v3.26.1
Fair Value Measurements
3 Months Ended
Mar. 31, 2026
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
The Company’s fair value hierarchy for its financial assets and liabilities that are measured at fair value on a recurring basis as of March 31, 2026, is as follows (in thousands):

Level 1Level 2Level 3Total
Assets
Cash and cash equivalents:
Money market funds$31,033 $— $— $31,033 
Short-term available-for-sale investments:
Government and government agency— 416,246 — 416,246 
Corporate bonds— 112,363 — 112,363 
Other long-term assets:
Equity securities14,755 — 11,217 25,972 
Total assets$45,788 $528,609 $11,217 $585,614 
Liabilities
Earn-out liabilities, long-term$— $— $10,492 $10,492 
Total liabilities$— $— $10,492 $10,492 
The Company’s fair value hierarchy for its financial assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2025, is as follows (in thousands):

Level 1Level 2Level 3Total
Assets
Cash and cash equivalents:
Money market funds$90,594 $— $— $90,594 
Short-term available-for-sale investments:
U.S. Treasury bills9,815 — — 9,815 
Government and government agency— 180,537 — 180,537 
Corporate bonds— 158,524 — 158,524 
Prepaid expenses and other current assets:
Short-term indemnification assets
— — 3,730 3,730 
Long-term available-for-sale investments:
Government and government agency— 271,175 — 271,175 
Corporate bonds— 80,088 — 80,088 
Other long-term assets:
Equity securities24,437 — — 24,437 
Long-term indemnification assets
— — 3,047 3,047 
Total assets$124,846 $690,324 $6,777 $821,947 
Liabilities
Earn-out liabilities, long-term$— $— $50,745 $50,745 
Other long-term liabilities:
Long-term indemnification liabilities
— — 6,086 6,086 
Other contingent consideration— — 2,003 2,003 
Total liabilities$— $— $58,834 $58,834 

The fair values of cash, accounts receivable, accounts payable, and accrued liabilities approximated their carrying values as of March 31, 2026 and December 31, 2025, due to their short-term nature. As of March 31, 2026, in connection with an amendment to the Zava share purchase agreement during the first quarter of 2026, all contingencies related to the Zava earn-out liabilities for fiscal years 2026 and 2027 have been resolved and the final earn-out payables have been determined, with settlement dates in fiscal years 2027 and 2028. As a result, the fair value of the current and noncurrent earn-out payables related to the Zava business combination approximated their carrying value as of March 31, 2026 due to the payment amounts being fixed. The 2030 Convertible Notes are recorded at their net carrying amount on the unaudited condensed consolidated balance sheets rather than their fair value, which is a Level 2 measurement, as the Company has not elected the fair value option (refer to Note 13 – Debt for the 2030 Convertible Notes definition and additional detail, including the fair value as of March 31, 2026). All other financial instruments, with the exception of the earn-out liabilities discussed below, are valued either based on recent trades of securities in active markets or based on quoted market prices of similar instruments and other significant inputs derived from or corroborated by observable market data. During the three months ended March 31, 2026 and 2025, the Company had no transfers between levels of the fair value hierarchy of its assets measured at fair value.

As of March 31, 2026, the Company had earn-out liabilities related to the C S Bio Co. asset acquisition as well as the Medici and YourBio business combinations. The fair values of the earn-out liabilities related to the C S Bio Co. asset acquisition, all of which are current, and related to the Medici business combination, some of which are current and some of which are noncurrent, approximated their carrying values as of March 31, 2026, due to all of the earn-out consideration being paid in cash and the timing of their payout being subject to estimation and, therefore, are excluded from the table above. The Medici business combination also includes noncurrent holdback liabilities, which are recorded within other long-term liabilities on the unaudited condensed consolidated balance sheets and approximated their carrying value as of March 31, 2026, because the Company does not expect the settlement amounts to differ materially from the acquisition date balances.
The noncurrent earn-out liabilities related to the YourBio business combination are classified as Level 3 fair value measurements containing significant unobservable inputs including estimates of future sales of certain devices and, therefore, are included in the table above. The fair value of the earn-out liabilities is remeasured at each reporting period.

The earn-out liabilities related to the Zava business combination, all of which are noncurrent as of December 31, 2025, were classified as Level 3 fair value measurements containing significant unobservable inputs including estimates of achieving certain revenue and adjusted EBITDA targets and, therefore, are included in the table above. At inception, the fair value of the earn-out liabilities associated with the Zava business combination was determined based on revenue and adjusted EBITDA projections and the probability of achieving the respective revenue and adjusted EBITDA targets as evaluated using a Monte Carlo simulation. The following assumptions were used to determine the fair value at inception:

Risk-free rate1.9 %
Revenue volatility21.0 %
Revenue risk-adjusted discount rate9.0 %
Counterparty discount rate6.0 %

The fair value of the earn-out liabilities related to the Zava and YourBio business combinations, as applicable, are remeasured at each reporting period. The change in fair value is recognized within change in fair value of liabilities on the unaudited condensed consolidated statements of operations and comprehensive (loss) income. The change in the fair value of the earn-out liabilities related to the Zava and YourBio business combinations is as follows (in thousands):

Balance at December 31, 2025$50,745 
YourBio business combination10,573 
Change in fair value(1)
17,646 
Reclassification to short-term earn-out payable(40,096)
Reclassification to long-term earn-out payable(26,944)
Foreign currency translation adjustments(1,432)
Balance at March 31, 2026$10,492 
______________
(1)Primarily driven by the impact of the amendment to the Zava share purchase agreement.