v3.22.2.2
FINANCIAL INSTRUMENTS (Tables)
 9 Months Ended
Sep. 30, 2022
Fair Value Disclosures [Abstract]  
Schedule of carrying amount and fair value of the long-term debt
At September 30, 2022, the carrying values and fair values of the following financial assets and liabilities were as follows (in thousands):
Carrying ValueFair Value Measurements Using
Level 1Level 2Level 3
Financial Assets and Financial Liabilities Measured at Fair Value on a Recurring Basis:
Financial Assets:
Equity investments$15,877 $— $— $15,877 
Convertible notes receivable$5,224 $— $— $5,224 
Financial Liabilities:
   Acquisition-related contingent consideration$34,204 $— $— $34,204 
Financial Liabilities Measured at Amortized Cost:
Term loan facility due December 2026$343,719 $— $343,781 $— 
   0.750% convertible senior notes due 2025 (1)
$395,510 $— $399,481 $— 
   3.375% convertible senior notes due 2024 (2)
$8,641 $— $8,649 $— 
(1) The closing price of the Company’s common stock as reported on the Nasdaq Global Select Market was $53.19 per share at September 30, 2022 compared to a conversion price of $71.78 per share. Therefore, at September 30, 2022, the conversion price was above the stock price. The maximum conversion premium that could have been due on the 2025 Notes is 5.6 million shares of the Company’s common stock, which assumes no increase in the conversion rate for certain corporate events.
(2) Relates to the Flexion 2024 Notes. For more information, See Note 9, Debt.
Schedule of investments without readily determinable fair value The following investments have no readily determinable fair value and are recorded at cost minus impairment, if any, plus or minus observable price changes of identical or similar investments (in thousands):
Equity InvestmentsConvertible Notes ReceivableTotal
Balance at December 31, 2020
$12,802 $— $12,802 
Purchases12,967 4,220 17,187 
Divestiture of investment(11,642)— (11,642)
Foreign currency adjustments— (88)(88)
Balance at December 31, 2021
$14,127 $4,132 $18,259 
Purchases11,750 1,250 13,000 
Impairment(10,000)— (10,000)
Foreign currency adjustments— (158)(158)
Balance at September 30, 2022
$15,877 $5,224 $21,101 
Schedule of key assumptions used in the valuation of contingent consideration
The following table includes the key assumptions used in the valuation of the Company’s contingent consideration:
Assumption
Flexion Ranges
Utilized as of
September 30, 2022
MyoScience Ranges
Utilized as of
September 30, 2022
Discount rates
13.98% to 14.77%
12.25% to 13.28%
Probabilities of payment for regulatory milestones
0% to 20%
0%
Projected years of payment for regulatory and commercial milestones
2027 to 2030
2023
Schedule of change in contingent consideration recorded at fair value using Level 3 measurements The change in the Company’s contingent consideration recorded at fair value using Level 3 measurements is as follows (in thousands):
Contingent Consideration
Fair Value
Balance at December 31, 2021
$57,598 
   Fair value adjustments and accretion(23,394)
Balance at September 30, 2022
$34,204 
Schedule of short-term investments
The following summarizes the Company’s short-term and noncurrent available-for-sale investments at September 30, 2022 and December 31, 2021 (in thousands):
September 30, 2022 Investments
CostGross
Unrealized
Gains		Gross
Unrealized
Losses		Fair Value
(Level 2)
Current:
Asset-backed securities$22,298 $— $(127)$22,171 
Commercial paper169,736 — (903)168,833 
Corporate bonds2,000 — — 2,000 
U.S. federal agency bonds24,474 — (160)24,314 
U.S. government bonds2,006 — (23)1,983 
      Subtotal220,514 — (1,213)219,301 
Noncurrent:
U.S. federal agency bonds17,496 — (102)17,394 
          Total$238,010 $— $(1,315)$236,695 
December 31, 2021 Investments
CostGross
Unrealized
Gains		Gross
Unrealized
Losses		Fair Value
(Level 2)
Current:
   Asset-backed securities$3,182 $— $— $3,182 
   Commercial paper57,533 80 (2)57,611 
   Corporate bonds9,936 102 — 10,038 
Total$70,651 $182 $(2)$70,831