Fair Value of Financial Instruments (Tables)
|
6 Months Ended |
Jun. 30, 2026 |
| Fair Value Disclosures [Abstract] |
|
| Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis |
The tables below present information about the Company’s assets and liabilities measured at fair value on a recurring basis:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2026 |
|
|
|
Total Fair |
|
|
|
|
|
|
|
|
|
|
(in thousands) |
|
Value |
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
Money market funds |
|
$ |
392,153 |
|
|
$ |
392,153 |
|
|
$ |
— |
|
|
$ |
— |
|
Investment securities |
|
|
46,859 |
|
|
|
46,859 |
|
|
|
— |
|
|
|
— |
|
Total assets |
|
$ |
439,012 |
|
|
$ |
439,012 |
|
|
$ |
— |
|
|
$ |
— |
|
Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Deferred compensation plan liabilities |
|
$ |
1,740 |
|
|
$ |
1,740 |
|
|
$ |
— |
|
|
$ |
— |
|
Contingent consideration liabilities |
|
|
65,041 |
|
|
|
— |
|
|
|
— |
|
|
|
65,041 |
|
Total liabilities |
|
$ |
66,781 |
|
|
$ |
1,740 |
|
|
$ |
— |
|
|
$ |
65,041 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2025 |
|
|
|
Total Fair |
|
|
|
|
|
|
|
|
|
|
(in thousands) |
|
Value |
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
Money market funds |
|
$ |
179,791 |
|
|
$ |
179,791 |
|
|
$ |
— |
|
|
$ |
— |
|
Investment securities |
|
|
41,087 |
|
|
|
41,087 |
|
|
|
— |
|
|
|
— |
|
Total assets |
|
$ |
220,878 |
|
|
$ |
220,878 |
|
|
$ |
— |
|
|
$ |
— |
|
Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Deferred compensation plan liabilities |
|
$ |
943 |
|
|
$ |
943 |
|
|
$ |
— |
|
|
$ |
— |
|
Contingent consideration liabilities |
|
|
94,339 |
|
|
|
— |
|
|
|
— |
|
|
|
94,339 |
|
Total liabilities |
|
$ |
95,282 |
|
|
$ |
943 |
|
|
$ |
— |
|
|
$ |
94,339 |
|
|
| Schedule of contingent consideration Liabilities measured at fair value |
The following table reflects the activity for the Company’s contingent consideration liabilities for these acquisitions, measured at fair value using Level 3 inputs for the six months ended June 30, 2026:
|
|
|
|
|
|
|
Level 3 |
|
|
|
Accrued Contingent |
|
(in thousands) |
|
Consideration |
|
Balance at January 1, 2026 |
|
$ |
94,339 |
|
Balance of short-term contingent consideration at January 1, 2026 |
|
|
3,881 |
|
Changes in fair value included in net income |
|
|
(31,755 |
) |
Settlements |
|
|
(1,424 |
) |
Balance at June 30, 2026 |
|
$ |
65,041 |
|
|
| Schedule of Company's Contingent Consideration Liabilities |
The recurring Level 3 fair value measurements of the Company's contingent consideration liabilities include the following significant unobservable inputs (in thousands, except percent data):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value at |
|
|
|
|
|
|
|
|
|
|
Contingent Consideration Liability |
|
June 30, 2026 |
|
|
December 31, 2025 |
|
|
|
Valuation Technique |
|
Unobservable Inputs |
|
Range |
|
Weighted Average |
Development and commercialization milestones |
|
$ |
18,599 |
|
|
$ |
42,378 |
|
|
|
Discounted cash flow |
|
Payment discount rate |
|
8.2% - 11.4% |
|
8.2% |
|
|
|
|
|
|
|
|
|
|
|
Probability of payment |
|
0.0% - 100.0% |
|
94.3% |
|
|
|
|
|
|
|
|
|
|
|
Range of expected payment dates |
|
2027 - 2037 |
|
N/A |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales milestones |
|
|
26,341 |
|
|
|
30,877 |
|
|
|
Scenario analysis |
|
Revenue volatility |
|
29.0% - 51.0% |
|
46.7% |
|
|
|
|
|
|
|
|
|
|
|
Revenue discount rate |
|
8.6% - 18.7% |
|
16.7% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assumed contingent consideration from Piramal SPA |
|
|
20,101 |
|
|
|
21,084 |
|
|
|
Scenario analysis |
|
EBITDA volatility |
|
60.0% |
|
60.0% |
|
|
|
|
|
|
|
|
|
|
|
EBITDA discount rate |
|
21.0% - 21.0% |
|
21.0% |
Total contingent consideration liabilities |
|
$ |
65,041 |
|
|
$ |
94,339 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Schedule of Fair Value of Total Net Consideration Received Regarding Sale of Business |
The fair value of total net consideration received by the Company on January 1, 2026 was approximately $131.2 million, including $32.1 million in cash, as well as other instruments as follows:
|
|
|
|
|
(in thousands) |
|
|
|
Cash consideration received(1) |
|
$ |
32,141 |
|
Installment Note |
|
|
67,200 |
|
Seller Note |
|
|
14,500 |
|
Deferred Cash Purchase Price |
|
|
12,300 |
|
Net contingent consideration receivable |
|
|
5,081 |
|
Total net consideration received |
|
$ |
131,222 |
|
|
|
|
|
(1)This amount includes a net working capital settlement of $0.7 million, which was included in accounts receivable, net on the Company’s condensed consolidated balance sheet as of June 30, 2026 and subsequently received on July 1, 2026.
|