v3.26.1
Fair Value Measurements
 6 Months Ended
Jun. 30, 2026
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
Assets and liabilities recorded at fair value on a recurring basis in the condensed consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows:
Level 1 - Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.
Level 2 - Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; and
Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment we exercise in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.
The carrying amounts reflected in the accompanying condensed consolidated balance sheets for cash and cash equivalents, restricted cash, accounts receivable, prepaid expenses and other current assets, accounts payable, accrued expenses, and other current liabilities approximate their fair values, due to their short-term nature.
The following table presents information about our financial assets and liabilities that are measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation:
June 30, 2026
TotalLevel 1Level 2Level 3
(in thousands)
Assets
Cash equivalents:
Money market funds$343,613 $343,613 $— $— 
U.S. Treasury securities1,998 — 1,998 — 
Agency discount notes32,926 — 32,926 — 
Total cash equivalents378,537 343,613 34,924 — 
Marketable securities:
U.S. Treasury securities38,789 — 38,789 — 
Agency discount notes3,460 — 3,460 — 
Total marketable securities42,249 — 42,249 — 
Total financial assets$420,786 $343,613 $77,173 $— 
Liability
Embedded derivative (included in “Deferred royalty
   obligations, net”)		$15,709 $— $— $15,709 
December 31, 2025
TotalLevel 1Level 2Level 3
(in thousands)
Assets
Cash equivalents:
Money market funds$132,602 $132,602 $— $— 
U.S. Treasury securities11,960 — 11,960 — 
Agency discount notes25,938 — 25,938 — 
Total cash equivalents170,500 132,602 37,898 — 
Marketable securities:
U.S. Treasury securities9,421 — 9,421 — 
Agency discount notes7,942 — 7,942 — 
Total marketable securities17,363 — 17,363 — 
Total financial assets$187,863 $132,602 $55,261 $— 
Liability
Embedded derivative (included in “Deferred royalty
   obligations, net”)		$21,439 $— $— $21,439 
There were no transfers between Level 1, Level 2 or Level 3 during the periods presented.
There are uncertainties on the fair value measurement of the instruments classified under Level 3 due to the use of unobservable inputs and interrelationships between these unobservable inputs, which could result in higher or lower fair value measurements.
Marketable Securities
The fair value of our marketable securities classified within Level 2 is based upon observable inputs that may include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data including market research publications.
Notes
The fair values of our 2.50% convertible senior notes due 2027 (the “2027 Notes”), 2.25% convertible senior notes due 2029 (the “2029 Notes”), 1.75% convertible senior notes due 2031 (the “2031 Notes”), and 0.75% convertible senior notes due 2033 (the “2033 Notes”) (collectively, the “Notes”, refer to Note 8), which differ from their respective carrying values, are determined by prices for the Notes observed in market trading. The market for trading of the Notes is not considered to be an active market and therefore the estimate of fair value is based on Level 2 inputs.
The following table presents the aggregate face values and the fair values of the Notes, based on their market prices on the last trading day for the periods presented:
June 30, 2026December 31, 2025
Aggregate Face ValuesEstimated Fair ValuesAggregate Face ValuesEstimated Fair Values
(in thousands)
2027 Convertible Notes$550,000 $977,655 $550,000 $1,019,975 
2029 Convertible Notes$747,500 $826,922 $747,500 $833,625 
2031 Convertible Notes$575,000 $924,049 $575,000 $1,003,783 
2033 Convertible Notes$632,500 $626,635 $— $— 
Deferred royalty obligations and embedded derivative liability
The embedded derivative liability associated with our deferred royalty obligation under the Funding Agreement, as defined and discussed further in Note 9, is measured at fair value using an option pricing Monte Carlo simulation model and is included as a component of the “Deferred royalty obligations, net” on the condensed consolidated balance sheets. The embedded derivative liability is subject to remeasurement at the end of each reporting period, with changes in fair value recognized as a component of “Other income (expense), net” on our condensed consolidated statements of operations. The assumptions used in the option pricing Monte Carlo simulation model incorporates certain Level 3 inputs including: (1) our estimates of the probability and timing of related events; (2) the probability-weighted global net product sales of acoramidis; (3) our risk-adjusted discount rate; (4) volatility; and (5) the probability of a change in control occurring during the term of the instrument.
Under the Monte Carlo simulation model discussed above, the deferred royalty obligation under the Funding Agreement (refer to Note 9), net of the bifurcated embedded derivative liability, had an estimated fair value of $568.9 million and $565.5 million as of June 30, 2026 and December 31, 2025, respectively. For the three and six months ended June 30, 2026, we recognized a $3.5 million and $5.7 million gain, respectively, and for the three and six months ended June 30, 2025, we recognized a $1.5 million and $5.5 million gain, respectively, related to the change in fair value of the embedded derivative liability in “Other income (expense), net” on our condensed consolidated statements of operations.
The deferred royalty obligation under the Royalty Purchase Agreement, as defined and discussed further in Note 9, had an estimated fair value of $348.9 million and $343.0 million as of June 30, 2026 and December 31, 2025, respectively, based on the Monte Carlo simulation model.