		—		5,085			—			5,085
Derivative assets		—		21			—			21
Earn-out liability		—		—			(1,112	)		(1,112	)

The Company’s investment in marketable securities consists of United States treasury bonds and investment grade corporate bonds. The marketable securities are classified as available-for-sale and are carried at fair value with the change in unrealized gains and losses reported as a separate component on the condensed consolidated statements of comprehensive income (loss) until realized. The Company determines fair value using data points that are observable, such as quoted prices and interest rates. The amortized cost of the investments approximates fair value. Investment income is recorded within other (expense) income on the condensed consolidated statements of earnings. As of November 30, 2020, approximately 72% of the Company’s marketable securities investments mature within one year and 28% mature within one to three years.

The Company’s earn-out liability relates to its acquisition of Net Irrigate, LLC during the third quarter of fiscal 2020. The value of the earn-out liability is based on active customers one year subsequent to the closing date. The fair value of this earn-out payment was calculated using the weighted average probability for each potential outcome and has a maximum potential payout of $1.5 million.

There were no required fair value adjustments for assets and liabilities measured at fair value on a non-recurring basis for the three months ended November 30, 2020 or November 30, 2019.

- 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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